Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

 

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 19341934

 

For the fiscal year ended December 31, 2017

2020

Or

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission file number: 001-32347

-

ORMAT TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

DELAWAREDelaware

88-0326081

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification Number)

6140 Plumas Street, Reno, Nevada

89519-6075

(Address of principal executive offices)

(Zip Code)

 

6225 Neil Road, Reno, Nevada 89511-1136(775) 356-9029

(Address of principal executive offices, including zip code)

Registrant’sRegistrant’s telephone number, including area code:

(775) 356-9029

(Registrant’s telephone number, including area code)

 

Securities Registered Pursuant to Section 12(b) of the Act:

 

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock $0.001 Par Value

ORA

New York Stock Exchange

 

Securities Registered Pursuant to Section 12(g) of the Act:

None

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes    No 

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.  Yes ☐     No ☑

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes ☑     No ☐

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes ☑     No ☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” andfiler,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large  accelerated filer ☑

Accelerated filer ☐

Non-accelerated filer ☐

Smaller  reporting company ☐

(Do not check if  a smaller reporting company)

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. 

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☑ 

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes ☐     No ☑

 

As of June 30, 2017, the last business day of the registrant’s most recently completed second fiscal quarter,2020 the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was $2,315,466,032 based on the closing price as reported on the New York Stock Exchange. Indicate the number of shares outstanding of each of the registrant’s classes of common stock as of the latest practicable date:$2,544,589,505.  As of February 23, 2018,24, 2021, the number of outstanding shares of common stock, par value $0.001 per share was 50,609,051.55,983,259.

 

Documents incorporated by reference: Part III (Items 10, 11, 12, 13 and 14) incorporates by reference portionsPortions of the Registrant’s Proxy Statementregistrant's definitive proxy statement for its 2021 Annual Meeting of Stockholders which will be filed not later than 120 days after December 31, 2017.are incorporated by reference into Part III of this Form 10-K..



 



 

 

ORMAT TECHNOLOGIES, INC.

 

FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 20172020

 

TABLE OF CONTENTS

 

  

Page
No

PART I

ITEM 1.

BUSINESS

7

9

ITEM 1A.

RISK FACTORS

77

54

ITEM 1B.

UNRESOLVED STAFF COMMENTS

95

76

ITEM 2.

PROPERTIES

95

76

ITEM 3.

LEGAL.PROCEEDINGS

95

76

ITEM 4.

MINE SAFETY DISCLOSURES

96

76

PART II

ITEM 5.

MARKET FOR REGISTRANT’SREGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

97

77

ITEM 6.

SELECTED FINANCIAL DATA

100

78

ITEM 7.

MANAGEMENT’SMANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

102

78

ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

137

105

ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

138

106

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

206

177

ITEM 9A.

CONTROLS AND PROCEDURES

206

177

ITEM 9B.

OTHER INFORMATION

207

179

PART III

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

208

179

ITEM 11.

EXECUTIVE COMPENSATION

208

180

ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

208

180

ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

209

180

ITEM 14.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

209

180

PART IIIV

ITEM 15.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

210

181

SIGNATURES

188

211ITEM 16.

FORM 10-K SUMMARY

187

 

i


 

 

Glossary of Terms

 

Unless the context otherwise requires, all references in this annual report to “Ormat”, “the Company”, “we”, “us”, “our company”, “Ormat Technologies”, or “our” refer to Ormat Technologies, Inc. and its consolidated subsidiaries. A glossary of certain terms and abbreviations used in this annual report appears at the beginning of this report. When the following terms and abbreviations appear in the text of this report, they have the meanings indicated below:

 

Term

Definition

ACUA

Atlantic County Utilities Authority

Amatitlan Loan

$42,000,000 in initial aggregate principal amount borrowed by our subsidiary Ortitlan Limitada from Banco Industrial S.A. and Westrust Bank (International) Limited.

AMM

Administrador del Mercado Mayorista (administrator of the wholesale market — Guatemala)

ARRA

American Recovery and Reinvestment Act of 2009

Auxiliary Power

The power needed to operate a geothermal power plant’splant’s auxiliary equipment such as pumps and cooling towers

Availability

The ratio of the time a power plant is ready to be in service, or is in service, to the total time interval under consideration, expressed as a percentage, independent of fuel supply (heat or geothermal) or transmission accessibility

Balance of Plant equipment

Power plant equipment other than the generating units including items such as transformers, valves, interconnection equipment, cooling towers for water cooled power plants, etc.

BESS

Battery Energy Storage Systems

BLM

Bureau of Land Management of the U.S. Department of the Interior

BOT

Build, operate and transfer

CAGR

BPP

Compound annual growth rate

PLN's existing average cost of generation

CAISOCalifornia Independent System Operator

Capacity

The maximum load that a power plant can carry under existing conditions, less auxiliary power

Capacity Factor

The ratio of the average load on a generating resource to itsactual MWh generated and the generating capacity during a specified period of time,times 8760 hours expressed as ain percentage

CARESCoronavirus Aid, Relief, and Economic Security Act

CARBCCA

California Air Resources BoardCommunity Choice Aggregator

CDC

Caisse des Dépôts et Consignations, a French state-owned financial organization

CFECEO

Comision Federal de ElectricidadChief Executive Officer

CFO

Chief Financial Officer

C&I

Refers to the Commercial and Industrial sectors, excluding residential

CNE

National Energy Commission of Honduras

CNEE

National Electric Energy Commission of Guatemala

COD

Commercial Operation Date

Company

Ormat Technologies, Inc., a Delaware corporation, and its consolidated subsidiaries

COSO

Committee of Sponsoring Organizations of the Treadway Commission

CPI

Consumer Price Index

CPUC

California Public Utilities Commission

Cyrq

Cyrq Energy, Inc.

DEG

Deutsche Investitions-und Entwicklungsgesellschaft mbH

DFIs

CREE

The Regulatory Commission of Electric Power in Honduras

DFCU.S. International Development Finance Institutions

Corporation (formerly OPIC)

DOE

U.S. Department of Energy

DOGGR

California Division of Oil, Gas, and Geothermal Resources

DSCR

Debt Service Coverage Ratio

DSIREDatabase of State Incentives for Renewables and Efficiency

EBITDA

Earnings before interest, taxes, depreciation and amortization

EDF

Electricite de France S.A.

EGS

Enhanced Geothermal Systems

EIB

European Investment Bank

EMRA

Energy Market Regulatory Authority in Turkey

2

ENEE

Empresa Nacional de Energía Eléctrica

Enthalpy

The total energy content of a fluid; the heat plus the mechanical energy content of a fluid (such as a geothermal brine), which, for example, can be partially converted to mechanical energy in an Organic Rankine Cycle.

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Term

Definition

EPA

U.S. Environmental Protection Agency

EPC

Engineering, procurement and construction

EPS

Earnings per share

ERC

Kenyan Energy Regulatory Commission

ERCOT

Electric Reliability Council of Texas, Inc.

ESCEPRA

Energy Sales Contractand Petroleum Regulatory Authority

EWGExempt Wholesale Generators

Exchange Act

U.S. Securities Exchange Act of 1934, as amended

FASB

Financial Accounting Standards Board

FERC

U.S. Federal Energy Regulatory Commission

FIT

Feed-in Tariff

FPA

U.S. Federal Power Act, as amended

GAAP

Generally accepted accounting principles

GCCU

Geothermal Combined Cycle Unit

GDC

Geothermal Development Company

GEA

Geothermal Energy Association

Geothermal Power Plant

The power generation facility and the geothermal field

Geothermal Steam Act

U.S. Geothermal Steam Act of 1970, as amended

GERDGrand Ethiopian Renaissance Dam

GHG

Greenhouse gas

GISGeographic Information Systems

GNPGW

Gross National ProductGiga watt

GTM

GWh

Green Tech Media
GWGiga watt
GWh

Giga watt hour

HELCO

Hawaii Electric Light Company

IFCIDWR

Idaho Department of Water

IGA

International Finance CorporationGeothermal Association

IID

Imperial Irrigation District

ILA

Israel Land Administration

INDE

Instituto Nacional de Electrification

IOUs

investor-owned utilities

Investor-Owned Utilities

IPPs

Independent Power Producers

IESO

The Independent Electricity System Operator (IESO) works at the heart of Ontario's power system.

ISO

International Organization for Standardization

ISONEISO New England

ITC

Investment tax credit

ITC Cash Grant

Payment for Specified Renewable Energy property in lieu of Tax Credits under Section 1603 of the ARRACredit

JBIC

Japan Bank for International Cooperation

JOGMECJapan state-owned resources agency

John Hancock

John Hancock Life Insurance Company (U.S.A.)

JOCJoined operation contract

JPM

JPMJ.P. Morgan Capital Corporation

KenGen

Kenya Electricity Generating Company Ltd.

Kenyan Energy Act

Kenyan Energy Act, 2006

KETRACO

Kenya Electricity Transmission Company Limited

KGRA

Known Geothermal Resource Area

KLP

Kapoho Land Partnership

KPLC

Kenya Power and Lighting Co. Ltd.

kVaKRA

Kilovolt-ampereKenya Revenue Authority

3

kW

Kilowatt - A unit of electrical power that is equal to 1,000 watts

kWh

Kilowatt hour(s), a measure of power produced

LCOE

Levelized Costs of Energy

LSEsLoad Serving Entities

Mammoth Pacific

Mammoth-Pacific, L.P.

MACRS

Modified Accelerated Cost Recovery System

MEMR

MinistryThe Indonesian Minister of Energy and Mineral Resources

MIGAMW

Multilateral Investment Guarantee Agency, a member of the World Bank GroupMegawatt - One MW is equal to 1,000 kW or one million watts

MWMWh

Megawatt - One MW is equal to 1,000 kW or one million wattshour(s), a measure of energy produced

MWh

Megawatt hour(s), a measure of energy produced

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Term

Definition

NBPL

Northern Border Pipe Line Company

NIS

New Israeli Shekel

NOCnetwork operations center

NGINOA

Natural Gas-California SoCal-NGI Natural Gas price indexNotice of Assessments

NV Energy

NV Energy, Inc.

NYSE

New York Stock Exchange

NYISO

New York Independent System Operator, Inc.

OEC

Ormat Energy Converter

OFC

Ormat Funding Corp., a wholly owned subsidiary of the Company

OFC Senior Secured Notes

$190,000,000 8.25% Senior Secured Notes, due 2020 issued by OFC

OFC 2

OFC 2 LLC, a wholly owned subsidiary of the Company

OFC 2 Senior Secured Notes

Up to $350,000,000 Senior Secured Notes, due 2034 issued by OFC 2

OMPCOpal Geo

Ormat Momotombo Power Company, a wholly owned subsidiary of the Company

Opal GeoOpal Geo LLC

OPC

OPC LLC, a consolidated subsidiary of the Company

OPC Transaction

Financing transaction involving four of our Nevada power plants in which institutional equity investors purchased an interest in our special purpose subsidiary that owns such plants.

OPIC

Overseas Private Investment Corporation

OrCal

OrCal Geothermal Inc., a wholly owned subsidiary of the Company

OrCal Senior Secured NotesORC

$165,000,000 6.21% Senior Secured Notes, due 2020 issued by OrCal

Organic Rankine Cycle

- A process in which an organic fluid such as a hydrocarbon or fluorocarbon (but not water) is boiled in an evaporator to generate high pressure vapor. The vapor powers a turbine to generate mechanical power. After the expansion in the turbine, the low pressurelow-pressure vapor is cooled and condensed back to liquid in a condenser. A cycle pump is then used to pump the liquid back to the vaporizer to complete the cycle. The cycle is illustrated in the figure below:

ora20201231_10kimg001.jpg

Ormat International

Ormat International Inc., a wholly owned subsidiary of the Company

4

Ormat Nevada

Ormat Nevada Inc., a wholly owned subsidiary of the Company

Ormat Systems

Ormat Systems Ltd., a wholly owned subsidiary of the Company

ORIX

ORIX Corporation

ORPD

ORPD LLC, a holding company subsidiary of the Company in which Northleaf Geothermal Holdings, LLC holds a 36.75% equity interest

ORPD Transaction  

Financing transaction involving the Puna complex and Don A. Campbell, OREG 1, OREG 2 and OREG 3 power plants in which Northleaf Geothermal Holdings, LLC purchased an equity interest in our special purpose subsidiary that owns such plants.

OrPower 4

OrPower 4 Inc., a wholly owned subsidiary of the Company

Ortitlan

Ortitlan Limitada, a wholly owned subsidiary of the Company

ORTP

ORTP, LLC, a consolidated subsidiary of the Company

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Table of Contents

Term

Definition

ORTP Transaction

Financing transaction involving power plants in Nevada and California in which an institutional equity investor purchased an interest in our special purpose subsidiary that owns such plants.

Orzunil

Orzunil I de Electricidad, Limitada, a wholly owned subsidiary of the Company

PEC

Portfolio Energy Credits

PG&E

Pacific Gas and Electric Company

PGV

Puna Geothermal Venture, a wholly owned subsidiary of the Company

PJM

PJM Interconnection, L.L.C.LLC

PLN

PT Perusahaan Listrik Negara

Power plant equipment

Interconnection equipment, cooling towers for water cooled power plant, etc., including the generating units

PPA

Power purchase agreement

ppm

Part per million

PTC

Production tax creditTax Credit

PUA

PUC

Israeli Public Utility Authority

Utilities Commission

PUCH

Public Utilities Commission of Hawaii

PUCN

Public Utilities Commission of Nevada

PUHCA

U.S. Public Utility Holding Company Act of 1935

PUHCA 2005

U.S. Public Utility Holding Company Act of 2005

PURPA

U.S. Public Utility Regulatory Policies Act of 1978

Qualifying Facility(ies)

Certain small power production facilities are eligible to be “Qualifying Facilities” under PURPA, provided that they meet certain power and thermal energy production requirements and efficiency standards. Qualifying Facility status provides an exemption from PUHCA 2005 and grants certain other benefits to the Qualifying Facility

RAM

RCEA

Renewable Auction Mechanism

Redwood Coast Energy Authority

REC

Renewable Energy Credit

REG

Recovered Energy Generation

RGGIRER

Regional Greenhouse Gas InitiativeRenewable Energy Resource certificate

RPS

Renewable Portfolio Standards

RTO

Regional Transmission Organization

SaaSSCE

Software as a Service

SCADA

Supervisory Control and Data AcquisitionSouthern California Edison

SCPPA

Southern California Public Power Authority

SDG&ESan Diego Gas and Electric

SEC

U.S. Securities and Exchange Commission

Securities Act

U.S. Securities Act of 1933, as amended

Senior Unsecured BondsSOL

7% Senior Unsecured Bonds Due 2017 issued by the CompanySarulla Operations Ltd.

SO#4

Standard Offer Contract No. 4

SOLSarulla Operations Ltd.

Solarsolar PV

Solarsolar photovoltaic

SOX Act

Sarbanes-Oxley Act of 2002

Southern California Edison

5

Southern California Edison Company

SPE(s)

Special purpose entity(ies)

SRAC

Short Run Avoided Costs

Southern California Edison

TASE

Southern California Edison Company

Tel Aviv Stock Exchange

SPE(s)

Tax Act

Special purpose entity(ies)

Tax Cuts and Jobs Act

SRAC

UIC

Short Run Avoided Costs

Underground Injection Control

Union Bank

Union Bank, N.A.

U.S.

United States of America

U.S. Treasury

U.S. Department of the Treasury

VEI

USG

Viridity

U.S. Geothermal Inc.

VAT

Value Added Tax

VCE

Valley Clean Energy Inc.

Viridity

Viridity Energy Solutions Inc., oura wholly owned subsidiary of the Company

WHOHYTL

Waste Heat Oil Heaters

Turkish Lira

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Cautionary Note Regarding Forward-Looking Statements

 

This annual report includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this report that address activities, events or developments that we expect or anticipate will or may occur in the future, including such matters as our projections of annual revenues, expenses and debt service coverage with respect to our debt securities, future capital expenditures, business strategy, competitive strengths, goals, development or operation of generation assets, market and industry developments and the growth of our business and operations, are forward-looking statements. When used in this annual report, the words “may”, “will”, “could”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “projects”, “potential”, or “contemplate” or the negative of these terms or other comparable terminology are intended to identify forward-looking statements, although not all forward-looking statements contain such words or expressions. The forward-looking statements in this annual report are primarily located in the material set forth under the headings Item 1 — “Business” contained in Part I of this annual report, Item 1A — “Risk Factors” contained in Part I of this annual report, Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in Part II of this annual report, and “Notes to Financial Statements” contained in Item 8 — “Financial Statements and Supplementary Data” contained in Part II of this annual report, but are found in other locations as well. These forward-looking statements generally relate to our plans, objectives and expectations for future operations and are based upon management’s current estimates and projections of future results or trends. Although we believe that our plans and objectives reflected in or suggested by these forward-looking statements are reasonable, we may not achieve these plans or objectives. You should read this annual report completely and with the understanding that actual future results and developments may be materially different from what we expect dueattributable to a number of risks and uncertainties, many of which are beyond our control. Other than as required by law, we will not update forward-looking statements even though our situation may change in the future.

 

Specific factorsSummary of the risks that might cause actual results to differ from our expectations include, but are not limited to:to the following:

Risks Related to the Company’s Business and Operation

 

 

significant considerations, risksOur financial performance depends on the successful operation of our geothermal and uncertainties discussed in this annual report;REG power plants, which are subject to various operational risks.

 

 

Our exploration, development, and operation of geothermal resource risk (such as the heat content, useful lifeenergy resources are subject to geological risks and geological formation of the reservoir);uncertainties, which may result in decreased performance or increased costs for our power plants.

 

 

operating risks, including equipment failuresWe may experience a  cyber incident, cyber security breach, severe natural event or physical attack on our operational networks and the amounts and timing of revenues and expenses;information technology systems.

 

 

financial market conditionsWe may decide not to implement, or may not be successful in implementing, one or more elements of our multi-year strategic plan, and the resultsplan may not achieve its goal of financing efforts;enhancing shareholder value.

 

 

the impactConcentration of fluctuations in oilcustomers, specific projects and natural gas prices and competition with other renewable sources on the energy price component under certain of our PPAs;regions may expose us to heightened financial exposure.

 

 

Our international operations expose us to risks related to the application of foreign laws and uncertainties with respect to our ability to implement strategic goalsregulations, political or initiatives in segmentseconomic instability and major hostilities or acts of the clean energy industry or new or additional geographic focus areas;terrorism.

 

 

Political, economic and other conditions in the emerging economies where we operate may subject us to greater risk than in the developed U.S. economy.

Conditions in and uncertainties associatedaround Israel, where the majority of our senior management and our main production and manufacturing facilities are located, may adversely affect our operations and may limit our ability to produce and sell our products or manage our power plants.

Continued  reduction in our Products backlog may affect our ability to fully utilize our main production and manufacturing facilities.

Some of our leases will terminate if we do not extract geothermal resources in “commercial quantities”, thus requiring us to enter into new leases or secure rights to alternate geothermal resources, none of which may be available on terms as favorable to us as any such terminated lease, if at all.

6

Our BLM leases may be terminated if we fail to comply with any of the provisions of the Geothermal Steam Act or if we fail to comply with the terms or stipulations of such leases.

Some of our leases (or subleases) could terminate if the lessor (or sublessor) under any such lease (or sublease) defaults on any debt secured by the relevant property, thus terminating our rights to access the underlying geothermal resources at that location.

Reduced levels of recovered energy required for the operation of our REG power plants may result in decreased performance of such power plants.

Our business development activities may not be successful and our projects under construction may not commence operation as scheduled.

Our future developmentgrowth depends, in part, on the successful enhancement of storagea number of our existing facilities.

We rely on power transmission facilities that we do not own or control.

Our use of joint ventures may limit our flexibility with jointly owned investments.

Our operations could be adversely impacted by climate change.

Geothermal projects whichthat we plan to develop in the future, may operate as "merchant" facilities without long-term sales agreements, including the variability of revenuesPPAs and profitabilty oftherefore such projects; projects will be exposed to market fluctuations.

 

 

environmental constraints on operations and environmental liabilities arising out of past or present operations, including the riskStorage projects that we may not have, andare operating, currently developing or plan to develop in the future, may operate as "merchant" facilities without long-term power services agreements for some or all of their generating capacity and output and therefore such projects will be unableexposed to procure, any necessary permits or other environmental authorizations;market fluctuations.

 

 

construction or other project delays or cancellations;We may not be able to successfully conclude the transactions, integrate companies, which we acquired and may acquire in the future.

 

 

political, legal, regulatory, governmental, administrative and economic conditions and developments in the U.S. and other countries in which we operate and, in particular, the impact of recent and future federal, state and local regulatory proceedings and changes, including legislative and regulatory initiatives regarding deregulation and restructuring of the electric utilityThe power generation industry public policies and government incentives that support renewable energy and enhance the economic feasibility of our projects at the federal and state level in the United States and elsewhere, and carbon-related legislation;is characterized by intense competition.

 

 

We face increasing competition from other companies engaged in energy storage and the enforceabilitycombination of long-term PPAs for our power plants;solar and energy storage.

 

 

contract counterparty risk; Changes in costs and technology may significantly impact our business by making our power plants and products less competitive, resulting in our inability to sign new PPAs for our Electricity segment and new supply and EPC contracts for our Products segment.

 

 

weather and other natural phenomena including earthquakes, volcanic eruption, drought and other natural disasters;Our intellectual property rights may not be adequate to protect our business.

 

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Table of Contents

 

changes in environmentalWe may experience difficulties implementing and other laws and regulations to whichmaintaining our company is subject, as well as changes in the application of existing laws and regulations;new enterprise resource planning system.

 

Risks Related to Governmental Regulations, Laws and Taxation

 

currentOur financial performance could be adversely affected by changes in the legal and future litigation;regulatory environment affecting our operations.

 

 

Pursuant to the terms of some of our abilityPPAs with investor-owned electric utilities and publicly-owned electric utilities in states that have renewable portfolio standards, the failure to successfully identify, integratesupply the contracted capacity and complete acquisitions;energy thereunder may result in the imposition of penalties.

 

 

competition from other geothermal energy projects and new geothermal energy projects developed inIf any of our domestic power plants loses its current Qualifying Facility status under PURPA, or if amendments to PURPA are enacted that substantially reduce the future, and from alternative electricity producing technologies;benefits currently afforded to Qualifying Facilities, our domestic operations could be adversely affected.

 

 

marketWe may experience a reduction or business conditions and fluctuations in demand for energy or capacity in the markets in which we operate;elimination of government incentives.

 

 

there can be no assurance regarding when, ifWe are a holding company and our cash depends substantially on the performance of our subsidiaries and the power plants they operate, most of which are subject to what extent opportunities under our commercial cooperation agreement with ORIX Corporation will in fact materialize;restrictions and taxation on dividends and distributions.

 

 

The costs of compliance with federal, state, local and foreign environmental laws and our ability in  obtaining and maintaining environmental permits and governmental approvals required for development, construction and/or operation may result in liabilities, costs and delays in construction (as well as any fines or penalties that may be imposed upon us in the directevent of any non-compliance or indirect impact on our company’s business of various forms of hostilities including the threatdelays with such laws or occurrence of war, terrorist incidents or cyber-attacks or responses to such threatened or actual incidents or attacks, including the effect on the availability of and premiums on insurance;regulations).

 

 

We could be exposed to significant liability for violations of hazardous substances laws because of the use or presence of such substances at our new strategic plan to expand our geographic markets, customer base and product and service offerings may not be implemented as currently planned or may not achieve our goals as and when implemented;power plants.

 

7

 

developmentCurrent and construction future urbanizing activities and related residential, commercial, and industrial developments may encroach on or limit geothermal or solar PV activities in the areas of Solar PV and energy storage projects, may not materialize as planned;our power plants, thereby affecting our ability to utilize access, inject and/or transport geothermal resources on or underneath the affected surface areas.

 

 

the effect of and changes in current and future land use and zoning regulations, residential, commercial and industrial development and urbanization in the areas in which we operate; andU.S. federal income tax reform could adversely affect us.

 

Risks Related to Economic and Financial Conditions

 

other uncertainties which are difficult to predict or beyond our control and the risk that we may incorrectly analyze these risks and forces or that the strategies we develop to address themWe may be unsuccessful.unable to obtain the financing we need on favorable terms  to pursue our growth strategy.

 

PART I

ITEM 1. BUSINESS

Certain Definitions

Unless the context otherwise requires, all references in this annual report to “Ormat”, “the Company”, “we”, “us”, “our company”, “Ormat Technologies”, or “our” refer to Ormat Technologies, Inc. and its consolidated subsidiaries. A glossary of certain terms and abbreviations used in this annual report appears at the beginning of this report.

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Overview

We are a leading vertically integrated company that is currently primarily engaged in the geothermal and recovered energy power business. With the objective of becoming a leading global provider of renewable energy, we focus on several key initiatives, under our new strategic plan, as described below.

We design, develop, build, sell, own, and operate clean, environmentally friendly geothermal and recovered energy-based power plants, usually using equipment that we design and manufacture.

Our geothermal power plants include both power plants that we have built and power plants that we have acquired, while we have built all of our recovered energy-based plants. We recently expanded our operations to include the provision of services in the energy storage, demand response and energy management markets. We currently conduct our business activities in two business segments:

 

In the Electricity segment we develop, build, own and operate geothermal and recovered energy-basedOur foreign power plants and foreign manufacturing operations expose us to risks related to fluctuations in the U.S. and geothermalcurrency rates, which may reduce our profits from such power plants in other countries around the world and sell the electricity they generate. We also provide energy storage, demand response and energy management related services through our Viridity business; andoperations.

 

 

In the Product segmentOur power plants have generally been financed through a combination of our corporate funds and limited or non-recourse project finance debt and lease financing. If our project subsidiaries default on their obligations under such limited or non-recourse debt or lease financing, we design, manufacture and sell equipment for geothermal and recovered energy-based electricity generation and remote power units and provide services relatingmay be required to make certain payments to the engineering, procurement, construction, operationrelevant debt holders, and maintenanceif the collateral supporting such leveraged financing structures is foreclosed upon, we may lose certain of geothermal and recovered energy-basedour power plants and in the future, other power generating units such as Solar PV and energy storageplants.

 

In March 2017, we expanded our Electricity segment operations by entering the energy storage, demand response and energy management markets following the acquisition of substantially all of the business and assets of Viridity Energy, Inc. (VEI), a Philadelphia-based company. The acquired business and assets are owned and operated by our wholly owned subsidiary Viridity Energy Solutions Inc. (Viridity). We intend to use our Viridity business to accelerate long-term growth, expand our market presence in a growing market, and further develop our energy storage, demand response and energy management services, including the VPower™ software platform. We plan to continue providing services and products to existing Viridity customers, while expanding our service offerings to include development and EPC into new regions and targeting a broader potential customer base.

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The map below shows our worldwide portfolio of operating geothermal and recovered energy power plants as of March 1, 2018.

The charts below show the relative contributions of the Electricity segment and the Product segment to our consolidated revenues and the geographical breakdown of our segment revenues for the fiscal year ended December 31, 2017. Additional information concerning our segment operations, including year-over-year comparisons of revenues, the geographical breakdown of revenues, cost of revenues, results of operations, and trends and uncertainties is provided below in Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Item 8 — “Financial Statements and Supplementary Data”.

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The following chart sets forth a breakdown of our revenues for each of the years ended December 31, 2017 and 2016:

The following chart sets forth the geographical breakdown of revenues attributable to our Electricity and Product segments for each of the years ended December 31, 2017 and 2016:

Note: Electricity segment revenues for 2017 in the "Segment Contribution to Revenue" and "Geographic Breakdown of the Electricity Segment Revenue" charts above include our energy storage and demand response activity.

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Most of the power plants that we currently own or operate produce electricity from geothermal energy sources. Geothermal energy is a clean, renewable and generally sustainable form of energy derived from the natural heat of the earth. Unlike electricity produced by burning fossil fuels, electricity produced from geothermal energy sources is produced without emissions of certain pollutants such as nitrogen oxide, and with far lower emissions of other pollutants such as carbon dioxide. As a result, electricity produced from geothermal energy sources contributes significantly less to global warming and local and regional incidences of acid rain than energy produced by burning fossil fuels. In addition, compared to power plants that utilize other renewable energy sources, such as wind or solar, geothermal power plants are generally available all the time and can provide base-load electricity services. They can also be custom built to provide a range of services such as baseload, voltage regulation, reserves and flexible capacity. Geothermal energy is also an attractive alternative to other sources of energy as part of a national diversification strategy to avoid dependence on any one energy source or politically sensitive supply sources.

In addition to our geothermal energy business, we manufacture products that produce electricity from recovered energy or so-called “waste heat”. We also construct, own, and operate recovered energy-based power plants. Recovered energy comes from residual heat that is generated as a by-product of gas turbine-driven compressor stations, solar thermal units and a variety of industrial processes, such as cement manufacturing. Such residual heat, which would otherwise be wasted, may be captured in the recovery process and used by recovered energy power plants to generate electricity without burning additional fuel and without additional emissions.

Since 2015, we have implemented a number of elements of our new multi-year strategic plan which was reviewed by our Board of Directors (the “Board”) in 2017.  We expect the plan to evolve over time in response to market conditions and other factors.  At this time, however, we expect that our primary focus will be as follows:

 

Expand our geothermal geographical reach.  While we continue to evaluate opportunities worldwide, we currently see, Honduras, New Zealand, Philippines, Chile, Indonesia, Turkey, Kenya, Guatemala, China and Ethiopia as very attractive geothermal markets for us.  We are actively looking at ways to expand our presence in those countries. In addition, we are looking to expand and accelerate growth through acquisitions and other investments, both domestically and globally, such as our recent acquisition of a geothermal power plant in Guadeloupemay experience  fluctuations in the Caribbeancost of construction, raw materials, commodities and our recent announcement of the execution of a definitive agreement to acquire U.S. Geothermal Inc., which has three operating power plants in the U.S.drilling.

 

 

Expand into new technologies.  We ultimately hopeare exposed to swap counterparty credit risk.

We may not be able to leverageobtain sufficient insurance coverage to cover damages resulting from any damages to our technological capabilities over a variety of renewable energy platforms,assets and profitability including, solar power generationbut not limited to, natural disasters such as volcanic eruptions, lava flows, wind and energy storage.  Initially, however, we expect that our primary focus will be on expanding our core geothermal competencies to provide high efficiency solutions for high enthalpy applications by utilizing our binary enhanced cycle and technology, as well as expanding into steam geothermal generation equipment and facilities.  We may acquire companies with technological and integration capabilities we do not currently have, or develop new technology ourselves, where we can effectively leverage our expertise to implement this part of our strategic plan.earthquakes.

 

Risks Related to Force Majeure

 

ExpandThe global spread of a public health crisis, including the COVID-19 pandemic may have an adverse impact on our customer base.  We are evaluatingbusiness.

The existence of a number of strategies for expandingprolonged force majeure event or a forced outage affecting a power plant, or the transmission systems could reduce our customer base to C&I customers.  In the near term, however, we expect that a majority of our revenues will continue to be generated as they currently are, with our traditional electrical utility customer base for the Electricity segment and our on-going business development efforts for new customers for our Product segment.net income.

 

While we believe that long-term growth can be realized through our transformational efforts over time, there is no assurance if and when we will meet our objectiveRisks Related to become a leading global provider of renewable energy or that such efforts will result in long-term growth. We see these new initiatives as incremental measures to enhance shareholder value.  While we implement the plan, we expect to continue, and expand, through organic growth, acquisitions, and other measures, our current business lines both in the Electricity and Product segments as well as other business lines as described above.Our Stock

 

A substantial percentage of our common stock is held by stockholders whose interests may conflict with the interests of our other stockholders.

 

The price of our common stock may fluctuate substantially, and your investment may decline in value.

Company Contact and Sources of Information

 

We file annual, quarterly and periodic reports, proxy statements and other information with the SEC. You may obtain and copy any document we file with the SEC at the SEC’s Public Reference Room at 100 F Street, N.E., Room 1580, Washington D.C. 20549. You may obtain information on the operation of the SEC’s Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an internetOur website at http://www.sec.gov that contains reports, proxy and other information statements, and other information regarding issuers that file electronically with the SEC. Our SEC filings are accessible via the internet at that website.

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Our reports on Form 10-K, 10-Q and 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act are available through our website at www.ormat.com for downloading, free of charge, as soon as reasonably practicable after these reports are filed with the SEC. Our Code of Business Conduct and Ethics, Code of Ethics Applicable to Senior Executives, Audit Committee Charter, Corporate Governance Guidelines, Nominating and Corporate Governance Committee Charter, Compensation Committee Charter, and Insider Trading Policy, as amended, are also available at our website address mentioned above. If we make any amendments to our Code of Business Conduct and Ethics or Code of Ethics Applicable to Senior Executives or grant any waiver, including any implicit waiver, from a provision of either code applicable to our Chief Executive Officer, Chief Financial Officer or principal accounting officer requiring disclosure under applicable SEC rules, we intend to disclose the nature of such amendment or waiveris www.ormat.com. Information contained on our website. The content of our website however, is not part of this Report. Information that we furnish or file with the SEC, including our annual report.reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to, or exhibits included in, these reports are available for download, free of charge, through our website. Our SEC filings, including exhibits filed therewith, are also available directly on the SEC’s website at www.sec.gov.

 

You may request a copy of our SEC filings as well as the foregoing corporate documents, at no cost to you, by writing to the Company address appearing inon the cover page of this annual report or by calling us at (775) 356-9029.

 

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8


PART I

ITEM 1. BUSINESS

Overview

We are a leading vertically integrated company that is primarily engaged in the geothermal and recovered energy power businesses. We leveraged our core capabilities and global presence to expand our activity into different energy storage services and solar photovoltaic (PV) (including hybrid geothermal and solar PV as well as energy storage plus Solar PV). Our objective is to become a leading global provider of renewable energy and we have adopted a strategic plan to focus on several key initiatives to expand our business.

We currently conduct our business activities in three business segments:

Electricity Segment. In the Electricity segment, which contributed 76.8% of our total revenues in 2020, we develop, build, own and operate geothermal, solar PV and recovered energy-based power plants in the United States and geothermal power plants in other countries around the world and sell the electricity they generate. In 2020, we derived 63.1% of our Electricity segment revenues from our operations in the U.S. and 36.9% from the rest of the world.

Product Segment. In the Product segment, which contributed 21.0% of our total revenues in 2020, we design, manufacture and sell equipment for geothermal and recovered energy-based electricity generation and remote power units and provide services relating to the engineering, procurement and construction of geothermal and recovered energy-based power plants. In 2020, we derived 3.9% of our Product segment revenues from our operations in the United States and 96.1% from the rest of the world.

Energy Storage Segment. In the Energy Storage segment, which contributed 2.2% of our total revenues in 2020, we mainly provide energy storage, related services as well as services relating to the engineering, procurement, construction, operation and maintenance of energy storage units. In 2020, we derived all of our Energy Storage segment revenues from our operations in the United States.

The charts below show the relative contributions of each of our segments to our consolidated revenues and the geographical breakdown of our segment revenues for the fiscal year ended December 31, 2020.

The following chart sets forth a breakdown of our revenues for each of the years ended December 31, 2019 and 2020:

updatedgraph.jpg

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The following chart sets forth the geographical breakdown of revenues attributable to our Electricity, Product and Energy Storage segments for each of the years ended December 31, 2019 and 2020:

ora20201231_10kimg003.gif

updgraph2.jpg

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Technology and products we use in our operations include geothermal, recovered energy, solar PV and energy storage.

Our owned geothermal power plants include both power plants that we have built and power plants that we have acquired. The substantial majority of the power plants that we currently own or operate produce electricity from geothermal energy sources. Geothermal energy is a clean, renewable and generally sustainable form of energy derived from the natural heat of the earth. Unlike electricity produced by burning fossil fuels, electricity produced from geothermal energy sources is produced without emissions of certain pollutants such as nitrogen oxide, and with far lower emissions of other pollutants such as carbon dioxide. As a result, electricity produced from geothermal energy sources contributes significantly less to global warming and local and regional incidences of acid rain than energy produced by burning fossil fuels. In addition, compared to power plants that utilize other renewable energy sources, such as wind or solar, geothermal power plants are generally available all year-long and all day-long and can therefore provide base-load electricity services. Geothermal power plants can also be custom built to provide a range of electricity services such as baseload, voltage regulation, reserve and flexible capacity. Geothermal energy is also an attractive alternative to other sources of energy and can support  a diversification strategy to avoid dependence on any one energy source or politically sensitive supply sources. We own and operate a geothermal and solar PV hybrid project and have similar projects currently  under construction, in which the electricity generated from a solar PV power plant is used to offset the equipment’s energy use at the geothermal facility, thus increasing the renewable energy delivered by the project to the grid.

In addition to our geothermal energy business, we manufacture and sell products that produce electricity from recovered energy or so-called “waste heat”. We also construct, own, and operate recovered energy-based power plants. We have built all of the recovered energy-based plants that we operate. Recovered energy comes from residual heat that is generated as a by-product of gas turbine-driven compressor stations, solar thermal units and a variety of industrial processes, such as cement manufacturing. Such residual heat, which would otherwise be wasted, may be captured in the recovery process and used by recovered energy power plants to generate electricity without burning additional fuel and without additional emissions.

In our Energy Storage segment, we commissioned three energy storage facilities with a total of 42 MW in New Jersey and Vermont, a 10 MW facility in Texas and acquired a 20 MW facility in California. We plan to accelerate long-term growth in the Energy Storage segment market to  establish a leading position in the U.S..

 

Our Power Generation Business (Electricity Segment)

 

Each of our current geothermal power plants sells substantially all of its output pursuant to long-term, fixed price PPAs to various counterparties denominated in or linked to the US dollar or Euro. These contracts had a total weighted average remaining term, based on contributions to segment revenue, of approximately 16 years at December 31, 2020. In addition, the counterparties to our PPAs in the United States had a credit rating of between Aa3 to Baa2 by Moody's and  BB- to A by S&P. The purchasers of electricity from our foreign power plants are mainly state-owned entities in countries with below investment grade rating.

Power Plants in Operation

We own and operate 25 geothermal, REG and solar sites globally with an aggregate generating capacity of 932 MW. Geothermal comprises 94% of our generating capacity. In 2020, our geothermal and REG power plants generated at a capacity factor of 87% and 59%, respectively, which is much higher than typical capacity factors for wind and solar producers that are usually at 20% to 30%.

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The table below summarizes certain key non-financial information relating to our power plants and complexes as of March 1, 2018.February 24, 2021. The generating capacity of certain of our power plants and complexes listed below has been updated from our 20162019 disclosure to reflect changes in the resource temperature and other factors that impact resource capabilities:

 

Type

Region

Plant

Ownership(1)

Generating

capacity

(MW) (2)

Region 2016 Capacity Factor

Region

Plant

Ownership(1)

Generating

capacity

(MW) (2)

PPA Tenor

Capacity Factor

Geothermal

California

Ormesa Complex

100%

40

 

California

Ormesa Complex

100%

36

23

 

 

Heber Complex

100%

89

  

Heber Complex

100%

81

14

 
 

Mammoth Complex

100%

29

  

Mammoth Complex

100%

30

13

80%
 

Brawley

100%

13

  

Brawley

100%

13

12

 
   

77%

West Nevada

Steamboat Complex

100%

84(3)

18

82%

West Nevada

Steamboat Complex

100%

70

  

Brady Complex

100%

26

16

 
 

Brady Complex

100%

18

 

East Nevada

Tuscarora

100%

18

13

 

   

87%

 

Jersey Valley

100%

8

13

 

East Nevada

Tuscarora

100%

18

  

McGinness Hills

100%

145

19

93%
 

Jersey Valley

100%

10

  

Don A. Campbell

63.3%

32

16

 
 

McGinness Hills

100%

90

  

Tungsten Mountain(4)

100%

29

24

 
 

Don A. Campbell

63.3%

41

 

North West Region

Neal Hot Springs

60%

24(5)

19

 

 

Tungsten Mountain

100%

26(3)

  

Raft River

100%

12

13

90%
   

94%

 

San Emidio

100%

11

19

 

Hawaii

Puna

63.3%

38

 

Hawaii

Puna

63.3%

38

33

NA%(6)

   

97%

International

Amatitlan (Guatemala)

100%

20

9

88%(8)

International

Amatitlan (Guatemala)

100%

20

  

Zunil (Guatemala)

97%

20(7)

15

 
 

Zunil (Guatemala)

97%

23

  

Olkaria III Complex (Kenya)

100%

150

15

 
 

Olkaria III Complex (Kenya)

100%

139

  

Bouillante (Guadeloupe Island, France)

63.75%(9)

15

11

 
 

Bouillante (Guadeloupe Island)

60%(4)

15

  

Platanares (Honduras)

100%

38

13

 
 

Platanares (Honduras)

100%

35(5)

       
   

94%

     

Total Consolidated Geothermal

   

714

88%

   

831

 

87%(8,10)

   

Unconsolidated Geothermal

Indonesia

Sarulla (SIL & NIL 1)

12.75%

28

 
         

REG

 

OREG 1

63.3%

22

  

OREG 1

63.3%

22

12

 
 

OREG 2

63.3%

22

  

OREG 2

63.3%

22

15

 
 

OREG 3

63.3%

5.5

  

OREG 3

63.3%

5.5

10

 
 

OREG 4

100%

   3.5(6)

  

OREG 4

100%

3.5(11)

10

 

Total REG

   

53

84%

   

53

 

59%

         

solar

 

Tungsten Mountain

100%

7

24

 
      

Total solar

   

7

  
      

Unconsolidated Geothermal

Indonesia

Sarulla Complex

12.75%

42

28

 
      

Total Unconsolidated Geothermal

   

42

  
      

Total

   

795

    

932

  

 

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1.

We indirectly own and operate all of our power plants, although financial institutions hold equity interests in onethree of our subsidiaries,subsidiaries: (i) Opal Geo subsidiaries, which ownsown the McGinness Hills Phases 1 and 2 geothermal power plant complex,plants, the Tuscarora and Jersey Valley power plants and the second phase of the Don A. Campbell power plant, all located in Nevada; (ii) ORNI 41, which owns the McGinness Hills Phase 3 located in Nevada; and (iii) ORNI 43, which owns the Tungsten Mountain geothermal power plant located in Nevada. In the table above, we list these power plants as being 100% owned because all of the generating capacity is owned by Opal Geothese subsidiaries and we control the operation of the power plants. The nature of the equity interests held by the financial institution is described below in Item 78“Management’s Discussion“Financial Statements and Analysis of Financial Condition and Results of Operations”Supplementary Data” under the headings “Opal Geo Transaction”.Note 13.

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Table of Contents

 

Notwithstanding our approximately63.75% equity interest in the Bouillante power plant, 60% equity interest in the BouillanteNeal Hot Spring power plant and 63.25% direct equity interest in the Puna plant, the first phase of Don A. Campbell, OREG 1, OREG 2 and OREG 3 power plants as well as the indirect interest in the second phase of the Don A. Campbell power plantcomplex owned by our subsidiary, ORPD, LLC (“ORPD”), we list 100% of the generating capacity of the Bouillante power plant, the Neal Hot Springs power plant and the power plants in the ORPD portfolio in the table above because we control their operation.operations. We list our 12.75% share of the generating capacity of the Sarulla power plantcomplex as we own a 12.75% minority interest. The revenuesRevenues from the Sarulla projectcomplex are not consolidated and are presented under “Equity in earnings (losses) of investees, net” in our financial statements.statements.

 

 

2.

References to generating capacity generally refer to the gross generating capacity less auxiliary power in the case of all of our existing power plants, except the Zunil power plant.power. We determine the generating capacity figures inof these power plants by taking into account the resource and power plant capabilities. In any given year, the caseactual power generation of a particular power plant may differ from that power plant’s generating capacity due to variations in ambient temperature, the availability of the Zunil power plant, revenues are calculated based on a 24 MW capacity unrelated to the actualgeothermal resource, and operational issues affecting performance of the reservoir. This column represents our net ownership of such generating capacity.during that year.

 

In any given year, the actual power generation of a particular power plant may differ from that power plant’s generating capacity due to variations in ambient temperature, the availability of the resource, and operational issues affecting performance during that year.

 

3.

The 26 MW Tungsten Mountain power plant in NevadaSteamboat complex includes the Steamboat Hills enhancement that commenced commercial operation on December 1, 2017.in  June, 2020. 

 

 

4.

Tungsten Mountain is a hybrid geothermal and solar power plant that uses the solar energy for geothermal power plant auxiliary power. The solar power plant generates 7 MW and is presented separately in the table above.

5.

We own 60% and Enbridge owns 40% of the Neal Hot Springs power plant.

6.

The Puna geothermal power plant has been shut down since May 3, 2018 when the Kilauea volcano located in close proximity to it erupted following a significant increase in seismic activity in the area. In November 2020, Puna resumed operations and currently it is operating at a generating capacity of approximately 13MW . In addition, we signed an amended PPA to extend its duration and expand its contract capacity as described below in Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under the headings "Recent Development".

7.

In Zunil, power plant revenues used to be calculated based on 24 MW of generating capacity and was unrelated to the performance of the reservoir. In 2019 and onward, revenues are calculated based on the actual generation of the power plant, therefore the generating capacity was updated to reflect the current generating capacity.

8.

Capacity factor for Olkaria adds back the curtailed MWh. 

9.

We own 63.75%, and each of CDC owns 21.25% and Sageos own 20%,owns 15.0% of the Bouillante power plant. We and CDC hold our respective 60% and 20% equity interests in

10.The total availability of the Bouillantegeothermal power plants excludes the Puna power plant through GB.

that is not in operation, as discussed above. 

 

 

5.

11.

The 35 MW Platanares power plant in Honduras commenced commercial operation on September 26, 2017.

6.

The OREG 4 power plant is not operating at full capacity because ofdue to low run time of the compressor station that serves as the power plant’splant’s heat source. This resultshas resulted in lower power generation.

 

All of the revenues that we derive from the sale of electricity are pursuant to long-term PPAs. Approximately 45.8% of our total revenues in the year ended December 31, 2017 were derived from the sale of electricity by our power plants to power purchasers that currently have investment grade credit ratings. The purchasers of electricity from our foreign power plants are either state-owned or private entities.

New Power Plants

 

We are currently in various stages of construction of new power plants and expansion of existing power plants. Our construction and expansion planplans include 7292 MW in generating capacity from geothermal and solar PV power plants in the U.S., Kenya and Indonesia that are fully released for construction.United States. In addition, we have several geothermal and solar PV projects in the U.S.,United States, Indonesia, Guatemala and Guadeloupe Kenya and Honduras that are either under initial stages of construction or under different stages of development with an aggregate capacity of between 11598 MW and 120108 MW.

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We have substantial land positions across 3231 prospects in the U.S.,United States and 10 prospects in Ethiopia, Guatemala, Guadeloupe, Kenya,Honduras, Indonesia and New Zealand Honduras and Ethiopia that we expect will support future geothermal development and on which we have started or plan to start exploration activity. These land positions are comprised of various leases, exploration concessions for geothermal resources and an option to enter into geothermal leases.

In addition, we are currently developing three storage systems, one behind-the-meter system and two in-front-of-the-meter (IFM)systems in New Jersey.

New activity

On March 15, 2017, we completed the acquisition of our Viridity business as described above.

Our Viridity business currently manages curtailable customer loads of over 875 MW across 3,000 sites under contracts with leading U.S. retail energy providers and directly with large C&I customers, including management of a portfolio of non-utility storage assets located in the northeastern U.S. with over 80,000 operational market hours. We serve our distributed customers through a network operations center (NOC), which is operated 24/7 using our VPowerMarketsTM software platform and a SCADA platform. VPowerTM services are provided to customers using a SaaS model under which we receive license fees and/or a portion of the revenue and savings that are achieved for our Viridity customers.

 

We expect that the eco system we created, combining our Viridity capabilitiesadding between 250 MW to 270 MW of Geothermal and our overall capabilities, including among others, our global presence, experience in technology and system integration, EPC of power generation projects, flexible business models, and our reputation and experience in the geothermal and recovered energy sectors, will enable us to expand in the growing energy storage sector.

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Table of Contents

In connection with the acquisition of our Viridity business, we assumed certain contractual duties and obligations that are regulatedSolar PV by the Federal Energy Regulatory Commission (FERC) and certain independent system operators (ISOs) and regional transmission organizations (RTOs).  Specifically, our Viridity business obtained and maintains authorization from FERC to make wholesale salesend of power, capacity, and ancillary services at market-based rates, and we have confirmed membership status with eligibility to serve designated contractual functions within each of the following ISOs and RTOs: PJM Interconnection LLC (PJM), New York Independent System Operator, Inc. (NYISO), and the Electric Reliability Council of Texas (ERCOT).  Additionally, during the fourth quarter of 2017, we received formal notice of membership in Midcontinent Independent System Operator (MISO) and ISO New England Inc. and have filed for membership in Independent Electricity System Operator (IESO – Ontario Canada).  In the future, we may need to obtain and maintain similar membership and eligibility status with other ISO and RTO markets in which our Viridity business will operate.2023.

 

Our Product Business (Product Segment)

We design, manufacture and sell products for electricity generation and provide the related services described below. In addition, we recently started to provide cementing services for well drilling to third parties. We primarily manufacture products to fill customer orders, but in some situations, we may manufacture products as inventory for future internalprojects that we will own and externalfor future third party projects.

 

Power Units for Geothermal Power Plants.

We design, manufacture and sell power units for geothermal electricity generation, which we refer to as OECs. In geothermal power plants using OECs, geothermal fluid (either hot water, (alsoalso called brine)brine, or steam or both) is extracted from the underground reservoir and flows from the wellhead to a vaporizer that also heats a secondary working fluid, which is vaporized and used to drive the turbine. The secondary fluid is then condensed in a condenser, which may be cooled directly by air through an air cooling system or by water from a cooling tower and sent back to the vaporizer. The cooled geothermal fluid is then reinjected back into the reservoir. Our customers include contractors, and geothermal power plant developers, owners and operators.

 

Power Units for Recovered Energy-Based Power Generation.

We design, manufacture and sell power units used to generate electricity from recovered energy, or so-called “waste heat”. This heat is generated as a residual by-product of gas turbine-driven compressor stations, solar thermal units and a variety of industrial processes, such as cement manufacturing, and is not otherwise used for any purpose. Our existing and target customers include interstate natural gas pipeline owners and operators, gas processing plant owners and operators, cement plant owners and operators, and other companies engaged in other energy-intensive industrial processes.

 

EPC of Power Plants.Plants

We serve as an EPC contractor for geothermal and recovered energy power plants on a turnkey basis, using power units we design and manufacture. Our customers are geothermal power plant owners as well as our target customers for the sale of our recovered energy-based power units as described above. Unlike many other companies that provide EPC services, we believe we have anthat our competitive advantage is in that we are using equipment that we manufacture and thus haveallowing us better quality and better control over the timing and delivery of required equipment and its related costs.

 

Remote Power Units and Other Generators.

We design, manufacture and sell fossil fuel powered turbo-generators with capacities ranging from 200 watts to 5,000 watts, which operate unattended in extreme hot or cold climate conditions. Our customers include contractors who install gas pipelines in remote areas and off-shore platformsoffshore platform operators and contractors. In addition, we design, manufacture, and sell generators, including heavy duty direct-current generators, for various other uses.

Our Energy Storage Segment

Our energy storage segment has grown consistently in 2019 and 2020 and we expect continuous and even stronger growth over the coming years, while we target the sector as one of our major segments for further investment and growth.

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In 2020, we successfully brought on line one new Ormat-owned BESS project, the 10 MW/10 MWh Rabbit Hill project in Georgetown, Texas.  We also acquired the operating 20 MW / 80 MWh Pomona BESS project in southern California, that has been in commercial operation since December 2016 under a 10-year resource adequacy agreement with Southern California Edison. These activities brought our total operating portfolio at the end of 2020 to approximately 73 MW / 136 MWh within the footprint of 4 RTOs or ISOs: CAISO, PJM Interconnect, ERCOT and ISONE.

We are currently in the final commissioning stage of our 10 MW / 40 MWh Vallecito project in southern California, for which we secured a 20-year resource adequacy agreement with Southern California Edison. We are also in the process of slowing down these activities.constructing a 5 MW / 20 MWh Tierra Buena project in northern California, which we expect to reach commercial operation by the end of 2021 and our Andover 20 MW project in NJ, which we expect to reach commercial operation in the first quarter of 2022 and Howel 7 MW project in NJ, which we expect to reach commercial operation in the second quarter of 2022. We acquired rights in a project under development, in Upton County, Texas, and plan to start the construction of a 25 MW / 25 MWh BESS project there before the end of 2021. 

 

HistoryWe have a approximately 1.2 GW pipeline of additional potential projects, in different stages of development across the United States that we believe we will be able to commission between 200 MW and 300 MW by 2023. The development of such projects is dependent, inter alia, on site permitting, interconnection agreement and economic viability, which are not certain. We plan to continue leveraging our experience in project development and finance, as well as our engineering, procurement and construction know-how and our relationships with utilities and other market participants, to develop additional BESS projects.

 

Ormat Technologies, Inc. was formed as a Delaware corporation in 1994 by our former parent company Ormat Industries. Ormat Industries was one of the first companies to focus on the development of equipment for the production of clean, renewable and generally sustainable forms of energy. On February 12, 2015, we successfully completed the acquisition of Ormat Industries in an all-stock merger, eliminating its majority ownership and control of Ormat Technologies.Business Strategy

 

Our strategy is focused on further developing a geographically balanced portfolio of geothermal, energy storage, solar (PV) and recovered energy assets and continuing our leading position in the geothermal energy market with the objective of becoming a leading global provider of renewable energy. Our strategy focuses on three main elements:

our core geothermal business in the United States as well as globally;

establishing a strong market position in the energy storage market; and

exploring opportunities in new areas by looking for synergistic growth opportunities utilizing our core competence, market reputation as a successful company and new market opportunities focused upon environmental solutions.

We intend to implement this strategy through:  

Development and Construction of New Geothermal Power Plants — continuously seeking out commercially exploitable geothermal resources, to accelerate the development  and construction of new geothermal power plants by either entering into long-term PPAs providing stable cash flows or selling in the "merchant" market in jurisdictions where the regulatory, tax and business environments encourage or provide incentives for such development; 

Expanding our Geographical Reach increasing our business development activities in an effort to grow our business in the global markets in all business segments. While we continue to evaluate global opportunities, we currently see the U.S., Indonesia, Central America and Ethiopia as attractive markets for our Electricity segment and New Zealand, Philippines, Turkey, Chile, Indonesia and China as attractive markets for our Product segment.  We are actively looking at ways to expand our presence in those countries;

Accelerating the Development and Construction of New Energy Storage Assets - increasing our business development activities seeking potential sites for development and construction of energy storage facilities (including hybrid storage and solar PV facilities) in an effort to significantly grow our energy storage market; 

Acquisition of New Geothermal Assets — expanding and accelerating growth through acquisition activities globally, aiming to acquire additional geothermal assets with long term PPAs or without a PPA as well as operating and development assets that can support our geothermal business;

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Acquisition of Energy Storage Projects and Assets – expanding and accelerating growth through acquisition activities of operating assets, shovel ready projects and projects in various stages of development ;

Using Our Operational Capabilities to Increase Output from our Existing Geothermal Power Plants increasing output from our existing geothermal power plants by adding additional generating capacity, upgrading plant technology, and improving geothermal reservoir operations, including improving methods of heat source supply and delivery;

Creating Cost Savings through Increased Operating Efficiency — increasing efficiencies in our operating power plants and manufacturing facility including procurement by adding new technologies, restructuring of management control, automating part of our manufacturing work and centralizing our operating power plants;

Diversifying our Customer Base evaluating a number of strategies for expanding our customer base to the CCA and C&I markets.  In the near term, however, we expect that the substantial majority of our revenues will continue to be generated from our traditional electrical utility customer base for the Electricity segment;

Maintaining a Prudent and Flexible Capital Structure — we have various financing structures in place, including non-recourse project financings, the sale of differential membership interests and equity interests in certain subsidiaries, as well as revolving credit facilities and term loans. We believe our cash flow profile, the long-term nature of our contracts, and our ability to raise capital provide greater flexibility for optimizing our capital structure;

Improving our Technological Capabilities investing in research and development of renewable energy technologies and leveraging our technological expertise to continuously improve power plant components, reduce operations and maintenance costs, develop competitive and environmentally friendly products for electricity generation and target new service opportunities. In addition, we are expanding our core geothermal competencies to provide high efficiency solutions for high enthalpy applications by utilizing our binary enhanced cycle and technology;

Manufacturing and Providing Products and EPC Services Related to Renewable Energy designing, manufacturing and contracting power plants for our own use and selling to third parties power units and other generation equipment for geothermal and recovered energy-based electricity generation;

Expanding into New Technologies - leveraging our technological capabilities over a variety of renewable energy platforms, including solar power generation and energy storage. We may acquire companies with integration and technological capabilities that we do not currently have, or develop new technology ourselves, where we can effectively leverage our expertise to implement this part of our strategic plan.

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The map below shows our worldwide portfolio of operating geothermal, solar PV and recovered energy power plants as of February 25, 2021.

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* In the Sarulla complex, we include our 12.75% share only.

The map below shows our portfolio of operating storage facilities as of February 25, 2021. 

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Industry Background

 

Geothermal Energy

 

Most of our power plants in operation produce electricity from geothermal energy. There are several different sources or methods of obtaining geothermal energy, which are described below.

 

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Hydrothermal geothermal-electricity generation — Hydrothermal geothermal energy is derived from naturally occurring hydrothermal reservoirs that are formed when water comes sufficiently close to hot rock to heat the water to temperatures of 300 degrees Fahrenheit or more. The heated water then ascends toward the surface of the earth where, if geological conditions are suitable for its commercial extraction, it can be extracted by drilling geothermal wells. Geothermal production wells are normally located within several miles of the power plant, as it is not economically viable to transport geothermal fluids over longer distances due to heat and pressure loss. The geothermal reservoir is a renewable source of energy if: (i) natural ground water sources and reinjection of extracted geothermal fluids are adequate over the long-term to replenish the geothermal reservoir following the withdrawal of geothermal fluids and (ii) the well field is properly operated. Geothermal energy power plants typically have higher capital costs (primarily as a resultbecause of the costs attributable to well field development) but tend to have significantly lower variable operating costs (principally consisting of maintenance expenditures) than fossil fuel-fired power plants that require ongoing fuel expenses.

 

EGSAn EGS is a subsurface system that may be artificially created to extract heat from hot rock where the permeability and aquifers required for a hydrothermal system are insufficient or non-existent. A geothermal power plant that uses EGS techniques recovers the thermal energy from the subsurface rocks by creating or accessing a system of open fractures in the rock through which water can be injected, heated through contact with the hot rock, returned to the surface in production wells and transferred to a power unit.

 

Co-produced geothermal from oil and gas fields, geo-pressurizedresources Another source of geothermal energy is hot water produced as a by-product of oil and gas extraction. When oil and gas wells are deep, the extracted fluids are often at high temperatures and if the water volume associated with the extracted fluids is significant, the hot water can be used for power generation in equipment similar to a geothermal power plant.

 

Geothermal Power Plant Technologies

 

Geothermal power plants generally employ either binary systems or conventional flash design systems, as briefly described below. In our geothermal power plants, we also employ our proprietary technology of combined geothermal cycle systems.

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Binary System

 

In a geothermal power plant using a binary system, geothermal fluid (either hot water (also called brine) or steam or both) is extracted from the underground reservoir and flows from the wellhead through a gathering system of insulated steel pipelines to a vaporizer that also heats a secondary working fluid. This is typically an organic fluid, such as pentane or butane, which is vaporized and is used to drive the turbine. The organic fluid is then condensed in a condenser, which may be cooled directly by air or by water from a cooling tower and sent back to the vaporizer through a pump. The cooled geothermal fluid is then reinjected back into the reservoir. The operation of our air-cooled binary geothermal power plant is depicted in the diagram below.

  

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Flash Design System

 

In a geothermal power plant using flash design, geothermal fluid is extracted from the underground reservoir and flows from the wellhead through a gathering system of insulated steel pipelines to flash tanks and/or separators. There, the steam is separated from the brine and is sent to a demister, where any remaining water droplets are removed. This produces a stream of dry saturated steam, which drives a steam turbine generator to produce electricity. In some cases, the brine at the outlet of the separator is flashed a second time (dual flash), providing additional steam at lower pressure used in the low pressurelow-pressure section of the steam turbine to produce additional electricity. Steam exhausted from the steam turbine is condensed in a surface or direct contact condenser cooled by cold water from a cooling tower. The non-condensable gases (such as carbon dioxide) are removed by means of a vacuum system in order to maintain the performance of the steam condenser. The resulting condensate is used to provide make-up water for the cooling tower. The hot brine remaining after separation of steam is injected (either directly or after passing through a binary plant to produce additional power from the residual heat remaining in the brine) back into the geothermal resource through a series of injection wells. The flash technology is depicted in the diagram below.

 

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In some instances, the wells directly produce dry steam and the steam is fed directly to the steam turbine with the rest of the system similar to the flash technology described above.

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Our Proprietary Technology

 

Our proprietary technology may be used either in power plants operating according to the Organic Rankine CycleORC alone or in combination with various other commonly used thermodynamic technologies that convert heat to mechanical power, such as gas and steam turbines. It can be used with a variety of thermal energy sources, such as geothermal, recovered energy, biomass, solar energy and fossil fuels. Specifically, our technology involves original designs of turbines, pumps, and heat exchangers, as well as formulation of organic motive fluids (all of which are non-ozone-depleting substances). UsingBy using advanced computational fluid dynamics techniques and other computer aided design software as well as our test facilities, we continuously seek to improve power plant components, reduce operations and maintenance costs, and increase the range of our equipment and applications. We are always examining ways to increase the output of our plants by utilizing evaporative cooling, cold reinjection, configuration optimization, and topping turbines. In the geothermal as well as the recovered energy (waste heat) areas, we are examining two-level and three-level energy systems and other thermodynamic cycle alternations along with new motive fluids.

 

We also developed, patented and constructed GCCU power plants in which the steam first produces power in a backpressure steam turbine and is subsequently condensed in a vaporizer of a binary plant, which produces additional power. Our Geothermal Combined Cycle technology is depicted in the diagram below.

 

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In the conversion of geothermal energy into electricity, our technology has a number of advantages over conventional geothermal steam turbine plants. A conventional geothermal steam turbine plant consumes significant quantities of water, causing depletion of the aquifer and requiring cooling water treatment with chemicals and thusconsequently a need for the disposal of such chemicals. A conventional geothermal steam turbine plant also creates a significant visual impact in the form of an emitted plume from the cooling towers, especially during cold weather. By contrast, our binary and combined cycle geothermal power plants have a low profile with minimal visual impact and do not emit a plume when they use air-cooled condensers. Our binary and combined cycle geothermal power plants reinject all of the geothermal fluids utilized in the respective processes into the geothermal reservoir. Consequently, such processes generally have no emissions.

 

Other advantages of our technology include simplicity of operation and maintenance and higher yearly availability. For instance, the OEC employs a low speed and high efficiency organic vapor turbine directly coupled to the generator, eliminating the need for reduction gear. In addition, with our binary design, there is no contact between the turbine blade and geothermal fluids, which can often be very corrosiveerosive and erosive.corrosive. Instead, the geothermal fluids pass through a heat exchanger, which is less susceptible to erosion and can adapt much better to corrosive fluids. In addition, with the organic vapor condensed above atmospheric pressure, no vacuum system is required.

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We use the same elements of our technology in our recovered energy products. The heat source may be exhaust gases from a Brayton cycle gas turbine, low-pressure steam, or medium temperature liquid found in the process industries such as oil refining and cement manufacturing. In most cases, we attach an additional heat exchanger in which we circulate thermal oil or water to transfer the heat into the OEC’s own vaporizer in order to provide greater operational flexibility and control. Once this stage of each recovery is completed, the rest of the operation is identical to that of the OECs used in our geothermal power plants and enjoys the same advantages of using the Organic Rankine Cycle.ORC. In addition, our technology allows for better load following than conventional steam turbines, requires no water treatment (since it is air cooled and organic fluid motivated), and does not require the continuous presence of a licensed steam boiler operator on site.

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Table of Contents

 

Our REG technology is depicted in the diagram below.

 

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Patents

 

WeAs of February 24, 2021, we have 7762 issued U.S. patents that are in force (and have approximately 9and one pending U.S. patents pending).patent application. These patents and patent applications cover our products (mainly power units based on the Organic Rankine Cycle)ORC) and systems (mainly geothermal power plants and industrial waste heat recovery plants for electricity production). The products-relatedproduct-related patents cover components that include turbines, heat exchangers, air coolers, seals and controls as well as control of operation of geothermal production well pumps. The system-related patents cover not only particular components but also the overall energy conversion system from the “fuel supply” (e.g., geothermal fluid, waste heat, biomass or solar) to electricity production.

 

The system-related patents also cover subjects such as waste heat recovery related to gas pipeline compressors and industrial waste heat, solar power systems, disposal of non-condensable gases present in geothermal fluids, reinjection of other geothermal fluids ensuring geothermal resource sustainability, power plants for very high pressurehigh-pressure geothermal resources, two-phase fluids, low temperature geothermal brine as well as processes related to EGS. A number55 of our patents cover combined cycle geothermal power plants, in which the steam first produces power in a backpressure steam turbine and is subsequently condensed in a vaporizer of a binary plant, which produces additional power. The remaining terms of our issued patents range from one year to 16 years. The loss of any single patent would not have a material effect on our business or results of operations.

Research and Development

 

We are conductingconduct research and development activities intended to improve plant performance, reduce costs, and increase the breadth of our product offerings. The primary focus of our research and development efforts is targeting power plant conceptual thermodynamic cycle and major equipment including continued performance, cost and land usage improvements to our condensing equipment, and development of new higher efficiency and higher power output turbines. New realms for innovation include implementation of predictive maintenance software and automation of power plants performance analysis.

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Energy Storage Technology

 

Our Viridity business continues to develop newIn the energy storage segment, our engineering and R&D efforts include:

(a) developing optimization algorithms to optimize the lifedispatch strategy of a battery energy storage system (BESS), so as to optimize ourbetween potential market revenues and our customers’ economic returnexpected battery wear and to forecast the trends surrounding our customers’ electricity consumption and the electric grid including times of peak demands and the usage of ancillary services.tear;

 

We have also focused our development efforts on the engineering(b) running an R&D laboratory to assess different battery cell technologies and design of improvedtheir optimization with different energy storage systems. These development efforts include, among others, further development of the control hardware and software for energy storage systems to follow electric grid and market signals and to optimize their delivery of energy into the markets using our VPower™ software and SCADA platform to accelerate system optimization through cloud base algorithms.

We have developed, and continue to develop, system integration capabilities that match the appropriate system and system sizing with the appropriate battery chemistry, electrical and physical components to accommodate our needs or needs of the customers that will own such energy storage systems in light of the markets in which they willwe operate. We are searching for alternative chemistries, products and combinationstesting different batteries under simulated operating criteria of hybrid solutionsvarious energy markets. Various inverter technologies are also assessed to best address our energy storage product customers’ needs.identify deficiencies or synergies with the battery cells.

 

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Table

(c) developing self-integrated BESS, leveraging Ormat’s decades of Contents

experience in system integration so we can bring to market cost-effective BESS more rapidly and more optimized to the specific use cases and target revenue streams.

 

Additionally, we are continuing to evaluate investment opportunities in new companies with innovative technology and/or product offerings for renewable energy and energy storage solutions.

 

Market OpportunityOpportunities

 

Geothermal Market Opportunities

 

Renewable energy in general provides a sustainable alternative to the existing solutions to two major global issues: climate change and diminishing fossil fuel reserves. Renewable energy is sustainable, clean and decarbonizes the grid. These environmental benefits have led major countries to focus their efforts on the development of renewable energy sources in general and geothermal specifically.

Based on the IGA, as of  January 2021, geothermal power is generated in 29 countries with a total installed power generation capacity of 15,600 MW at the end of 2020. The leading countries are the U.S., Indonesia, the Philippines, Turkey, Mexico and New Zealand. The IGA estimates an additional 4,000 MW will be added by 2025.

Having realized the importance of renewable energy including geothermal alternatives, various governments have been preparing regulatory frameworks and policies, and providing incentives to develop the sector.

United States

 

Interest in geothermal energy in the U.S.United States remains strong for numerous reasons, including legislative support, RPS goals (as described below), coal, natural gas and nuclear base-loadpower plant retirements, and an increasing awareness of the positive value of geothermal characteristics aswhen compared to intermittent renewable technologies.

 

Today, electricity generation from geothermal resources is concentrated mainly in California, Nevada, Hawaii, Idaho, Oregon, and Utah, and we believe there are opportunities for developmentexpansion in other states such as New Mexico due to the potential of theirits geothermal resources.

In a report issued in March 2016, the GEA indicatedresources and recent legislation that the U.S. geothermal industry had about 3,700 MW of installed nameplate capacity and over 80 active projects with a cumulative capacity of over 1,250 MW of geothermal projects under various phases of consideration or development in 10 U.S. states.has increased its renewable energy goals to 100% by 2045 for investor-owned utilities.

 

Geothermal energy provides numerous benefits to the U.S. grid and economy, according to another GEA report issued in January 2017.economy. Geothermal development and operation bringsbring economic benefits in the form of taxes and long term high-paying jobs, and it currently has one of the lowest LCOE of all power sources in the United States, according to the U.S. Energy Information Administration's report published in February 2019. Additionally, improvements in geothermal production make it possible to provide ancillary and on-demand services. This helps load serving entities avoid additional costs from purchasing and then balancing intermittent resources with storage or new transmission.

 

At the end of 2020, the United States Congress passed one of its most significant energy legislation in over a decade as part of the omnibus spending and coronavirus relief package. The legislation includes a budget for the Geothermal Technology Office to support geothermal research and development, a one-year extension of the production tax credit, and specific language to improve permitting efforts for renewable projects on federal land.

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State level legislation

Many state governments have enacted an RPS program under which utilities are required to include renewable energy sources as part of their energy generation. Under an RPS, participating states have set targets for the production of their energy from renewable sources by specified dates. Renewable energy generation under RPS programs are tracked through the production of RECs. Load serving entities track the RECs to ensure they are meeting the mandate prescribed by the RPS.

 

In response to increasing demand for “green” energy, many states have adopted legislation requiring, and providing incentives for, electric utilities to sell electricity generated from renewable energy sources. InCurrently in the U.S., 37United States, 42 states plus the District of Colombia and four territories have enacted an RPS, renewable portfolio goals, or similar laws or incentives (such as clean energy standards or goals) requiring or encouraging utilitiesload serving entities in such states to generate or buy a certain percentage of their electricity from renewable energy or recovered heat sources.

According to the Database The vast majority of State Incentives for Renewables and Efficiency (DSIRE), 30 states (includingOrmat’s geothermal projects can be found in California, Nevada, and Hawaii where wewhich have beensome of the most activestringent RPS programs in our geothermal energy development and in which all of our operating U.S. geothermal power plants are located), two territories, and the District of Columbia define geothermal resources as “renewable”. In addition, according to the EPA, 25 states have enacted RPS, Clean Energy Standards, Energy Efficiency Resource Standards or Alternative Portfolio Standards program guidelines that include some form of combined heat and power and/or waste heat recovery.country.

 

We see the impact of RPS and climate legislation as the most significant driver for us to expand existing power plants and to build new renewable projects.

CaliforniaBelow are RPS targets in the states in which we are operating:

State

RPS Target

Year

Remarks

California

60

%

2030

RPS targets set for future years: 44% – 2024, 52% – 2027, and 60% – 2030. 100% zero carbon by 2045.

     

Nevada

50

%

2030

RPS target of 50% by 2030 and 100% zero carbon by 2050.
The state has a credit multiplier for photovoltaic and on peak energy savings.

     

Hawaii

100

%

2045

RPS targets set for future years: 30% by 2020, 40% by 2030, 70% by 2040 and 100% by 2045

     

Oregon

25

%

2025

Increased RPS of 50% by 2040 applies to IOUs who have a share of more than 3% of the state’s load; for utilities with a load-share of 1.5% – 3%, requirement is 10% in 2025, and for utilities with a load share of less than 1.5%, it is 5% in 2025

California’s RPS program now requires Load Serving Entities (LSEs), including investor-owned utilities (IOUs), electric service providers, community choice aggregators, and publicly owned utilitiesStates also provide incentives to increase their sharegeothermal energy producers. Nevada provides a property tax abatement of procurement from eligible renewable energy resources as a percentage of their total procurement. The RPS requires LSEs to procure 33 percent of their energy from renewable resources by 2020, ramping up to 50 percent in 2030, with interim targets of 40 percent by 202455% for real and 45 percent by 2027.tangible personal property used to generate electricity from geothermal sources. The expanded RPS target should benefit geothermal energy, which has the advantage of generating flexible base load power, helpingabatement may extend up to twenty years if certain job creation requirements are met. The California diversify its mix of renewable resources.

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In 2014, AB 2363 became effective, requiring the CPUCEnergy Commission provides favorable grants and loans to adopt, by December 31, 2015, a methodology for determining the costs of integrating eligible renewable energy resources. The process has experienced some delays, and currently, the CPUC is incorporatingpromote the development of this methodology into its Integrated Resource Planning process. While the CPUC has issued draft guidelines for integrated resource planning in late 2017, the renewable integration issues assessment remain unresolved. The CPUC has implemented a capacity assessment mechanism that tends to favor dispatchable resources, includingnew or existing geothermal giving them a higher overall capacity value than variable resources such as wind and solar.

Nevada

In 2016, Nevada’s RPS required that at least 20% of electricity sold to Nevada retail customers be from renewable energy resources and credits,technologies within the state. In Idaho, geothermal energy producers are exempt from property tax and, at least 6%in lieu, pay a tax of that amount be from solar resources. According to NV Energy’s Annual RPS Compliance Report, in 2016, both Nevada Power and Sierra Pacific Power exceeded 2016 RPS standard requirements, achieving a total3% of 22.2% and 26.6% respectively.

Hawaii

Hawaii established a renewable portfolio goal in 2001. Since 2001, the RPS targets were revised and expanded.  On June 2015, Hawaii became the only state with a legislative goal of 100% renewablegross energy by 2045 with the signing of HB 623. The new policy includes interim requirements of 15% by the end of 2015, 30% by the end of 2020, 40% by 2030, and 70% by 2040, ultimately reaching 100% renewable electricity by 2045.

In 2016, Hawaiian Electric Company and its subsidiaries exceeded the 2015 RPS requirement, achieving a consolidated RPS of 25.8% of retail electricity sales from eligible renewable energy resources.

Federal level legislation

On August 3, 2015, President Obama and the EPA announced the Clean Power Plan that sets standards for power plants and customized goals for states to cut carbon pollution. The goal of the proposed plan includes cutting carbon emissions from the power sector by 32% below 2005 levels nationwide by 2030. In February 2016, the Supreme Court of the U.S. granted a temporary stay halting implementation of the Clean Power Plan pending resolution of legal challenges to the proposed plan. The U.S. Court of Appeals for the District of Columbia Circuit heard oral arguments in the cases challenging the Clean Power Plan on September 27, 2016.

On March 28, 2017, President Donald Trump signed the Executive Order on Energy Independence (E.O. 13783), which in part calls for a review of the Clean Power Plan. On October 10, 2017, the EPA issued a Notice of Proposed Rulemaking (NPRM), proposing to repeal the Clean Power Plan. After reviewing the Clean Power Plan, the EPA has proposed to determine that the Obama-era regulation exceeds the agency’s statutory authority.

The federal government encourages production of electricity from geothermal resources or solar energy through certain tax subsidies. For a new geothermal power plant in the U.S. that started construction by December 31, 2017, we are permitted to claim an investment tax credit for 30 percent of the project cost in the year the project is put in service or production tax credits over time on the power produced. The production-based credits, which in 2017 were 2.4 cents per kWh, are adjusted annually for inflation and may be claimed for 10 years on the net electricity output sold to third parties after the project is first placed in service. Any project that started construction by December 2017 must ordinarily be put in service within four years after the end of the year in which construction started to qualify for tax credits at these rates.  For a new geothermal power plant in the U.S. that started construction after 2017, we are permitted to claim an investment tax credit of 10 percent of the project cost. 

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New solar projects that are under construction by December 2019 will qualify for a 30 percent investment tax credit. The credit will fall to 26 percent for projects starting construction in 2020 and 22 percent for projects starting construction in 2021. Projects that are under construction before these deadlines must be placed in service by December 31 2023 to qualify for investment tax credits at these rates. Solar projects placed in service after December 31, 2023 will only qualify for a 10 percent investment tax credit, on par with the permanent credit provided to geothermal. Under current tax rules, any unused tax credit has a one-year carry back and a twenty-year carry forward.

The tax credits are potentially exposed to claw back under a new base erosion and anti-abuse tax or "BEAT" that took effect on January 1, 2018.  See the discussion under Item 1A — “Risk Factors”.

New U.S. federal tax legislation, commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”), enacted at the end of December 2017 reduced the corporate income tax rate from 35 percent to 21 percent starting in 2018.  This is likely to reduce the amount of tax equity that can be raised to finance renewable energy projects but should increase after-tax earnings from operating projects after the initial period when the project is being depreciated. 

The Tax Act also allows the cost of new or used equipment purchased from third parties to be "expensed" or deducted immediately.  This change applies to equipment put in service after September 27, 2017.  However, it does not apply to equipment that we contracted to acquire on or before September 27.  This full expensing applies to equipment put in service through 2022.  After that, the percentage that can be expensed drops by 20 percent a year until it reaches zero in 2027.

There are other changes in the Tax Act that are potentially favorable to us, such as U.S. corporations will no longer be taxed on dividends from foreign corporations in which they own at least a 10 percent interest to the extent the dividends are paid out of future earnings earned outside the U.S., and income from cross-border sales of turbines and other "inventory" will be treated as earned in the country where the items were manufactured rather than earned partially or entirely in the country where the inventory is sold.  There are also other potentially unfavorable provisions, such as a new annual tax on global intangible low--taxed income, or "GILTI."  We have not yet made a full assessment of the impact of the Tax Act on our future earnings or operations. See Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for further discussion.earnings.

 

Global 

 

We believe the global markets continue to present growth and expansion opportunities in both established and emerging markets.

 

According to the GEA’s Geothermal Power: International Market Update, the global geothermal market was developing about 2.5 GW of planned capacity spread across 23 countries. Additionally, the GEA estimates that, based on current data, the global geothermal industry is expected to grow from 13.8 GW today to reach 23 GW by 2021.

The assessment conducted by the GEA is only an estimate that is based on projects and resource reporting by the geothermal industry. A developer’s ability to fully develop a geothermal resource is dependent upon its capabilities to identify the resource and conduct exploration, development and construction; therefore, this estimate may not be accurate. We refer to it only as a possible reference point, but we do not necessarily concur with this estimate.

Operations outside of the U.S.United States may be subject to and/or benefit from increasing efforts by governments and businesses around the world to fight climate change and move towards a low carbon, resilient and sustainable future. According to a 2017recent report fromby the International Renewable Energy Agency entitled RethinkingToward 100% Renewable Energy, to date, more than 170in 2019, a total of 61 countries have establishedhad set a 100% renewable energy targets, and nearly 150 have enacted policies to catalyze investmentstarget in renewable energy technologies.at least one end-use sector, up from 60 countries in 2018.

 

In December 2015, 197 countries signed anWe believe that several global initiatives will create business opportunities and support global growth of the renewable sector. One such initiative is the historic agreement atParis Agreement that was approved by the COP21 UN Climate ChangeTwenty-first Conference held in Paris. Forof the first time, all countries committed to setting nationally determined climate targets and reporting on their progress. The agreement’s aim is to keep global temperature rise this century well below 2 degrees Celsius and to drive efforts to limit the temperature increase even further to 1.5 degrees Celsius above pre-industrial levels. AccordingParties to the United Nations Framework Convention on Climate Change (UNFCCC), the submission of national targets in five-year cycles signals to investors and technology innovators that the world will demand clean power plants, energy efficient factories and buildings, and low-carbon transportation in the decades to come.

on December 12, 2015. The Paris Agreement, entered into force on November 4, 2016, thirty days afterfor the date on which at least 55first time, created a commitment by parties to the Convention accounting in total for at least an estimated 55% of the total global greenhouse gas emissions deposited their instruments of ratification, acceptance, approval or accessionthis agreement to setting nationally determined efforts with the Depositary. 127 Parties have ratified of 197 Partiesview to strengthening the global response to the Convention.

On June 1, 2017, President Donald J. Trump announced that the U.S. will withdraw from the Paris Climate Accordthreat of climate change and begin negotiations to either re-enter or negotiate an entirely new agreement with more favorable terms for the U.S.

In support of the Parisreporting on their progress. Following this agreement, the EIB hasand other multilateral institutions have committed to provide $100 billion of new financing for climate action projects over the next five years. The support of multilateral institutions such as EIB is expectedyears to be an important factor in assistingassist countries in reaching their targets undertargets. Although former President Donald J. Trump officially withdrew the United States from the Paris Climate ChangeAgreement in 2020, President Joe Biden signed an executive order to recommit the United States to the Paris Agreement. The Paris Agreement will enter into force for the United States on February 19, 2021.

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In Novemberaddition, in 2015, a group of 20 countries, including the US, UK,United States, United Kingdom, France, China and India, pledged to double their budgetrespective budgets for renewable energy technology over the next five years as part of a separate initiative called Mission Innovation. 

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clean energy innovation and increased investments by $4.9 billion annually.

 

Also, in November 2015, the Breakthrough Energy Coalition was launched by a group of 28 private investors with the objective of bringing companies with the potential to deliver affordable, reliable and carbon free power from the research lab to the market. In the same vein, in 2020, several global organizations joined the Rockefeller Foundation to form a coalition aimed at providing sustainable energy for one billion people by 2030. Joining this call to action include the African Development Bank, CDC Group plc (the UK’s development finance institution), European Investment Bank, International Energy Agency, IRENA, United Nations Development Programme (UNDP), U.S. International Development Finance Corporation and U.S. Agency for International Development (USAID). The coalition aims to unleash the full potential of distributed renewable and sustainable energy systems, including technologies such as mini-grids, grid-connected local generation and storage, renewable power solutions for industrial and commercial clusters, and stand-alone commercial appliances.

 

We believe that as a general matter these developments and governmental plans will create growth and expansion opportunities for us to acquire and develop geothermal power generation facilities internationally, as well as create additional opportunities for our Product segment.internationally.

 

Outside of the U.S.,United States, the majority of power generating capacity has historically been owned and controlled by governments. Since the early 1990s, however, many foreign governments have privatized their power generation industries through sales to third parties encouraging new capacity development and/or refurbishment of existing assets by independent power developers. These foreign governments have taken a variety of approaches to encourage the development of competitive power markets, including awarding long-term contracts for energy and capacity to independent power generators and creating competitive wholesale markets for selling and trading energy, capacity, and related products. Some foreign regions and countries have also adopted active government programs designed to encourage clean renewable energy power generation such as the following countries in which we operate, sell products and/or are conducting business development activities:

 

Europe

 

Europe has the fourth largest geothermal power capacity, the majority of which stems from Italy and Turkey. A significant part of our European operations is in Turkey. We are looking for opportunities to expand in Europe.

Turkey

Until recently,Turkey is was the fastest growing geothermal market worldwide with the theoretical potential for 31 GW of geothermal capacity and with a proven geothermal capacity of 4.5 GW, according to the Turkish Mineral Technical Exploration Agency. Due to the economic situation in Turkey, there has been a slowdown.

 

Since 2004, we have established strong business relationships in the Turkish market and provided our full range of solutions including our state-of-the-art binary systems, to 28over 40 geothermal power plants with a total capacity of nearly 515over 950 MW, of which 6one power plants areplant is currently under construction.

 

In Turkey, the 'National Renewable Energy Action Plan' proposes to increase the country'sThe incentive plan and regulation for renewable energy generation capacity to 61 GW by 2023, including 1.5 GWin Turkey was renewed at the beginning of electricity generation from geothermal resources. This planFebruary 2021 for another 5 years. The updated FIT is supported bylower than the European Bank for Reconstructionprevious one and Development. The plan aimsthe structure of the incentivized local manufactured items is not published yet, but will also change, to increase Turkish energy security by diversifying its energy supply, making greater uselocally made parts. The structure of domestic resources, protectingadjusting the environment by relying on clean, renewable and low carbon technologies and fostering energy market efficiency through private sector investment and integration.

The plan also seeksexchange rate of the USD to attract private investments in research and development and in geothermal exploitation for electricity production and to provide financial support to innovation and technology research in the field of renewable energy. Special emphasis and attention has been placed on using locally manufactured equipment in renewable energy based generating facilities, with a target set for the amount of major and critical equipment that is manufactured locally to be used in such facilities by the end of 2019.

To achieve its objective of having 30% of its power generated from renewable sources by 2023, TurkeyYTL has changed its renewable energy law first enacted in 2007. The law setsdramatically, both with applying the feed-in-tariff (FIT) for electricity generated from geothermal resources at $105 per MWh for ten years fromadjustment only once every three months, and by having an adjustment mechanism that takes into consideration changes not only on the COD of the relevant project and provides a further incentive of $13 per MWh forUSD / YTL rate, but also local manufacturing of turbine related parts for five years from the COD of the relevant project. This law, as amended, is effective until 2020. Renewable energy producers will also benefit from an 85% discount on transmission costs for 10 years and various priority rights over land usage. In order to benefit from the incentives under the renewable energy law, a renewable energy generation facility must hold a renewable energy resource certificate (the RER Certificate), which is issued by Turkey’s Energy Market Regulatory Authority. An RER certificate is valid for the term of the generation license of the relevant generation company. In addition, and to avoid rights and licenses manipulation, a pre-feasibility license must be issued and paid for upon request to hold a concession. These pre-licenses must be converted into full licenses for developed fields within three years of issuance, or they become voidindexes and the license rights may be re-assigned without fee reimbursement.

To addressEuro exchange. Turkey’s external debt and economic status also create big  burden on any project financing process. Until things improve, we estimate that the demand for local production, we established a local subsidiaryslowdown in Turkey, which has obtained all certifications required to be obtained by a local manufacturerdevelopment of parts and equipment in accordance with the Turkish legislation described above.new sites will continue.

 

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The potential for geothermal growth in Turkey is still high, specifically in center-south and east areas of the country. In addition, there is a growing interest in waste heat utilization to generate electricity.

Latin America

Several Latin American countries have renewable energy programs. In November 2013,programs and pursue the national governmentdevelopment of the geothermal market. We currently operate in some countries in Latin America and are looking for opportunities in others.

Guatemala

In Guatemala, where our Zunil and Amatitlan power plants are located, the government approved a law creating incentives for power generation from renewable energy sources. These incentives include, among other things, providing economic and fiscal incentives such as exemptions from taxes on the importation of relevant equipment and various tax exemptions for companies implementing renewable energy projects. Additionally,adopted the Energy Policy 2013-2027 identifies great untapped potential for renewable energy production in Guatemala, including 1,000 MW for geothermal. One of the main objectives of the Energy Policy is tothat secure, among other things, a supply of electricity at competitive prices by diversifying the energy mix with an 80% renewable energy share target for 2027.

Honduras

 

In Honduras,, where we recently completed the construction of the first geothermaloperate our Platanares power plant, under a BOT agreement. The nationalthe government of Honduras approved the Incentives Act (Decree No.70-2007), which provide incentives in the form of tax exemptions for equipment, materials and services related to power generation development based on renewable resources. At the same time, ENEE, the national integrated utility, will buy energy from such projects and offer to pay rates that are above the marginal cost approved by the CNE. Honduras also set a target to reach at least 80% renewable energy production by 2034.

Mexico is the world’s fourth largest producer of geothermal energy. Recent studies suggest an over 9 GW geothermal potential, of which only approximately 12% is already developed. In December 2013, the Mexican Congress passed a constitutional reform in an attempt to increase the participation of private investors in the generation and commercialization of electric energy. This reform affects the electricity market by opening the generation and commercialization of electricity to private companies, transforming Mexico’s Federal Electricity Commission to a for-profit public company, and redefining the functions and attributions of the Ministry of Energy. The secondary legislation that establishes the attributions of the public entities, procurement regulations, and a normative framework for state-owned energy companies was finalized in 2014.

In July 2015, Mexico launched round zero and assigned the projects to be developed by Mexico's state-owned utility CFE, with the remainder to be put out to tender to the private sector. Thirteen geothermal areas and five concessions were given by the Mexican Secretariat of Energy to CFE. The government expects to award private companies with concessions for 30 years and exploration permits for up to 150 km2 for three years. We are in various discussions with local companies to identify attractive geothermal resources and projects.

Caribbean

 

Many island nations in general and specifically the Caribbean nations, depend almost entirely on petroleum to meet their electricity needs. With an average electricity price of approximately $35 per kWh in 2014, the lack of diversified power generation leaves Caribbean nations vulnerable to commodity market volatility, while the lack of new development leaves them reliant on what are believed to be outdated and often unreliable power plants. The larger issue hindering large-scale renewable energy deployments, however, is scale. Caribbean nations have quite significant renewable energy potential, yet most have relatively small demand.  The majority of the Caribbean grids are relatively old, with the average diesel generator more than 20 years old. Furthermore, the power supply is relatively inefficient with high system losses.  Due to their sizes, each of the Caribbean countries is generally dominated by one local utility and simple market structures where electricity is regulated directly by local governments.  Other than in Guadeloupe, where the geothermal power plant that we recently acquired has been operating since 1985, there are no other operating geothermal projects in the Caribbean region. Recently, some deep well drilling exploration was performed on a few islands, but the results of this exploration are still pending. Although few, we believe there are geothermal opportunities for us in the Caribbean islands of St. Kitts, Nevis, St. Lucia, Dominica, and Montserrat.

 

OceaniaNew Zealand

 

In New Zealand,, where we have been actively providing geothermal power plant solutions since 1988, the government’s policies to fight climate change include an unconditionala net zero GHG emissions reduction target of between 10% and 20% below 1990 levels by 20202050 and a renewable electricity generation target of 90% of New Zealand’s total electricity generation by 2025.2035. We continue selling power plant equipmentplants and products to our New Zealand customers, and secured two projects in the last two years and intensified our cooperation with other potential customers for adding more geothermal power generation capacity within the coming years.

 

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Asia

Indonesia

 

South East Asia

Ormat holds In Indonesia, where we hold a 12.75% equity interest in the Sarulla project in Indonesia. The first 110 MW phase commenced commercial operation in March 2017, the second 110 MW phase commenced commercial operation in October 2017, and the third 110 MW phase iscomplex, we are currently under construction, with plans to commence commercial operationconducting exploration activity in the second quarterIjen geothermal power plan in East Java, in which we own a 49% equity interest and whose first phase we plan to commission by the end of 2018.

2023. TheIndonesian government intends to increase the share of renewable energy sources in the energy mix, aiming to meet a target of 23% of domestic energy demand by 2025. In the IPP sector, certain regulations for geothermal projects have been implemented, providing incentives such as investment tax credits, accelerated depreciation,2025, and pricing guidelines to allow for preferential power prices for generators.

The Indonesian government announced its intention to reduce the country’scountry’s carbon dioxide emissions by 26% by 2020 at2020. Under the 2009 United Nations Climate Change Conference in Copenhagen and during 2015 in Paris.

In January 2016, the President of Indonesia issued new presidential regulations (PR No. 4 2016) to accelerate the Indonesian 35 GW Power Generation Program. The regulations introduce a new government guarantee for the development of power projects, which would cover both projects developed by the state-owned utility company, PLN, and those projects developed by PLN in cooperation with IPPs or their subsidiaries. Additionally, a shorter period to obtain necessary permits for development was introduced as well as clarifications that geothermal projects can be developed in high-conservation forest areas (e.g. national parks).

The Indonesian government is planning to revise negative investment regulation. According to Presidential Decree No. 39/2014, the development of geothermal power plants with a capacity of less than 10 MW is closed to foreign ownership. Currently, foreign investors may own up to 95% of power plants with generating capacities greater than 10 MW. The revised regulations will allow foreign investors to own up to 100% of geothermal power plants, with generating capacities greater than 10 MW and up to 67% of geothermal power plants with generating capacities of less than 10 MW.

In late 2016, the Indonesian government attempted to bring the national electricity provision with lower cost and minimized subsidies. In February 2017, the MEMR issued two regulations: No. 10/2017, which regulates the key terms of PPAs and No. 12/2017, which regulates the utilization of renewable energy for the provision of electricity. However, in August 2017, MEMRcurrent local regulation, No. 10/2017 was amended by the regulation MEMR No 49/2017, and regulation MEMR No. 12/2017 was replaced by regulation MEMR No. 50/2017.

Under MEMR No. 50/2017, the tariff policy for geothermal PPAs is mainly determined based on the location of the relevant power plant. For geothermal projects located in Java, Sumatera, Bali and certain other regions that have a local electricity generation cost (the “Local BPP”) below or equal to the national average electricity generation cost (the “National BPP”), the tariff will be based on rates negotiated by the developer and PLN.

 

ForWe consider Indonesia an important geothermal projects located in regionsmarket, where potential for future development is significant along with a Local BPPan active geothermal industry that is higher thansupported by regulatory incentives and commitment from the National BPP, the ceiling tariff is set to the Local BPP.local government.

 

In addition to project development, we are also pursuing various supply opportunities in Indonesia, and in other countries in Southeast Asia, including several optimization projects.

 

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China

 

In China,, where we recently supplied our equipment to one of our clients’ geothermal projects, the National Energy Administration adoptedwill adopt the 1314th Renewable Energy Development Five Year Plan. The plan was adopted in December 2016 andPlan by March 2021 that establishes targets for renewable energy deployment until 2020.2025. Key objectives under the plan include, among others, to increase the share of non-fossil fuel energy in total primary energy consumption to 15% by 2020 and to 20% by 2030, and to increase installed renewable power capacity to 680 GW by 2020.2030.

 

Japan

The installed capacity of Japan places ninth in the world, the potential output of 23,470 MW is third in the world after the United States and Indonesia. In 2018, the Japanese government established as its goal a target of 22% to 24% renewable energy of the Japanese energy installed base by 2030. This outlook expects new geothermal plant installation in the range of 380 MW to 850 MW - 1,000 MW. State-owned resources agency JOGMEC will conduct test bores as part of the financially risky early phase of development on behalf of potential developers starting in the fiscal year from April 2020. Japan's Ministry of Economy, Trade and Industry (METI) determined 24 successful applicants for the full year 2019 Research Project for Developing Resources for Geothermal Power Generation managed by State-owned resources agency JOGMEC.

East Africa

 

In East Africa the geothermal potential along the Rift Valley is estimated at several thousand MW. The different countries along the Rift Valley are at different stages of development of their respective geothermal potentials.potential.

 

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Kenya

 

In Kenya,, there are already several geothermal power plants, including the only geothermal IPP in Africa, our 139150 MW Olkaria III complex. The Kenyan government has identified the country's untapped geothermal potential as the most suitable indigenous source of electricity, and it aspires to reach 5 GW of geothermal power generation by 2030. To attain this goal, GDC was formed to fast track the development of geothermal resources in Kenya. We have a 51% interest in a consortium that signed a PPA for a 35 MW geothermal power plant in the Menengai area.

 

The Kenyan government is aiming to reach 22.7GW10 GW of power generating capacity by 2033,2037, under the Least-Cost Power Development Plan 2013-332017-37 with a target of 42%62% of such capacity generated from renewable energy sources (including large hydro but excludingand solar). 

 

In December 2012, FITs for various technologies were reviewed and the process of negotiating PPAs in Kenya streamlined. Geothermal projects subject to this regime have priority grid access at the cost of the developer. Geothermal projects from 35 MW to 70 MW have a USD $0.088 per kWh (up to 500 MW) FIT.

In 2015, the Departmental Committee of Finance, Planning, and Trade amended the Income Tax Act in view of the 2015 Finance Bill. The amendments include maintaining the enhanced investment deduction of 150% under section 17B and extending the period of deduction of tax losses to over 10 years.Other Countries

 

The governments of Djibouti, Eritrea, Ethiopia, Eritrea, Tanzania, Uganda, Rwanda and Zambia are exploring ways to develop geothermal resources in their countries, mostly through the help of international development organizations such as the World Bank.

 

In Ethiopia, electrification targets for 2025 require additional investment in generation capacities. Such growth in demand was expected to be principally met with the new Geothermal Law Proclamation 981 became effectiveGERD. However, IPP’s are encouraged to participate directly in 2016,the renewable development in order to meet expected local growth. Moreover, the current government sees electricity export to neighboring countries as a strategic asset. The country recently completed an interconnection with Kenya and supporting regulations are under consideration.plans to further increase connections to Djibouti, Sudan, South Sudan, Rwanda, Burundi. These exports will improve foreign exchange reserves in Ethiopia . We hold rights for four geothermal concessions in Ethiopia. We are currently negotiating a power purchase agreement with the local government andEthiopia, for which we have startedcompleted initial exploration studies on the secured concessions.studies.

 

In January 2014, energy ministers and delegates from 19 countries committed to the creation of the Africa Clean Energy Corridor Initiative (Corridor), at a meeting in Abu Dhabi convened by the International Renewable Energy Agency. The Corridor will boost the deployment of renewable energy and aimaims to help meet Africa’s rising energy demand with clean, indigenous, cost-effective power from sources including hydro, geothermal, biomass, wind and solar.

Other opportunities

Recovered Energy Generation

In addition to our geothermal power generation activities, we are pursuing recovered energy-based power generation opportunities in North America and the rest of the world. We believe recovered energy-based power generation will ultimately benefit from the efforts to reduce GHG emissions. For example, in the U.S., FERC has expressed its position that one of the goals of new natural gas pipeline design should be to facilitate the efficient, low-cost transportation of fuel through the use of waste heat (recovered energy) from combustion turbines or reciprocating engines that drive station compressors to generate electricity for use at compressor stations or for commercial sale. FERC has, as a matter of policy, requested natural gas pipeline operators filing for a certificate of approval for new pipeline construction or expansion projects to examine “opportunities to enhance efficiencies for any energy consumption processes in the development and operation” of the new pipeline. We have built 22 power plants which generate electricity utilizing “waste heat” from gas turbine-driven compressor stations along interstate natural gas pipelines, from midstream gas processing facilities, and from processing industries in general.

Several states, and to a certain extent, the federal government, have recognized the environmental benefits of recovered energy-based power generation. For example, 18 states currently allow electric utilities to include recovered energy-based power generation in calculating such utilities' compliance with their mandatory or voluntary RPS and/or Energy Efficient Resources Standards. In addition, California modified the Self Generation Incentive Program to allow recovered energy-based power generation to qualify for a per watt incentive. 

 

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In Colorado, Xcel Energy, the largest utility in that state, now offers a $500 per kW incentive for recycled energy projects. This incentive is paid out over 10 years to developers and manufacturers who convert waste heat from stacks and process it into electricity. The tariff details the rates and a methodology for recycled energy projects that wish to take advantage of this incentive.

Recovery of waste heat is also considered “environmentally friendly” in the western Canadian provinces. On November 22, 2015, the Alberta Government released the Clean Leadership Plan that includes (a) phasing out of coal-fired electricity generation by 2030; (b) a commitment to generate 30 percent of Alberta’s electricity from renewable sources by 2030; (c) new financing for energy efficiency; and (d) an economy-wide price on carbon pollution. The plan also mandates that Alberta reduce methane emissions from oil and gas operations by 45% by 2025.  In 2016, the Canadian government ratified its commitments in the Paris Agreement, which features a commitment to reduce emissions by 30% from 2005 levels by 2030. The federal government has announced that Canadian provinces must have an emission reduction plan in place or be subject to a federal carbon tax in 2018. This comprehensive set of climate policies, once fully implemented, will encourage the development of renewable energy technologies, including waste heat recovery, in Alberta and other provinces. We believe that Europe and other markets worldwide may offer similar opportunities in recovered energy-based power generation.

In summary, the market for the recovery of waste heat converted into electricity exists either when already available electricity is expensive or where the regulatory environment facilitates construction and marketing of power generated from recovered waste heat. However, such projects tend to be smaller than 9 MW and we expect any growth to be relatively slow and geographically scattered.

 

New activities under our strategic planEnergy Storage

 

The traditional gridGlobally, there is undergoing a major disruption. Thecontinued declineincrease in Solar PV pricesthe use of renewable energy. In the United States and Europe, this increase is impacting renewable energy pricing and the growth in intermittent green energy is generating increasingplacing strains on the electric grid mainly in the U.Sas adding wind and Europe. The increasing amount of Solarsolar PV power being supplied to the grid can createcreates situations where a significant amount of power plant capacity must be available to ramp up and down to accommodate Solarwind and mostly solar PV daily output cycles and variations due to atmospheric conditions. TheFurthermore, the output from Solarwind and solar PV power plants can change significantly over short periods of time due to environmental conditions like cloud movement and fog burn off and that can cause instability on the electric grid.

As a result, energy management and specifically electricity storage is becoming a key component of the future grid. In parallel, we see movement of C&I and communities toward direct purchases of electricity and an increased focus on reliability of electricity supply.

Energy Storage

 

Energy storage systems utilize low cost, surplus, available electricity that enables utilities and grid operators to optimize the operation of the grid, andrun generators to run closer to full capacity for longer periods, of time and operate the grid more efficiently and effectively. With the increasing useAs penetration of wind and solar energy,resources increases, so does the need for services that energy storage servicessystems can provide to “balance the grid”, such as balancing services, local capacity, frequency regulation, rapid generation ramping, reactive power, black start and movement of energy from times of excess supply to times of high demand is becoming more important.demand. Common applications for energy storage systems include ancillary services, wind/solar smoothing, peaker replacement, and transmission and distribution deferral.

 

The globalAccording to Wood Mackenzie's (formerly GTM Research) Energy Storage Monitor for Q3 2020, approximately 3.3 GWh of new energy storage marketprojects were installed in the United States in 2020 and this number is still developing, with specific applications and geographies leading the overall market. After a record-breaking yearexpected to grow more than seven times to approximately 24.4 GWh in 2015, the energy battery storage industry is continuing to gain momentum globally. More than 1.6 GW of new deployments (approximately $2.0 billion) were announced worldwide in 2015. Various diversified battery storage technologies have been developed and deployed. According to GTM, total deployed MW in 2016 and 2017 represent continued growth of above 25% per year and forecasts for 2018 and beyond expect greater growth to be achieved as energy storage becomes cheaper and its technologies and markets more mature.    2025.

 

Much2020 saw  record growth in BESS deployment in the United States, despite the challenges presented by COVID-19, and significant growth in BESS deployment is expected to continue primarily for  grid-connected (also referred to as “in front of the BESS activity is focused on energy storagemeter”) applications, but also  for “behind the gridmeter” applications, where end-users, such as small municipal utilities, electric cooperative, educational and ancillary services. Behind the meter deployments are growing fast to enablehealth facilities, commercial and industrial customers, to increasebenefit from savings fromthrough demand charge reductions and create revenues through active market participation (demand response programs). Also, grids and utilitiesparticipation. Many power systems are also undergoing significant challenges and changes such as grid aging, grid congestion, coal retirement of aging generators, implementation of carbongreenhouse gas emission reduction rules and increasing penetration of variable renewable energy and intermittent energy penetration. BESS delivers many benefits to grids and end users (behind the customer meter, as well as to micro-grids). Real-time balancing services can reactively increase stability and reliability on the grid to offset renewables inherent flexibility, to store energy now to be used later and to promote business resiliency, power quality and physically distributed benefits for all segments of the grid or the end customer.

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According to Navigant research, BESS continues to be one of the fastest growing segments of the broader energy industry, set to reach an overall installed power capacity of 143.7 GW and a cumulative global market size of $162.3 billion in the next 10-year period. This represents a CAGR of approximately 30% over the 10-year period in both in-front-of-the meter grid connected and behind-the-meter C&I deployments.

According to a GTM report from December 2016, the U.S. behind-the-meter energy storage market today is small, with combined residential and non-residential deployments in 2015 accounting for only 15% of installed capacity in MW terms. By 2021, however, the behind-the-meter segment is expected to account for half of the annual U.S. market, driven by many factors including improved system economics, net-energy metering reform, changes to utility rate structures, increasing viability of demand-charge management for non-residential customers, and increased interest in reliability and resiliency. GTM is expecting total installations of more than 4 GW through 2021 in the U.S. These trends in the U.S. market are expected to be experienced in other leading global markets in Europe and Asia.resources.

 

We planown and operate several grid-connected BESS facilities, where revenues come from selling energy, capacity and/or ancillary services in merchant markets like PJM Interconnect, ISO New England, the ERCOT and the CAISO. We are pursuing the development of additional grid-connected BESS projects in multiple regions, with expected revenues coming from providing energy, capacity or ancillary services on a merchant basis,or through bilateral contracts with load serving entities, e.g. investor owned utilities, publicly owned utilities and community choice aggregators. We are also pursuing the development of storage plus Solar PV facilities. We put in place financial instruments, where appropriate, to use our Viridity platform and services to expand our market presence inhedge some of the energy storage market and further develop our VPower™ software platform to be utilized in optimizing and generating revenues from demand response including ownership and supply of BESS systems. We expect that the eco system we have created, combining our Viridity business’s capabilities with our global presence, experience in technology and system integration, EPC capabilities, flexible business models and reputation and experience in the geothermal and recovered energy sectors, will enable us to expand into this growing sector.merchant risk.

 

C&I and Community BESS

 

The C&I sector is shiftingelectricity industry continues to shift from a purely centralized topology where electricity flows only in one direction from centralized electricity generation systems to distributed resources supported by emerging models of direct PPAs with renewable power plants to consumers, into a more distributed architecture, that includes distributed energy resources and consumers selling excess electricity generated on-site deployments, and customized solutions for energy management. Participants into the grid. Many C&I sectorcompanies, campuses, and communities (e.g. electric cooperatives and small municipal utilities) are motivated to purchase renewable energy to meet sustainability goals and reduce costs and diversify their energy supply, to lock in long-term energy price stability and carbon footprint reductions, to achieve renewable energy targets and to demonstrate leadership, innovation, and competitive first mover advantages. We seecosts. While the C&I customers asindustry could be a natural expansion of our customer base, our current  focus is on the much larger and rapidly growing utility-scale front-of-the-meter applications, as well as on utility-scale behind the meter applications. The opportunity is mainly with municipal utilities and electric cooperatives, such as our Hinesburg project with Vermont Electric Cooperative, where one of the revenue streams our BESS generates comes from regulated utilitiesselling peak load contribution reduction services to medium and large C&I customers desiringthe local utility, which allows it to contract for renewable energy.reduce the demand charges paid to the local RTO/ISO.

 

The advances in electricity storage technology together with high period demand charges, demand response programs, concern over electricity supply reliability and more aggressive goals for renewable energy content than those of centralized electricity suppliers are all factors that have supported the growth of the C&I market. The need for technical customized solutions to meet these varied C&I needs fits well with our Viridity business and our experience in providing customized geothermal and REG solutions to various customers around the world.

Solar PV

 

The solar PV market for Solar PV power grew significantly in recent years,continues to grow, driven by a combination of favorable government policies and aconstant decline in equipment prices.prices and an increasing desire to replace conventional generation with renewable resources that are commonly supported by favorable regulatory policies.  We are monitoring market drivers with the potential to develop Solarsolar PV power plants in locations where we can offer competitively priced power generation. Our current focus currently is in installing Solaradding solar PV systems in some of our operating geothermal power plants to reduce internal consumption loads.loads, developing standalone solar PV projects in targeted regions where economics are favorable as well as developing combined solar PV and BESS projects. In 2019 we successfully placed in service a solar PV augmentation system at our Tungsten Mountain geothermal power plant in Churchill County, Nevada. We are planning to installalso constructing the first system20 MW(AC) Wister solar PV project in Tungsten Mountain. In addition,Imperial County, California, for which a power purchase agreement with San Diego Gas & Electric is in effect and we are looking for hybridcurrently targeting commercial operation in 2021. Additional potential projects that involve intermittent power (such as Solar PV)are undergoing feasibility analysis, and energy storage.

Competitive Strengths

Competitive Assets. We believe our assetssome are competitive for the following reasons:in earlier phases of development.

Contracted Generation. All of the electricity generated by our geothermal power plants is currently sold pursuant to long-term PPAs with an average remaining life of approximately 18 years.

Baseload Generation. All of our geothermal power plants supply all or a part of the baseload capacity of the electric system in their respective markets. This means they supply electric power on an around-the-clock basis. This provides us with a competitive advantage over other renewable energy sources, such as wind power, solar power or hydro-electric power (to the extent dependent on precipitation), which cannot provide baseload capacity because of their intermittent nature. It remains to be seen whether developments in the energy storage markets will erode this competitive advantage.

Ancillary Services. Geothermal power plants positively impact electrical grid stability and provide valuable ancillary services. Because of the baseload nature of their output, they have high transmission utilization efficiency, provide capacity, provide grid inertia and reduce the need for ancillary services such as voltage regulation, reserves and flexible capacity. Other intermittent renewables create integration costs, representing a significant value proposition for geothermal energy.  

 

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Competitive Pricing. Geothermal power plants, while site specific, are economically feasible in many locations, and the electricity they generate is generally price competitive under existing economic conditions and existing tax and regulatory regimes compared to electricity generated from fossil fuels or other renewable sources in many places around the world. Geothermal energy is recognized as one of the lower cost sources of energy from a LCOE perspective.

Ability to Finance Our Activities from Internally Generated Cash Flow. The cash flow generated by our portfolio of operating geothermal and REG power plants provides us with a robust and predictable base for certain exploration, development, and construction activities. We plan to evaluate various alternatives for financing the expansion of our business as we further develop and implement our new strategic plan.

Growing Legislative Demand for Environmentally-Friendly Renewable Resource Assets. Most of our currently operating power plants produce electricity from geothermal energy sources. The clean and sustainable characteristics of geothermal energy give us a competitive advantage over fossil fuel-based electricity generation as countries increasingly seek to balance environmental concerns with demands for reliable sources of electricity.

High Efficiency from Vertical Integration. Unlike our competitors in the geothermal industry, we are a fully integrated geothermal equipment, services, and power provider. We design, develop, and manufacture equipment that we use in our geothermal and REG power plants. Our intimate knowledge of the equipment that we use in our operations allows us to operate and maintain our power plants efficiently and to respond to operational issues in a timely and cost-efficient manner. Moreover, given the efficient communication among our subsidiaries that design and manufacture the products we use in our operations and our subsidiaries that own and operate our power plants, we are able to quickly and cost effectively identify and repair mechanical issues and to have technical assistance and replacement parts available to us as and when needed.

Exploration and Drilling Capabilities. We have in-house capabilities to explore and develop geothermal resources and have established a drilling operation that currently owns seven drilling rigs. We employ an experienced resource group that includes engineers, geologists, and drillers, which executes our exploration and drilling plans for projects that we develop.

Highly Experienced Management Team. We have a highly qualified senior management team with extensive experience in the geothermal power sector.

Technological Innovation. We have 77 U.S. patents in force (and have approximately 9 U.S. patents pending) relating to various processes and renewable resource technologies. All of our patents are internally developed. Our ability to draw upon internal resources from various disciplines related to the geothermal power sector, such as geological expertise relating to reservoir management, and equipment engineering relating to power units, allows us to be innovative in creating new technologies and technological solutions.

Limited Exposure to Fuel Price Risk. A geothermal power plant does not need to purchase fuel (such as coal, natural gas, or fuel oil) in order to generate electricity. Thus, once the geothermal reservoir has been identified and estimated to be sufficient for use in a geothermal power plant, the drilling of wells is complete, and the plant has a PPA, the plant is not exposed to fuel price or fuel delivery risk apart from the impact fuel prices may have on the price at which we sell power under PPAs that are based on the relevant power purchaser’s avoided costs.

Although we are confident in our competitive position in light of the strengths described above, we face various challenges in the course of our business operations, including as a result of the risks described in Item 1A — “Risk Factors” below, the trends and uncertainties discussed in “Trends and Uncertainties” under Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations” below, and the competition we face in our different business segments described under “Competition” below.

 

Other Opportunities Business Strategy

 

Our strategy isRecovered Energy Generation

In addition to continue buildingour geothermal power generation activities, we are pursuing recovered energy-based power generation opportunities in the United States and worldwide. We believe recovered energy-based power generation will ultimately benefit from the efforts to reduce GHG emissions. We have built 23 power plants in North America which generate electricity utilizing “waste heat” from gas turbine-driven compressor stations along interstate natural gas pipelines, from midstream and gas processing facilities, and from other applications.

Several states, and to some extent the federal government, have recognized the environmental benefits of recovered energy-based power generation. For example, 18 states currently allow electric utilities to include recovered energy-based power generation in calculating such utilities' compliance with their mandatory or voluntary RPS and/or Energy Efficient Resources Standards. In addition, California modified the Self Generation Incentive Program to allow recovered energy-based power generation to qualify for a geographically balanced portfolioper watt incentive. 

At the end of geothermal and2020, the United States Congress passed legislation including a provision that makes recovered energy assets,generation property eligible for the energy investment tax credit. Recovered energy property that begins construction in 2021 or 2022 is eligible for a 26 percent tax credit, and property that begins construction in 2023 is eligible for a 22 percent tax credit.

In Europe, and specifically in Turkey, we see increasing interest in waste heat utilization to continuegenerate electricity.

In 2016, the Canadian government ratified its commitments in the Paris Agreement, which features a commitment to reduce emissions by 30% from 2005 levels by 2030. Pursuant to the Greenhouse Gas Pollution Pricing Act, Canadian provinces must have an emission reduction plan in place or be subject to a federal carbon tax in 2018. 

This comprehensive climate policy, once fully implemented, will encourage the development of renewable energy technologies, including waste heat recovery, throughout Canada. We believe that Europe and other markets worldwide may offer similar opportunities in recovered energy-based power generation.

In summary, the market for the recovery of waste heat converted into electricity exists either when already available electricity is expensive or where the regulatory environment facilitates construction and marketing of power generated from recovered waste heat. However, such projects tend to be a leader in the geothermal energy market with the objective of becoming a leading global provider of renewable energy. Since 2015,smaller than 9 MW and we have implemented a number of the elements of a new multi-year strategic plan.  We expect the planany growth to evolve over time in response to market conditionsbe relatively slow and other factors.  We intend to implement this strategy through:geographically scattered.

Development and Construction of New Geothermal Power Plants — continuously seeking out commercially exploitable geothermal resources, developing and constructing new geothermal power plants and entering into long-term PPAs providing stable cash flows in jurisdictions where the regulatory, tax and business environments encourage or provide incentives for such development.

Expanding our Geographical Reach increasing our business development activities in an effort to grow our business in the global markets in both business segments. While we continue to evaluate global opportunities, we currently see Turkey, New Zealand, Chile, Kenya, Honduras, China, Indonesia and Ethiopia as very attractive markets for us.  We are actively looking at ways to expand our presence in those countries.

Acquisition of New Assets — expanding and accelerating growth through acquisition activities globally, aiming to acquire from third parties additional geothermal assets, such as our recent announcement that we signed an agreement to acquire U.S. Geothermal Inc., which owns approximately 38 MW of operating power plants, and companies and assets that we expect to expedite our entry into the storage and C&I markets, such as our March 2017 acquisition of substantially all of the assets that comprise our Viridity business today.

Manufacturing and Providing Products and EPC Services Related to Renewable Energy designing, manufacturing and contracting power plants for our own use and selling to third parties power units and other generation equipment for geothermal and recovered energy-based electricity generation.

Expanding into New Technologies leveraging our technological capabilities over a variety of renewable energy platforms, including solar power generation and energy storage.  Initially, however, we expect that our primary focus will be on expanding our core geothermal competencies to provide high efficiency solutions for high enthalpy applications by utilizing our binary enhanced cycle and technology, as well as, expanding into steam geothermal generation equipment and facilities. We may acquire companies with integration and technological capabilities we do not currently have, or develop new technology ourselves, where we can effectively leverage our expertise to implement this part of our strategic plan.

Expand our Customer Base evaluating a number of strategies for expanding our customer base to the C&I market.  In the near term, however, we expect that a majority of our revenues will continue to be generated as they now are, with our traditional electrical utility customer base for the Electricity segment.

Increasing Output from Our Existing Power Plants— increasing output from our existing geothermal power plants by adding additional generating capacity, upgrading plant technology, and improving geothermal reservoir operations, including improving methods of heat source supply and delivery.

Cost Saving by Increasing Efficiencies— increasing efficiencies in our operating power plants and manufacturing facility including procurement by adding new technologies, restructuring of management control, automating part of our manufacturing work and centralizing our operating power plants.

Technological Expertise — investing in research and development of renewable energy technologies and leveraging our technological expertise to continuously improve power plant components, reduce operations and maintenance costs, develop competitive and environmentally friendly products for electricity generation and target new service opportunities.

Recent Developments

The most significant recent developments in our company and business are described below.

On January 24, 2018, we announced that we entered into a definitive agreement to acquire U.S. Geothermal Inc. (NYSE American: HTM), a renewable energy company focused on the development, production and sale of electricity from geothermal energy. Under the terms of the merger agreement, holders of U.S. Geothermal common stock will receive $5.45 per share in cash. On a fully diluted basis, including payment to U.S. Geothermal’s option holders, we expect to pay total consideration of approximately $109.9 million from our corporate funds. The closing of the merger is subject to customary conditions, including receipt of regulatory approvals and approval by holders of a majority of the outstanding shares of US Geothermal’s common stock. The transaction is expected to close in the second quarter of 2018.

U.S. Geothermal is currently operating geothermal power projects at Neal Hot Springs, Oregon, San Emidio, Nevada and Raft River, Idaho for a total designed net output of 45 MW that currently generate approximately 38 MW net. In addition, U.S. Geothermal is developing additional projects at the Geysers, California; a second phase project at San Emidio, Nevada; at Crescent Valley, Nevada; and the El Ceibillo project located near Guatemala City, Guatemala.

On December 13, 2017, we announced that the 24 MW Tungsten Mountain geothermal power plant located in Churchill County, Nevada, commenced commercial operation on December 1, 2017. The Tungsten Mountain power plant will sell its power under the 26-year PPA, dated as of October 20, 2016, between our wholly owned subsidiary ONGP, LLC and SCPPA (ONGP Portfolio PPA), which was announced in June 2017. SCPPA resells the entire output of the plant to LADWP. The power plant is expected to generate approximately $15 million in average annual revenue. The Tungsten Mountain geothermal power plant utilizes our latest turbine design and contains the largest OEC ever installed. The new and innovative turbine design will increase the OEC’s efficiency, capacity and availability.

On December 13, 2017, we announced that we signed an approximately $50 million EPC contract, with TOP ENERGY Ltd for the Ngawha extension geothermal project located in Ngawha, New Zealand. The project is expected to be completed in the first quarter of 2021. Under the EPC contract, we will provide our air-cooled OEC for the Ngawha extension project. This is the third EPC contract Ormat has signed with TOP ENERGY Ltd. The first was for the Ngawha I power plant in 1998 and the second for the Ngawha II power plant in 2008.

On October 10, 2017, we announced that the second unit of the Sarulla geothermal power plant located in the North Sumatra region of Indonesia, one of the world’s largest geothermal power plants, commenced commercial operation. The Sarulla power plant includes three units of approximately 110 MW each, utilizing both steam and brine extracted from the geothermal field to increase the power plant’s efficiency. The first unit of the power plant commenced commercial operation on March 17, 2017 and we expect the third unit to commence commercial operation in 2018. The Sarulla power plant is operated by Sarulla Operations Ltd. (SOL), a consortium consisting of Medco Energi Internasional Tbk, Inpex Corporation, Itochu Corporation, Kyushu Electric Power Co. Inc., and our subsidiary that holds a 12.75% equity interest in SOL.

On September 26, 2017, we announced that the 35 MW Platanares geothermal project in Honduras commenced commercial operation. We had previously signed a BOT contract for the Platanares geothermal project in Honduras with ELCOSA, a privately-owned Honduran energy company, for 15 years from COD. The Platanares power plant sells its power under a 30-year PPA with ENEE. We hold a portion of the land on which the power plant is located through a lease from a local municipality.  Because the term of the lease exceeds the term in office of the relevant municipal government, the lease remains subject to the additional approval of the Honduran Congress in order to be fully valid.  We have commenced the necessary steps to obtain such approval but the current elections in Honduras may result in a delay in obtaining such approval. The project is expected to generate average annual revenue of approximately $33 million.

On July 26, 2017, we announced that ORIX closed its acquisition of approximately 11 million shares of our common stock, representing an approximately 22% ownership stake in the Company, from FIMI ENRG Limited Partnership, FIMI ENRG, L.P., Bronicki Investments, Ltd. and certain senior members of our management team pursuant to a stock purchase agreement entered into by ORIX and the selling stockholders on May 4, 2017. In connection with the acquisition, on May 4, 2017, we entered into certain related agreements with ORIX, including a governance agreement (Governance Agreement), a commercial cooperation agreement (CCA) and a registration rights agreement (RRA), following the unanimous recommendation of a special committee of our Board that was formed to evaluate and negotiate the stockholder arrangements proposed by ORIX, and following approval by the full Board. The foregoing agreements between us and ORIX became effective on July 26, 2017.  

Under the Governance Agreement, ORIX has the right to designate three persons to our Board, which was expanded to nine directors, and propose a fourth person to be mutually agreed by the Company and ORIX to serve as a new independent director on our Board. In addition, for so long as ORIX is entitled to Board representation pursuant to the Governance Agreement, ORIX will be subject to certain customary standstill restrictions, including an effective 25% cap on its voting rights. Pursuant to the RRA, ORIX also has certain customary registration rights with respect to the shares of our common stock that it owns.
Under the CCA, we have exclusive rights to develop, own, operate and provide equipment for ORIX geothermal energy projects in all markets outside of Japan. In addition, we have certain rights to serve as technical partner and co-invest in ORIX geothermal energy projects in Japan. ORIX will also assist us in obtaining project financing for our geothermal projects from a variety of leading providers of renewable energy debt financing with which ORIX has relationships in Asia and around the world.

On June 1, 2017, we announced that SCPPA received the final necessary approval from the City of Los Angeles that enabled SCPPA to execute the ONGP Portfolio PPA. Under the ONGP Portfolio PPA, SCPPA will purchase 150 MW of power generated by a portfolio of our new and existing geothermal power plants. Energy deliveries under the ONGP Portfolio PPA started in the fourth quarter of 2017 and the entire portfolio of geothermal power plants is expected to be online by the end of 2022. The ONGP Portfolio PPA contract capacity is 150 MW, with a minimum delivery requirement of 135 MW and a permitted maximum delivery of 185 MW. The ONGP Portfolio PPA is for a term of approximately 26 years, expiring in December 31, 2043, and has a fixed price of $75.50 per MWh with no escalation.

The ONGP Portfolio PPA covers nine of our primary geothermal power plants, including new projects currently under construction or development, as well as existing geothermal power plants that will commence energy deliveries to SCPPA once their current PPAs terminate. The ONGP Portfolio PPA also covers sixteen secondary facilities that could be used to replace or supplement the primary facilities.

On March 15, 2017, we announced that we completed the acquisition of our Viridity business. At closing, we paid initial consideration of $35.3 million. Additional contingent consideration may be payable upon the achievement of certain performance milestones measured at the end of fiscal year 2020. This transaction marked our entry into the growing energy storage and demand response markets, with an established North American presence.

In February 2017, we began construction to expand the Olkaria III complex in Kenya by an additional 10 MW and increase the complex’s generating capacity to up to 150 MW during 2018.

 

Operations of our Electricity Segment

How We Own Our Power Plants

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We customarily establish a separate subsidiary to own interests in each of our power plants. This ensures that the power plant, and the revenues generated by it, will be the only source for repaying indebtedness, if any, incurred to finance the construction or the acquisition (or to refinance the construction or acquisition) of the relevant power plant. If we do not own all of the interest in a power plant, we enter into a shareholders’ agreement or a partnership agreement that governs the management of the specific subsidiary and our relationship with our partner in connection with the specific power plant. Our ability to transfer or sell our interests in certain power plants may be restricted by certain purchase options or rights of first refusal in favor of our power plant partners or the power plant’s power purchasers and/or certain change of control and assignment restrictions in the underlying power plant and financing documents. All of our domestic geothermal and REG power plants are Qualifying Facilities under the PURPA and are eligible for regulatory exemptions from most provisions of the FPA and certain state laws and regulations.

  

How We Explore and Evaluate Geothermal Resources.

Since 2006, we have expanded our exploration activities, initially in the U.S.United States and in the last few years with an increasing focus internationally. It normallygenerally takes two to three years from the time we start active exploration of a particular geothermal resource to the time we have an operating production well, assuming we conclude the resource is commercially viable and determine to pursue its development. Exploration activities generally involve the phases described below.

Initial Evaluation

 

Initial Evaluation. IdentifyingWe identify and evaluatingevaluate potential geothermal resources by sampling and studying new areas combined with information available from public and private sources. We generally adhere to the following process, although our process can vary from site to site depending on geological circumstances and prior evaluation:

 

We evaluate historic, geologic and geothermal information available from public and private databases, including geothermal, mining, petroleum and academic sources.

We evaluate historic, geologic and geothermal information available from public and private databases, including geothermal, mining, petroleum and academic sources.

 

We visit sites, sampling fluids for chemistry if necessary, to evaluate geologic conditions.

 

We visit sites, sampling fluids for chemistry if necessary, to evaluate geologic conditions.

We evaluate available data, and rank prospects in a database according to estimated size and perceived risk. For example, pre-drilled sites with extensive data are considered lower risk than “green field” sites. Both prospect types are considered critical for our continued growth.

 

We evaluate available data, and rank prospects in a database according to estimated size and perceived risk. For example, pre-drilled sites with extensive data are considered lower risk than “green field” sites. Both prospect types are considered critical for our continued growth.

We generally create a digital, spatial geographic information systems (GIS) database and 3D geologic model containing all pertinent information, including thermal water temperature gradients derived from historic drilling, geologic mapping information (e.g., formations, structure, alteration, and topography), and any available archival information about the geophysical properties of the potential resource.

 

We generally create a digital, spatial geographic information systems (GIS) database and 3D geologic model containing all pertinent information, including thermal water temperature gradients derived from historic drilling, geologic mapping information (e.g., formations, structure, alteration, and topography), and any available archival information about the geophysical properties of the potential resource.

We assess other relevant information, such as infrastructure (e.g., roads and electric transmission lines), natural features (e.g., springs and lakes), and man-made features (e.g., old mines and wells).

 

We assess other relevant information, such as infrastructure (e.g., roads and electric transmission lines), natural features (e.g., springs and lakes), and man-made features (e.g., old mines and wells).

We estimate potential generation capacity using several methods and based on analogous producing geothermal fields. This assessment is refined throughout the exploration process.

 

Our initial evaluation is usually conducted by our own staff, although we might engage outside service providers for some tasks from time to time. The costs associated with an initial evaluation vary from site to site, based on various factors, including the acreage involved and the costs, if any, of obtaining information from private databases or other sources. On average, our expenses for an initial evaluation range from approximately $10,000 to $50,000 including travel, chemical analyses, and data acquisition.

 

If we conclude, based on the information considered in the initial evaluation, that the geothermal resource could support a commercially viable power plant, taking into account various factors described below, we proceed to land rights acquisition.

 

Land Acquisition.Acquisition Acquiring

We acquire land rights to any geothermal resources our initial evaluation indicates could potentially support a commercially viable power plant, taking into account various factors.plant. For domestic power plants, we either lease or own the sites on which our power plants are located. For our foreign power plants, our lease rights for the power plant site are generally contained in the terms of a concession agreement or other contract with the host government or an agency thereof. In certain cases, we also enter into one or more geothermal resource leases (or subleases) or a concession or an option agreement or other agreement granting us the exclusive right to extract geothermal resources from specified areas of land, with the owners (or sublessors) of such land. In some cases, we first obtain the exploration license and once certain investment requirements are met, we can obtain the geothermal exploitation rights. This usually gives us the right to explore, develop, operate, and maintain the geothermal field, including, among other things, the right to drill wells (and if there are existing wells in the area, to alter them) and build pipelines for transmitting geothermal fluid. In certain cases, the holder of rights in the geothermal resource is a governmental entity and in other cases a private entity. Usually the duration of the lease (or sublease) and concession agreement corresponds to the duration of the relevant PPA, if any. In certain other cases, we own the land where the geothermal resource is located, in which case there are no restrictions on its utilization. LeaseholdThe BLM and the Minerals Management Service regulate leasehold interests in federal land in the U.S. are regulated by the BLM and the Minerals Management Service.United States. These agencies have rules governing the geothermal leasing process as discussed below under “Description of Our Leases and Lands”.

 

For most of our current exploration sites in the U.S.,United States, we acquire rights to use the geothermal resource through land leases with the BLM, with various states, or through private leases. Under these leases, we typically pay an up-front non-refundable bonus payment, which is a component of the competitive lease process. In addition, we undertake to pay nominal, fixed annual rent payments for the period from the commencement of the lease through the completion of construction. Upon the commencement of power generation, we begin to pay to the lessors long-term royalty payments based on the use of the geothermal resources as defined in the respective agreements. These payments are contingent on the power plant’s revenues. A summary of our typical lease terms is provided below under “Description of our Leases and Lands”.

The up-front bonus and royalty payments vary from site to site and are based on, among other things, current market conditions.

 

Surveys. Conducting

We conduct geological, geochemical, and/or geophysical surveys on the sites acquired.site we acquire. Following the acquisition of land rights for a potential geothermal resource, we conduct additional surface water analyses,analysis, soil surveys, and geologic mapping to determine proximity to possible heat flow anomalies and up-flow/permeable zones. We augment our digital database with the results of those analysesanalysis and create conceptual and digital geologic models to describe geothermal system controls. We then initiate a suite of geophysical surveys (e.g., gravity, magnetics, resistivity, magnetotellurics, reflection seismic, LiDAR, and spectral surveys) to assess surface and sub-surface structure (e.g., faults and fractures) and improve the geologic model of fluid-flow conduits and permeability controls. All pertinent geological and geophysical data are used to create three-dimensional geologic models to identify drill locations. These surveys are conducted incrementally considering relative impact and cost, and the geologic model is updated continuously.

 

We make a further determination of the commercial viability of the geothermal resource based on the results of this process, particularly the results of the geochemical surveys estimating temperature and the overall geologic model, including potential resource size. If the results from the geochemical surveys are poor (i.e., low derived resource temperatures or poor permeability) or the geologic model indicates small or deep resource, we re-evaluate the commercial viability of the geothermal resource and may not proceed to exploratory drilling. We generally only move forward with those sites that we believe have a high probability of successful development.

 

Exploratory Drilling.Drilling Drilling

We drill one or more exploratory wells on the high priority, relatively low risk sites to confirm and/or define the geothermal resource. If we proceed to exploratory drilling, we generally use outside contractors to create access roads to drilling sites and related activities. We have continued efforts to reduce exploration costs and therefore, after obtaining drilling permits, we generally drill temperature gradient holes and/or core holes that are lower cost than slim holes (used in the past) using either our own drilling equipment, whenever possible, or outside contractors. If the obtained data supports a conclusion that the geothermal resource can support a commercially viable power plant, it will be used as an observation well to monitor and define the geothermal resource. If the core hole indicates low temperatures or does not support the geologic model of anticipated permeability, it may be plugged, and the area reclaimed. In undrilled sites, we typically step up from shallow (500-1000 feet) to deeper (2000-4000 feet) wells as confidence improves. Following proven temperature in core wells, we typically move to slim and/or full- size wells to quantify permeability.

 

Each year we determine and approve an exploration budget for the entire exploration activity in such year. We prioritize budget allocation between the various geothermal sites based on commercial and geological factors. The costs we incur for exploratory drilling vary from site to site based on various factors, including the accessibility of the drill site, the geology of the site, and the depth of the resource. However, on average, exploration costs, prior to drilling of a full-size well are approximately $1.0 million to $3.0 million for each site, not including land acquisition. However, weWe only reach such spending levels for sites that proved to be successful in the early stages of exploration.

 

At various points during our exploration activities, we re-assess whether the geothermal resource involved will support a commercially viable power plant based on information available at that time. Among other things, we consider the following factors:

 

New data and interpretations obtained concerning the geothermal resource as our exploration activities proceed, and particularly the expected MW capacity power plant the resource can be expected to support. The MW capacity can be estimated using analogous systems and/or quantitative heat in place estimates until results from drilling and flow tests quantify temperature, permeability, and resulting resource size.

New data and interpretations obtained concerning the geothermal resource as our exploration activities proceed, and particularly the expected MW capacity power plant the resource can be expected to support. The MW capacity can be estimated using analogous systems and/or quantitative heat in place estimates until results from drilling and flow tests quantify temperature, permeability, and resulting resource size.

 

Current and expected market conditions and rates for contracted and merchant electric power in the market(s) to be serviced.

Current and expected market conditions and rates for contracted and merchant electric power in the market(s) to be serviced.

 

Availability of transmission capacity.

Availability of transmission capacity.

 

Anticipated costs associated with further exploration activities and the relative risk of failure.

Anticipated costs associated with further exploration activities and the relative risk of failure.

 

Anticipated costs for design and construction of a power plant at the site.

Anticipated costs for design and construction of a power plant at the site.

 

Anticipated costs for operation of a power plant at the site, particularly taking into account the ability to share certain types of costs (such as control rooms) with one or more other power plants that are, or are expected to be, operating near the site.

Anticipated costs for operation of a power plant at the site, particularly taking into account the ability to share certain types of costs (such as control rooms) with one or more other power plants that are, or are expected to be, operating near the site.

 

If we conclude that the geothermal resource involved will support a commercially viable power plant, we proceed to constructing a power plant at the site.

 

How We Construct Our Power PlantsPlants.

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The principal phases involved in constructing one of our geothermal power plants are as follows:

 

Drilling production and injection wells.

Drilling production and injection wells.

 

Designing the well field, power plant, equipment, controls, and transmission facilities.

Designing the well field, power plant, equipment, controls, and transmission facilities.

 

Obtaining any required permits, electrical interconnection and transmission agreements.

 

Obtaining any required permits, electrical interconnection and transmission agreements.

Manufacturing (or in the case of equipment we do not manufacture ourselves, purchasing) the equipment required for the power plant.

 

Manufacturing (or in the case of equipment we do not manufacture ourselves, purchasing) the equipment required for the power plant.

Assembling and constructing the well field, power plant, transmission facilities, and related facilities.

Assembling and constructing the well field, power plant, transmission facilities, and related facilities.

 

In recent years, it takes approximatelyhas taken us two to three years from the time we drill a production well until the power plant becomes operational.

 

Drilling Production and Injection Wells.Wells

We consider completing the drilling of the first production well to be the beginning of our construction phase for a power plant. However, this is not always sufficient for a full release of a project for construction. The number of production wells varies from plant to plant depending on, among other things, the geothermal resource, the projected capacity of the power plant, the power generation equipment to be used and the way geothermal fluids will be re-injected through injection wells to maintain the geothermal resource and surface conditions. We generally drill the wells ourselves although in some cases we use outside contractors.

 

The cost for each production and injection well varies depending on, among other things, the depth and size of the well and market conditions affecting the supply and demand for drilling equipment, labor and operators. In the last five years, our typical cost for each production and injection well is approximately $3.3 million with a range of $1.0 million to $13.0 million.$8.5 million.

Design

 

Design. We usually use our own employees to design the well field and the power plant, including equipment that we manufacture and that will be needed for the power plant. In some cases, depending on complexity and location, we use third parties to help us with the design. The designs vary based on various factors, including local laws, required permits, the geothermal resource, the expected capacity of the power plant and the way geothermal fluids will be re-injected to maintain the geothermal resource and surface conditions.

  

Permits.

We use our own employees and from time to time, depending on complexity and location, outside consultants to obtain any required permits and licenses for our power plants that are not already covered by the terms of our site leases. The permits and licenses required vary from site to site and are described below under “Environmental Permits”.

 

Manufacturing.Manufacturing

Generally, we manufacture most of the power generating unit equipment we use at our power plants. Multiple sources of supply are generally available for all other equipment we do not manufacture.

 

Construction.Construction

We use our own employees to manage the construction work. For site grading, civil, mechanical, and electrical work we use subcontractors.

 

During fiscal year 2017,2020, in the Electricity segment, we focused on the commencement of operations at Platanares power plantSteamboat Hills Repower in HondurasNevada and we also began construction of CD4, Dixie Meadows and Tungsten Mountain in Nevada. We beganenhancement as well as with construction of the Olkaria III plant expansion in Kenya and enhancement work in some other of our operating power plants. During fiscal year 2016, we focused on the commencement of operations at Olkaria III plant 4. During fiscal year 2015, we focused on the commencement of operations at the McGinness Hills phase 2 and the Don A. Campbell phase 2 power plants. We continued with construction of Olkaria III plant 4.plants worldwide. 

 

When deciding whether to continue holding lease rights and/or to pursue exploration activity, we diligently prioritize our prospective investments, taking into account resource and probability assessments in order to make informed decisions about whether a particular project will support commercial operation. As a result, during fiscal year 20172020 we discontinued exploration activities at four prospective sites: the Ungaran regiondecided to discontinue our holding in Indonesia, Glass Buttes - Midnight Pointone site in Oregon and  Tuscarora - phase 2 and Don A. Campbell - phase 3, in Nevada. During fiscal year 2016, we discontinued exploration activities at three future prospective sites, in the Kula region in Hawaii and the Aqua Quieta and Sollipulli regions in Chile. During fiscal year 2015, we discontinued exploration and development activities at ten future prospects, including Kona and Ulupalakua (Maui) in Hawaii, Warm Springs Tribe and Newberry - Twilight in Oregon, Whirlwind Valley in Utah, Argenta, Hycroft and South Jersey in Nevada and Mariman and Quinohuen in Chile.

 

After conducting exploratory studies at those sites, we concluded that the respective geothermal resources would not support commercial operations. Costs associated with exploration activities at these sites were expensed accordingly (see “Write-off of Unsuccessful Exploration Activities” under Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations”).

 

We added to our exploration inventory two prospective sites in 2017 and ten prospective sites in each of the years ended December 31, 2016 and 2015.2020.

 

How We Operate and Maintain Our Power Plants

. In the U.S., our wholly owned subsidiary, Ormat Nevada, usually acts as the operator of our power plants pursuant to the terms of an operation and maintenance agreement. Operation and maintenance of our foreign projects are generally provided by our subsidiary that owns the relevant project.

Our operations and maintenance practices are designed to minimize operating costs without compromising safety or environmental standards while maximizing plant flexibility and maintaining high reliability. Our operations and maintenance practices for geothermal power plants seek to preserve the sustainable characteristics of the geothermal resources we use to produce electricity and maintain steady-state operations within the constraints of those resources reflected in our relevant geologic and hydrologic studies. Our approach to plant management emphasizes the operational autonomy of our individual plant or complex managers and staff to identify and resolve operations and maintenance issues at their respective power plants; however, each power plant or complex draws upon our available collective resources and experience, and that of our subsidiaries. We have organized our operations such that inventories, maintenance, backup, and other operational functions are pooled within each power plant complex and provided by one operation and maintenance provider. This approach enables us to realize cost savings and enhances our ability to meet our power plant availability goals.

 

Safety is a key area of concern to us. We believe that the most efficient and profitable performance of our power plants can only be accomplished within a safe working environment for our employees.employees. Our compensation and incentive program includesinclude safety as a factor in evaluating our employees, and we have a well-developed reporting system to track safety and environmental incidents, if any, at our power plants.

 

How We Sell Electricity.

In the U.S.,United States, the purchasers of power from our power plants are typically investor-owned electric utility companies or electric cooperatives including public owned utilities.utilities and recently we signed a PPA with CCAs. Outside of the U.S., the purchaser isUnited States, our purchasers are either a state-owned utilityutilities or a privately-owned entityprivately-owned-entities and we typically operate our facilities pursuant tounder rights granted to us by a governmental agency pursuant to a concession agreement. In each case, we enter into long-term contracts (typically, PPAs) for the sale of electricity or the conversion of geothermal resources into electricity. Although previously our power plants’ revenues under a PPA generally consisted of two payments, energy payments and capacity payments, our recent PPAs provide for energy payments only. Energy payments are normally based on a power plant’s electrical output actually delivered to the purchaser measured in kWh, with payment rates either fixed or indexed to the power purchaser’s “avoided” power costs (i.e., the costs the power purchaser would have incurred itself had it produced the power it is purchasing from third parties) or rates that escalate at a predetermined percentage each year. Capacity payments are normally calculated based on the generating capacity or the declared capacity of a power plant available for delivery to the purchaser, regardless of the amount of electrical output actually produced or delivered. In addition, we have six domestic power plants located in California, Nevada and Hawaii that are eligible for capacity bonus payments under the respective PPAs upon reaching certain levels of generation, or subject to a capacity payment reduction if certain levels of generation are not reached.

 

How We Finance Our Power Plants.

Historically we have funded our power plants with different sources of liquidity such as a non-recourse or limited recourse debt, lease financing, tax monetization transactions, internally generated cash, which includes funds from operation, as well as proceeds from loans under corporate credit facilities, public equity offerings, senior unsecured corporate bonds, and the sale of equity interests and other securities. Such leveraged financing permits the development of power plants with a limited amount of equity contributions, but also increases the risk that a reduction in revenues could adversely affect a particular power plant’s ability to meet its debt obligations. Leveraged financing also means that distributions of dividends or other distributions by our power plant subsidiaries to us are contingent on compliance with financial and other covenants contained in the applicable financing documents.

 

Non-recourse debt or lease financing refers to debt or lease arrangements involving debt repayments or lease payments that are made solely from the power plant’splant’s revenues (rather than our revenues or revenues of any other power plant) and generally are secured by the power plant’s physical assets, major contracts and agreements, cash accounts and, in many cases, our ownership interest in our affiliate that owns that power plant. These forms of financing are referred to as “project financing”. Project financing transactions generally are structured so that all revenues of a power plant are deposited directly with a bank or other financial institution acting as escrow or security deposit agent. These funds are then payable in a specified order of priority set forth in the financing documents to ensure that, to the extent available, they are used to first pay operating expenses, senior debt service (including lease payments) and taxes, and to fund reserve accounts. Thereafter, subject to satisfying DSCR and certain other conditions, available funds may be disbursed for management fees or dividends or, where there are subordinated lenders, for the payment of subordinated debt service.

 

In the event of a foreclosure after a default, our affiliate that owns the power plant would only retain an interest in the power plant assets, if any, remaining after all debts and obligations have been paid in full. In addition, incurrence of debt by a power plant may reduce the liquidity of our equity interest in that power plant because the equity interest is typically subject both to a pledge in favor of the power plant’s lenders securing the power plant’s debt and to transfer and change of control restrictions set forth in the relevant financing agreements.

 

Limited recourse debt refers to project financing as described above with the addition of our agreement to undertake limited financial support for our affiliate that owns the power plant in the form of certain limited obligations and contingent liabilities. These obligations and contingent liabilities may take the form of guarantees of certain specified obligations, indemnities, capital infusions and agreements to pay certain debt service deficiencies. To the extent we become liable under such guarantees and other agreements in respect of a particular power plant, distributions received by us from other power plants and other sources of cash available to us may be required to be used to satisfy these obligations. Creditors of a project financing of a particular power plant may have direct recourse to us to the extent of these limited recourse obligations.

In 2020, we completed an equity offering, issued senior unsecured corporate bonds and raised corporate credit facilities to support our geothermal and storage growth.

 

We have used financing structures to monetize PTCs and depreciation, such as our recent tax equity partnership transaction involving Opal Geo,McGinness Hills phase 3, Tungsten, and an operating lease arrangement forrelating to our Puna complex power plants.plants that was recently retired in 2019.

 

We have also used a sale of equity interests in twothree of our geothermal assets and nine of our REG facilities to fund corporate needs including funding for the construction of new projects. We may use some of the same financing structurestructures in the future.

 

How We Mitigate International Political RiskRisk..

We generally purchase insurance policies to cover our equity exposure to certain political risks involved in operating in developing countries, as described below under “Insurance”. To date, ourHowever, insurance may not cover all political risk insurance policies are with MIGA, a member of the World Bank Group, and Zurich Re, a private insurance and re-insurance company. Such insurance policies generally cover, subject to the limitations and restrictions contained therein, 80-90% of our losses resulting from specified governmental actionsrisks or responses thereto, such as confiscation, expropriation, riots, the inability to convert local currency into hard currency, and, in certain cases, the breach of agreements. We have obtained such insurance for the Olkaria, Zunil, Amatitlan, Platanares and Sarulla projects.coverage amounts may not be sufficient.

  

Description of Our Leases and Lands

 

We have domestic leases on approximately 320,500338,123 acres of federal, state, and private land in California, Hawaii, Nevada, New Mexico, Utah Idaho and Oregon. The approximate breakdown between federal, state and private leases and owned land is as follows:

 

85% of the acreage under our control is leased from the U.S. government, acting mainly through the BLM;

78% of the acreage under our control is leased from the U.S. government, acting mainly through the BLM;

 

11% is leased or subleased from private landowners and/or leaseholders;

18% is leased or subleased from private landowners and/or leaseholders;

 

2% is owned by us; and

2% is owned by us; and

 

the balance is leased from various states, none of which is currently material.

2% is leased from various states.

 

Each of the leases within each of the categories above has standard terms and requirements, as summarized below. Internationally, our land position includes approximately 122,500 acres, most of which are for geothermal prospects in Honduras.60,903 acres.

 

BLM Geothermal Leases

 

Certain of our domestic project subsidiaries have entered into geothermal resources leases with the U.S. government, pursuant to which they have obtained the right to conduct their geothermal development and operations on federally-owned land. These leases are made pursuant to the Geothermal Steam Act and the lessor under such leases is the U.S. government, acting through the BLM.

 

BLM geothermal leases grant the geothermal lessee the right and privilege to drill for, extract, produce, remove, utilize, sell, and dispose of geothermal resources on certain lands, together with the right to build and maintain necessary improvements thereon. The actual ownership of the geothermal resources and other minerals beneath the land is retained in the federal mineral estate. The geothermal lease does not grant to the geothermal lessee the exclusive right to develop the lands, although the geothermal lessee does hold the exclusive right to develop geothermal resources within the lands. The geothermal lessee does not have the right to develop minerals unassociated with geothermal production and cannot prohibit others from developing the minerals present in the lands. The BLM may grant multiple leases for the same lands and, when this occurs, each lessee is under a duty to not unreasonably interfere with the development rights of the other. BecauseSince BLM leases do not grant to the geothermal lessee the exclusive right to use the surface of the land, BLM may grant rights to others for activities that do not unreasonably interfere with the geothermal lessee’slessee’s uses of the same land; such other activities may include recreationalland, including use, off-road vehicles, and/or wind or solar energy developments.

Certain BLM leases issued before August 8, 2005 include covenants that require the projects to conduct their operations under the lease in a workmanlike manner and in accordance with all applicable laws and BLM directives and to take all mitigating actions required by the BLM to protect the surface of and the environment surrounding the land. Additionally, certain leases contain additional requirements, some of which concern the mitigation or avoidance of disturbance of any antiquities, cultural values or threatened or endangered plants or animals, the payment of royalties for timber, and the imposition of certain restrictions on residential development on the leased land.

BLM leases entered into after August 8, 2005 require the geothermal lessee to conduct operations in a manner that minimizes impacts to the land, air, water, to cultural, biological, visual, and other resources, and to other land uses or users. The BLM may require the geothermal lessee to perform special studies or inventories under guidelines prepared by the BLM. The BLM reserves the right to continue existing leases and to authorize future uses upon or in the leased lands, including the approval of easements or rights-of-way. Prior to disturbing the surface of the leased lands, the geothermal lessee must contact the BLM to be apprised of procedures to be followed and modifications or reclamation measures that may be necessary. Subject to BLM approval, geothermal lessees may enter into unit agreements to cooperatively develop a geothermal resource. The BLM reserves the right to specify rates of development and to require the geothermal lessee to commit to a communalization or unitization agreement if a common geothermal resource is at risk of being overdeveloped.

 

Typical BLM leases issued to geothermal lessees before August 8, 2005 have a primary term of ten years and will renew so long as geothermal resources are being produced or utilized in commercial quantities but cannot exceed a period of forty years after the end of the primary term. If at the end of the forty-year period geothermal steam is still being produced or utilized in commercial quantities and the lands are not needed for other purposes, the geothermal lessee will have a preferential right to renew the lease for a second forty-year term, under terms and conditions as the BLM deems appropriate.

 

BLM leases issued after August 8, 2005 have a primary term of ten years. If the geothermal lessee does not reach commercial production within the primary term, the BLM may grant two five-year extensions ifextensions. If the geothermal lessee: (i) satisfies certain minimum annual work requirements prescribed by the BLM for that lease, or (ii) makes minimum annual payments. Additionally, if the geothermal lessee is drilling a well for the purposes of commercial production, the primary term (as it may have been extended)lease may be extended for five years and thereafter as long thereafter as steam is being produced and used in commercial quantities (meaning the geothermal lessee either begins producing geothermal resources in commercial quantities or has a well capable of producing geothermal resources in commercial quantities and is making diligent effortslease may be extended for up to utilize the resource) for thirty-five years. If, at the end of the extended thirty-five-year term, geothermal steam is still being produced or utilized in commercial quantities and the lands are not needed for other purposes, the geothermal lessee will have a preferential right to renew the lease for fifty-five years, under terms and conditions as the BLM deems appropriate.

 

For BLM leases issued before August 8, 2005, the geothermal lessee is required to pay an annual rental fee (on a per acre basis), which escalates according to a schedule described therein, until production of geothermal steam in commercial quantities has commenced. After such production has commenced, the geothermal lessee is required to pay royalties (on a monthly basis) on the amount or value of (i) steam, (ii) by-products derived from production, and (iii) commercially de-mineralized water sold or utilized by the project (or reasonably susceptible to such sale or use).

 

For BLM leases issued after August 8, 2005, (i) a geothermal lessee who has obtained a lease through a non-competitive bidding process will pay an annual rental fee equal to $1.00 per acre for the first ten years and $5.00 per acre each year thereafter; and (ii) a geothermal lessee who has obtained a lease through a competitive process will pay a rental equal to $2.00 per acre for the first year, $3.00 per acre for the second through tenth year and $5.00 per acre each year thereafter. Rental fees paid before the first day of the year for which the rental is owed will be credited towards royalty payments for that year. For BLM leases issued, effective, or pending on August 5, 2005 or thereafter, royalty rates are fixed between 1.0-2.5% of the gross proceeds from the sale of electricity during the first ten years of production under the lease. The royalty rate set by the BLM for geothermal resources produced for the commercial generation of electricity but not sold in an arm’sarm’s length transaction is 1.75% for the first ten years of production and 3.5% thereafter. The royalty rate for geothermal resources sold by the geothermal lessee or an affiliate in an arm’s length transaction is 10.0% of the gross proceeds from the arm’s length sale. The BLM may readjust the rental or royalty rates at not less than twenty-year intervals beginning thirty-five years after the date geothermal steam is produced.

  

In the event of a default under any BLM lease, or the failure to comply with any of the provisions of the Geothermal Steam Act or regulations issued under the Geothermal Steam Act or the terms or stipulations of the lease, the BLM may, 30 days after notice of default is provided to the relevant project, (i) suspend operations until the requested action is taken, or (ii) cancel the lease.

 

Private Geothermal Leases

 

Certain of our domestic project subsidiaries have entered into geothermal resources leases with private parties, pursuant to which they have obtained the right to conduct their geothermal development and operations on privately owned land. In many cases, the lessor under these private geothermal leases owns only the geothermal resource and not the surface of the land.

 

Typically, the leases grant our project subsidiaries the exclusive right and privilege to drill for, produce, extract, take and remove from the leased land water, brine, steam, steam power, minerals (other than oil), salts, chemicals, gases (other than gases associated with oil), and other products produced or extracted by such project subsidiary. The project subsidiaries are also granted certain non-exclusive rights pertaining to the construction and operation of plants, structures, and facilities on the leased land. Additionally, the project subsidiaries are granted the right to dispose geothermal fluid as well as the right to re-inject into the leased land water, brine, steam, and gases in a well or wells for the purpose of maintaining or restoring pressure in the productive zones beneath the leased land or other land in the vicinity. Because the private geothermal leases do not grant to the lessee the exclusive right to use the surface of the land, the lessor reserves the right to conduct other activities on the leased land in a manner that does not unreasonably interfere with the geothermal lessee’slessee’s uses of the same land, which other activities may include agricultural use (farming or grazing), recreational use and hunting, and/or wind or solar energy developments.

 

The leases provide for a term consisting of a primary term in the range of five to 30 years, depending on the lease, and so long thereafter as lease products are being produced or the project subsidiary is engaged in drilling, extraction, processing, or reworking operations on the leased land.

 

As consideration under most of our project subsidiariessubsidiaries’ private leases, the project subsidiary must pay to the lessor a certain specified percentage of the value “at the well” (which is not attributable to the enhanced value of electricity generation), gross proceeds, or gross revenues of all lease products produced, saved, and sold on a monthly basis. In certain of our project subsidiaries’ private leases, royalties payable to the lessor by the project subsidiary are based on the gross revenues received by the lessee from the sale or use of the geothermal substances, either from electricity production or the value of the geothermal resource “at the well”.

 

In addition, pursuant to the leases, the project subsidiary typically agrees to commence drilling, extraction or processing operations on the leased land within the primary term, and to conduct such operations with reasonable diligence until lease products have been found, extracted and processed in quantities deemed “paying quantities” by the project subsidiary, or until further operations would, in such project subsidiary’ssubsidiary’s judgment, be unprofitable or impracticable. The project subsidiary has the right at any time within the primary term to terminate the lease and surrender the relevant land. If the project subsidiary has not commenced any such operations on said land (or on the unit area, if the lease has been unitized), or terminated the lease within the primary term, the project subsidiary must pay to the lessor, in order to maintain its lease position, annually in advance, a rental fee until operations are commenced on the leased land.

 

If the project subsidiary fails to pay any installment of royalty or rental when due and if such default continues for a period of fifteen days specified in the lease, for example, after its receipt of written notice thereof from the lessor, then at the option of the lessor, the lease will terminate as to the portion or portions thereof as to which the project subsidiary is in default. If the project subsidiary defaults in the performance of any obligations under the lease, other than a payment default, and if, for a period of 90 days after written notice is given to it by the lessor of such default, the project subsidiary fails to commence and thereafter diligently and in good faith take remedial measures to remedy such default, the lessor may terminate the lease.

 

We do not regard any property that we lease as material unless and until we begin construction of a power plant on the property, that is, until we drill a production well on the property.

 

Description of Our Power Plants

 

Domestic OperatingPower Plants

 

The following descriptions summarize certain industry metrics for our domestic operating power plants:

 

Brady Complex
LocationChurchill County, Nevada
Generating Capacity18 MW
Number of Power PlantsTwo (Brady and Desert Peak 2 power plants).
TechnologyThe Brady complex utilizes binary and flash systems. The complex uses air and water-cooled systems.
SubsurfaceImprovements12 production wells and nine injection wells are connected to the plants through a gathering system.
MajorEquipmentThree OECs and three steam turbines along with the Balance of Plant equipment.
AgeThe Brady power plant commenced commercial operation in 1992 and a new OEC was added in 2004. The Desert Peak 2 power plant commenced commercial operation in 2007.
LandandMineralRightsThe Brady complex is comprised mainly of BLM leases that are held by production. The scheduled expiration dates for all of these leases are after the end of the expected useful life of the power plants in the Brady complex. The complex’s rights to use the geothermal and surface rights under the leases are subject to various conditions, as described in “Description of Our Leases and Lands”.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted pursuant to the leases, and the Brady power plant holds rights of way from the BLM and from a private owner that allows access to and from the plant.
Resource InformationThe resource temperatures at the Brady and Desert Peak 2 power plants are 270 degrees Fahrenheit and 338 degrees Fahrenheit, respectively.
The Brady and Desert Peak geothermal systems are located within the Hot Springs Mountains, approximately 60 miles northeast of Reno, Nevada, in northwestern Churchill County.
The dominant geological feature of the Brady area is a linear north-northeast-trending band of hot ground that extends two miles.
The Desert Peak geothermal field is located within the Hot Springs Mountains, which form part of the western boundary of the Carson Sink. The structure is characterized by east-titled fault blocks and north-northeast-trending folds.
The geologic structure in the area is dominated by high-angle normal faults of varying displacement.
Resource CoolingDuring the last three years the cooling at the Brady power plant has levelled off to a rate of one degree Fahrenheit per year. The temperature decline at the Desert Peak 2 power plant is approximately two degrees Fahrenheit per year.
Sources of Makeup WaterCondensed steam is used for makeup water.
Power PurchaserThe Sierra Pacific Power Company and Nevada Power Company purchase power generated by the Brady power plant and Desert Peak 2 power plant, respectively.
PPA Expiration DateBrady power plant — 2022. Desert Peak 2 power plant — 2027.
FinancingThe prior financing transactions covering the Brady complex have been fully paid off.
Supplemental InformationWe are currently in the process of enhancing the Brady power plant. We are replacing its equipment with new OECs, following which we expect the capacity of the complex to increase by 4 MW to approximately 22 MW. Engineering and manufacturing have been completed, and transportation and construction are ongoing. We expect the enhancement to be completed in the first half of 2018.

Power plants in the United States

Project Name

 

Size (MW)

 

Technology

 

Resource Cooling

 

Customer

 

PPA Expiration

           

Brawley

 

13

 

Geothermal water-cooled binary system

 

Depends on the mix of used production wells

 

SCE

 

2031

           

Brady Complex

 

26

 

Geothermal air and water-cooled binary system

 

Brady - 2.6°F per year

Desert Peak 2 - 2°F per year

   

Brady — 2022
Desert Peak 2 — 2027

           

Don A. Campbell Complex (1)(2)

 

32

 

Geothermal air cooled binary system

 

Testing is in process to develop a plan to mitigate temperature decline

 

SCPPA

 

Phase 1 - 2034
Phase 2 - 2036

           

Heber Complex (3)

 

81

 

Geothermal dual flash and binary systems using a water cooled system

 

1°F per year

 

SCPPA

 

Heber 1 — 2025
Heber 2 — 2023
Heber South — 2031(13)

           

Jersey Valley

 

8

 

Geothermal air cooled binary system

 

3°F per year

 

Nevada Power Company

 

2032

 

 

Brawley Complex

LocationImperial County, California
Generating Capacity13 MW (See supplemental information below)
Number of Power PlantsOne
TechnologyThe Brawley power plant utilizes a water-cooled binary system.
Subsurface Improvements36 wells have been drilled and are connected to the Brawley power plant through its gathering system. As we improved our knowledge of the geothermal resource, we changed some of the wells from production to injection (and vice versa) and left others idle. Currently, we have 13 wells connected to the production header and 23 wells, connected to the injection header.
Major EquipmentFive OECs together with the Balance of Plant equipment.
AgeThe Brawley power plant commenced commercial operation on March 31, 2011.
Land and Mineral RightsThe Brawley area is comprised entirely of private leases. The leases are held by production. The scheduled expiration date for all of these leases is after the end of the expected useful life of the power plant.
The plant’s rights to use the geothermal and surface rights under the leases are subject to various conditions, as described above in “Description of Our Leases and Lands”.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted pursuant to the leases.
Resource InformationBrawley production is from deltaic and marine sedimentary sands and sandstones deposited in the subsiding Salton Trough of the Imperial Valley. Based on seismic refraction surveys the total thickness of these sediments in the Brawley area is over 15,000 feet. The shallow production reservoir (from depths of 1,500 to 4,500 feet) that was developed is fed by fractures and matrix permeability and is conductively heated from the underlying fractured reservoir which convectively circulates magmatically heated fluid. Produced fluid salinity ranges from 20,000 to 50,000 ppm, and the moderate scaling and corrosion potential is chemically inhibited. The temperature of the deeper fractured reservoir fluids exceed 525 degrees Fahrenheit, but the fluid is not yet developed because of severe scaling and corrosion potential. The deep reservoir is not dedicated to the Brawley power plant.
The average produced fluid resource temperature is 310 degrees Fahrenheit.
Resource CoolingThe temperature of the geothermal resource depends on the mix of operating production wells that we use.
Sources of Makeup WaterWater is provided by the IID.
Power PurchaserSouthern California Edison
PPA Expiration Date2031.
FinancingCorporate funds and ITC cash grant from the U.S. Treasury.
Supplemental InformationWe are currently selling the power generated by the Brawley complex to Southern California Edison under an existing PPA at a capacity level of approximately 8 MW and we are planning to increase this level to 11 MW by the end of 2018 and further thereafter. With a new chemical supply system, we plan to activate several idle wells and we recently drilled a well in eastern Brawley and connected it to the power plant. As a result, we expect to see an increase in generation.

Mammoth Complex

 

30

 

Geothermal air cooled binary system

 

Less than 0.5°F per year

 

PG&E and Southern California Edison.

 

G-1 and G-3 - 2034
G-2 plant - 2027

           

McGinness Hills Complex

 

145

 

Geothermal air cooled binary system

 

Initial declined of 3°F observed in the past two years

 

Nevada Power Company and SCPPA.

 

Phases 1 and 2 - 2033
Phase 3 - 2043.

           

Neal Hot Springs (4)

 

24

 

Geothermal air cooled binary system

 

1°F over the past year

 

Idaho Power Company

 

2038

           

OREG 1 (2)

 

22

 

Geothermal air cooled binary system

 

NA

 

Basin Electric Power Cooperative

 

2031

           

OREG 2 (2)

 

22

 

Geothermal air cooled binary system

 

NA

 

Basin Electric Power Cooperative

 

2034

           

OREG 3 (2)

 

5.5

 

Geothermal air cooled binary system

 

NA

 

Great River Energy.

 

2029

           

OREG 4

 

3.5

 

Geothermal air cooled binary system

 

NA

 

Highline Electric Association.

 

2029

           

Ormesa Complex (5)

 

36

 

Geothermal water-cooled binary system and water-cooled flash system.

 

Less than 1°F per year

 

SCPPA under a single PPA.

 

2042

           

Puna Complex (2),(6)

 

38

 

Geothermal combined cycle and air cooled binary system

 

The resource temperature was stable prior to the volcano eruption. The shut- down of the power plant resulted in some increase in temperature, and reservoir studies are underway to quantify any changes

 

HELCO

 

2027

           

Raft River

 

12

 

Geothermal water-cooled binary system

 

No cooling. Temperatures remain stable.

 

Idaho Power Company.

 

2032

           

San Emidio

 

11

 

Geothermal- water-cooled binary system

 

In 2020, the average brine inlet temperature reduced by 1oF

 

NV Energy.

 

2038

           

Steamboat Complex (7)

 

84

 

Geothermal air and water-cooled binary system and a single flash system

 

Lower Steamboat - between 2°F to 3°F per year
Steamboat Hills 4°F per year

 

* Steamboat 2 & 3- Sierra Pacific Power Company
* Galena1 & 3- Nevada Power Company
* Galena 2 & Steamboat Hills- SCPPA

 

Steamboat 2 and 3- 2022
Galena1- 2026
Steamboat Hills and Galena 2 - 2043
Galena 3- 2028

 

Tungsten Mountain Geothermal (8)

 

29

 

Geothermal air and water-cooled binary system

 

1°F to 2°F per year

 

SCPPA

 

2043

           

Tungsten Mountain solar

 

7

 

solar PV System

 

NA

 

SCPPA

 

2043

           

Tuscarora

 

18

 

Geothermal water-cooled binary system

 

We expect continued gradual decline in the cooling rate from less than 3°F per year to less than 1°F per year over the long term

 

Nevada Power Company.

 

2032

 

Power plants in Rest of the World

Project Name

 

Size (MW)

 

Technology

 

Resource Cooling

 

Customer

 

PPA Expiration

           

Amatitlan (Guatemala) (8)

 

20

 

Geothermal air cooled binary system and a small back pressure steam turbine (one MW)

 

Stable

 

INDE and another local purchaser.

 

2028

           

Bouillante (France) (9)

 

15

 

Geothermal direct steam turbines.

 

Stable

 

EDF pursuant to a PPA.

 

2030

           

Olkaria III Complex (Kenya) (12)

 

150

 

Geothermal air cooled binary system

 

Less than 1°F per year

 

KPLC

 

Plant 2 - 2033
Plant 1&3 - 2034
Plant 4 - 2036

           

Platanares (Honduras) (10)

 

38

 

Geothermal air cooled binary system

 

2°F per year

 

ENEE pursuant to a PPA.

 

2047

           

Sarulla Complex - (Indonesia) (11)

 

330 (our share is 42)

 

Geothermal Combined Cycle steam and binary systems

 

Stable

 

PLN

 

2047

           

Zunil (Guatemala)

 

20

 

Geothermal air cooled binary system

 

Stable

 

INDE

 

2034

(1) Don A. Campbell Complexis experiencing cooling since mid-2016 that is reducing its generating capacity. Injection tests and tracer studies, along with reservoir modeling have been used to develop a plan to mitigate temperature decline of the reservoir. First stages of this plan occurred in Q1 2019, and work will continue through 2021.

 

LocationMineral County, Nevada
Generating Capacity41 MW
Number of Power PlantsTwo (phase 1 and phase 2)
TechnologyThe Don A. Campbell power plants utilize an air-cooled binary system.
SubsurfaceImprovementsNine production wells and five injection wells are connected to the plants.
Material EquipmentTwo air-cooled OECs with the Balance of Plant equipment.
AgeThe phase 1 power plant commenced commercial operation on January 1, 2014 and the phase 2 power plant commenced commercial operation on September 27, 2015.
Land and Mineral RightsThe Don A. Campbell area is comprised of BLM leases.
The complex’s rights to use the geothermal and surface rights under the leases are subject to various conditions, as described above in “Description of Our Leases and Lands”.
Resource InformationThe Don A. Campbell geothermal reservoir consists of highly fractured, silicified alluvium over at least two square miles. Production and injection are very shallow with nine pumped production wells (from depths of 1,350 feet to 1,900 feet) and five injection wells (from depths of 649 feet to 2,477 feet), all targeting northwest-dipping fractures. The thermal fluids are thought to be controlled by a combination of conductive heat transfer from deeper bedrock and through mixing of upwelling thermal fluids from a deeper geothermal system also contained in the bedrock. The system is considered blind with no surface expression of thermal features.
The temperature of the resource is approximately 254 degrees Fahrenheit.
Resource CoolingTemperature started declining in mid-2016. An injection well was drilled in 2017 and testing is in process to confirm the impact on temperature decline.  Injection tests and tracer studies, along with reservoir modeling, will further develop a plan to mitigate temperature decline of the reservoir.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted in leases from BLM.
Power PurchaserTwo separate PPAs with SCPPA.
PPA Expiration DateThe phase 1 PPA expires in 2034 and the phase 2 PPA expires in 2036
FinancingThe phase 1 power plant was financed through our sale of our 4.03% Senior Secured Notes and a cash grant that we received from the U.S. Treasury.
The phase 2 power plant was financed using corporate funds and the proceeds of the tax equity transaction involving Opal Geo.
Supplemental InformationIn April 2015, we closed an equity transaction with Northleaf in which Northleaf acquired a 36.75% equity interest in ORPD. ORPD owns the Puna complex, the Don A. Campbell phase 1 power plant, and the OREG 1, OREG 2, and OREG 3 power plants.
In November 2016, Northleaf purchased a 36.75% equity interest in the Don A. Campbell phase 2 power plant, which was initially added to the existing ORPD portfolio and then later contributed to Opal Geo, which is indirectly owned by ORPD, in connection with the tax equity partnership transaction as described below.

(2) Indirectly owned 36.75% by Northleaf.

 

(3) We are currently in the process of enhancing the Heber 1 and Heber 2 power plants as discussed below.

(4)Owned 40% by Enbridge Inc. Upgrades to the power plant were completed in 2020.

(5)We successfully replaced old equipment at the Ormesa power plant.

(6)On May 3, 2018, the Kilauea volcano located in close proximity to our Puna 38 MW geothermal power plant in the Puna district of Hawaii's Big Island erupted following a significant increase in seismic activity in the area. The power plant was shut down immediately and resumed partial operation in November 2020. We plan to continue drilling and workovers and get back to full operation by mid-2021. In 2019, we reached an agreement with HELCO and signed a new PPA that was filed with the local PUC for approval. The new PPA extends the current term until 2052 and increases the current contract capacity by 8 MW to 46MW. In addition, the new PPA has a fixed price with no escalation, regardless of changes to fossil fuel pricing, which impacts the majority of our current pricing under the existing PPA.

42
38


Heber Complex
LocationHeber, Imperial County, California
Generating Capacity89 MW
Number of Power PlantsFive (Heber 1, Heber 2, Heber South, Gould 1 and Gould 2).
TechnologyThe Heber 1 plant utilizes a dual flash system and a binary bottoming unit called Gould 1 and the Heber 2, Gould 2 and Heber South plants all utilize binary systems. The complex uses a water cooled system.
Subsurface Improvements27 production wells and 38 injection wells connected to the plants through a gathering system.
Major Equipment17 OECs and one steam turbine with the Balance of Plant equipment.
AgeThe Heber 1 plant, Heber 2, Heber South, Gould 1 and Gould 2 plants commenced commercial operation in 1985, 1993, 2008, 2006 and 2005, respectively.
Land and Mineral RightsThe Heber complex is comprised mainly of private leases. The leases are held by production. The scheduled expiration dates for all of these leases are after the end of the expected useful life of the power plants.
The complex’s rights to use the geothermal and surface rights under the leases are subject to various conditions, as described above in “Description of Our Leases and Lands”.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted pursuant to the leases.
Resource InformationThe resource supplying the flash flowing Heber 1 wells averages 341 degrees Fahrenheit. The resource supplying the pumped Heber 2 wells averages 316 degrees Fahrenheit.
The Heber complex’s production is from deltaic sedimentary sandstones deposited in the subsiding Salton Trough of California’s Imperial Valley. Produced fluids rise from near the magmatic heated basement rocks (18,000 feet) via fault/fracture zones to the near surface. Heber 1 wells produce directly from deep (4,000 to 8,000 feet) fracture zones. Heber 2 wells produce from the nearer surface (2,000 to 4,000 feet) matrix permeability sandstones in the horizontal outflow plume fed by the fractures from below and the surrounding ground waters.
Scale deposition in the flashing Heber 1 producers is controlled by down hole chemical inhibition supplemented with occasional mechanical cleanouts and acid treatments. There is no scale deposition in the Heber 2 production wells.
Resource CoolingAverage cooling of one degree Fahrenheit per year was observed during the past 20 years of production.
Sources of Makeup WaterWater is provided by condensate and by the IID.
Power PurchaserOne PPA with Southern California Edison and two PPAs with SCPPA.

 

PPA Expiration DateHeber 1 — 2025, Heber 2 — 2023, and Heber South — 2031. The output from the Gould 1 and Gould 2 power plants is sold under the PPAs with SCPPA.
FinancingThe Heber complex was financed through the sale of OrCal Senior Secured Notes and the proceeds of the transaction involving our subsidiary ORTP described below
Supplemental InformationWe are currently in the process of enhancing the Heber 1 power plant. We are planning to convert artesian wells to pumped wells, add a new water cooling unit and replace one of the OECs, following which we expect the capacity of the complex to reach 89 MW. Construction is ongoing and completion of the enhancement is expected in the first quarter of 2018.
Jersey Valley Power Plant
LocationPershing County, Nevada
Generating Capacity10 MW
Number of Power PlantsOne
TechnologyThe Jersey Valley power plant utilizes an air cooled binary system.
Subsurface ImprovementsTwo production wells and four injection wells are connected to the plant through a gathering system. A third production well is not connected to the power plant and will be used in the future as required.
Major EquipmentTwo OECs together with the Balance of Plant equipment.
AgeConstruction of the power plant was completed at the end of 2010 and the off-taker approved commercial operation under the PPA on August 30, 2011.
Land and Mineral RightsThe Jersey Valley site is comprised of BLM leases. The leases are held by

(7)In June 2020, we completed the enhancement of Steamboat Hills and added 19MW to the Steamboat complex.

(8)Planning 2021 workover to maintain production. The scheduled expiration dates for all of these leases are after the end of the expected useful life of the power plant.

The power plant’s rights to use the geothermal and surface rights under the leases are subject to various conditions, as described above in “Description of Our Leases and Lands”.
Access to PropertyDirect access to public roads from leased property and access across leased property are provided under surface rights granted in leases from BLM.
Resource InformationThe Jersey Valley geothermal reservoir consists of a small high-permeability area surrounded by a large low-permeability area. The high-permeability area has been defined by wells drilled along an interpreted fault trending west-northwest. Static water levels are artesian; two of the wells along the permeable zone have very high productivities, as indicated by Permeability Index (PI) values exceeding 20 gpm/psi. The average temperature of the resource is 310 degrees Fahrenheit.
Resource CoolingThe rate of cooling was four degrees Fahrenheit in 2015, but we have moderated such cooling by reducing the injection rate in a well near the production wells. To offset the reduction of injection in this well, we diverted more fluid to farther away wells (by increasing injection pressure).
Power PurchaserNevada Power Company
PPA Expiration Date2032

FinancingThe Jersey Valley power plant was financed through the sale of our OFC 2 Senior Secured Notes, corporate funds, an ITC cash grant from the U.S. Treasury and the proceeds of the Opal Geo tax equity partnership transaction.
Mammoth Complex
LocationMammoth Lakes, California
Generating Capacity29 MW
Number of Power PlantsThree (G-1, G-2, and G-3).
TechnologyThe Mammoth complex utilizes air cooled binary systems.
Subsurface ImprovementsTen production wells and five injection wells are connected to the plants through a gathering system.
Major EquipmentTwo new OECs and six turbo-expanders together with the Balance of Plant equipment.
AgeThe G-1 plant commenced commercial operation in 1984 and the G-2 and G-3 power plants commenced commercial operation in 1990. We recently replaced the equipment at the G-1 plant with new OECs.
Land and Mineral RightsThe Mammoth complex is comprised mainly of BLM leases. The leases are held by production. The scheduled expiration dates for all of these leases are after the end of the expected useful life of the power plants.
The complex’s rights to use the geothermal and surface rights under the leases are subject to various conditions, as described above in “Description of Our Leases and Lands”.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted pursuant to the leases.
Resource InformationThe average resource temperature is 339 degrees Fahrenheit.
The Casa Diablo/Basalt Canyon geothermal field at Mammoth lies on the southwest edge of the resurgent dome within the Long Valley Caldera. It is believed that the present heat source for the geothermal system is an active magma body underlying the Mammoth Mountain to the northwest of the field. Geothermal waters heated by the magma flow from a deep source (greater than 3,500 feet) along faults and fracture zones from northwest to southeast east into the field area.
The produced fluid has minimal scaling potential.
Resource CoolingIn the last three years the temperature has stabilized and there has been no notable decline.
Power PurchaserG1 and G3 plants — PG&E and G2 plant — Southern California Edison.
PPA Expiration DateG-1 and G-3 plants — 2034 and G-2 plant — 2027.
FinancingThe prior financing transactions covering the Mammoth complex have been fully paid off.
McGinness Hills Complex
LocationLander County, Nevada
Generating Capacity90 MW
Number of Power PlantsTwo (first phase and second phase)

TechnologyThe McGinness Hills complex utilizes an air cooled binary system.
Subsurface ImprovementsTen production wells and six injection wells are connected to the power plant.
Material EquipmentSix air cooled OECs with the Balance of Plant equipment.
AgeThe first phase power plant commenced commercial operation on July 1, 2012, and the second phase power plant commenced commercial operation on February 1, 2015.
Land and Mineral RightsThe McGinness Hills complex is comprised of private and BLM leases.
The leases require annual rental payments, as described above in “Description of Our Leases and Lands”.
The rights to use the geothermal and surface rights under the leases are subject to various conditions, as described above in “Description of Our Leases and Lands”.
Resource InformationThe McGinness Hills geothermal reservoir is contained within a network of fractured rocks over an area at least three square miles.  The reservoir is contained in both Tertiary intrusive and Paleozoic sedimentary (basement) rocks.   The thermal fluids within the reservoir are inferred to flow upward through the basement rocks along the NNE-striking faults at several fault intersections.  The thermal fluids then generally outflow laterally to the NNE and SSW along the NNE-striking faults.  No modern thermal manifestations exist at McGinness Hills, although hot spring deposits encompass an area of approximately 0.25 square miles and indicate a history of surface thermal fluid flow.  The resource temperature averages 335 degrees Fahrenheit and the fluids are sourced from the reservoir between 2,000 and 5,000 feet below the surface.
Resource Cooling

The temperature has been stable with no notable cooling since the first phase power plant began operation.

Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted in leases from BLM.
Power PurchaserNevada Power Company
PPA Expiration Date2033
FinancingThe power plants were financed through the sale of our OFC 2 Senior Secured Notes, an ITC cash grant from the U.S. Treasury for the first phase power plant and the proceeds of the Opal Geo tax equity partnership transaction.
OREG 1 Power Plant
LocationFour gas compressor stations along the Northern Border natural gas pipeline in North and South Dakota.
Generating Capacity22 MW
Number of UnitsFour
TechnologyThe OREG 1 power plant utilizes our air cooled OECs.
Major EquipmentFour WHOH and four OECs together with the Balance of Plant equipment.
AgeThe OREG 1 power plant commenced commercial operation in 2006.
LandEasement from NBPL.
Access to PropertyDirect access to the plant from public roads.
Power PurchaserBasin Electric Power Cooperative

PPA Expiration Date2031
FinancingCorporate funds.
Supplemental InformationIn April 2015, we closed an equity transaction with Northleaf in which Northleaf acquired a 36.75% equity interest in ORPD, which has a direct ownership interest in the Puna complex, the Don A. Campbell phase 1 power plant, the OREG 1, OREG 2, and OREG 3 power plants as well as an indirect ownership interest in the Don A. Campbell phase 2 power plant.
OREG 2 Power Plant
LocationFour gas compressor stations along the Northern Border natural gas pipeline; one in Montana, two in North Dakota, and one in Minnesota.
Generating Capacity22 MW
Number of UnitsFour
TechnologyThe OREG 2 power plant utilizes our air cooled OECs.
Major EquipmentFour WHOH and four OECs together with the Balance of Plant equipment.
AgeThe OREG 2 power plant commenced commercial operation during 2009.
LandEasement from NBPL.
Access to PropertyDirect access to the plant from public roads.
Power PurchaserBasin Electric Power Cooperative
PPA Expiration Date2034
FinancingCorporate funds.
Supplemental InformationIn April 2015, we closed an equity transaction with Northleaf in which Northleaf acquired a 36.75% equity interest in ORPD, which has a direct ownership interest in the Puna complex, the Don A. Campbell phase 1 power plant, the OREG 1, OREG 2, and OREG 3 power plants as well as an indirect ownership interest in the Don A. Campbell phase 2 power plant.
OREG 3 Power Plant
LocationA gas compressor station along Northern Border natural gas pipeline in Martin County, Minnesota.
Generating Capacity5.5 MW
Number of UnitsOne
TechnologyThe OREG 3 power plant utilizes our air cooled OECs.
Major EquipmentOne WHOH and one OEC along with the Balance of Plant equipment.
AgeThe OREG 3 power plant commenced commercial operation during 2010.
LandEasement from NBPL.
Access to PropertyDirect access to the plant from public roads.
Power PurchaserGreat River Energy

PPA Expiration Date

2029
FinancingCorporate funds.
Supplemental InformationIn April 2015, we closed an equity transaction with Northleaf in which Northleaf acquired a 36.75% equity interest in ORPD, which has a direct ownership interest in the Puna complex, the Don A. Campbell phase 1 power plant, the OREG 1, OREG 2, and OREG 3 power plants as well as an indirect ownership interest in the Don A. Campbell phase 2 power plant.

OREG 4 Power Plant
LocationA gas compressor station along natural gas pipeline in Denver, Colorado.
Generating Capacity3.5 MW
Number of UnitsOne
TechnologyThe OREG 4 power plant utilizes our air cooled OECs.
Major EquipmentTwo WHOH and one OEC together with the Balance of Plant equipment.
AgeThe OREG 4 power plant commenced commercial operation during 2009.
LandEasement from Trailblazer Pipeline Company.
Access to PropertyDirect access to the plant from public roads.
Power PurchaserHighline Electric Association
PPA Expiration Date2029
FinancingCorporate funds.

Ormesa Complex

Location East Mesa, Imperial County, California
Generating Capacity40 MW
Number of Power PlantsThree (OG I, OG II and GEM 3). The GEM 2 plant was taken off line during 2015 due to plant operation optimization.
TechnologyThe OG I and OG II plants utilize a binary system and the GEM 3 plant utilizes a flash system. The complex uses a water cooling system.
Subsurface Improvements24 production wells and 57 injection wells connected to the plants through a gathering system.
Material Major Equipment8 OECs and one steam turbine with the Balance of Plant equipment.
AgeThe various OG I plants commenced commercial operation between 1987 and 1989, and the OG II plant commenced commercial operation in 1988. Between 2005 and 2007 a significant portion of the old equipment in the OG plants was replaced (including turbines through repowering). The GEM plant commenced commercial operation in 1989, and a new bottoming unit was added in 2007.
Land and Mineral RightsThe Ormesa complex is comprised of BLM leases. The leases are held by production. The scheduled expiration dates for all of these leases are after the end of the expected useful life of the power plants.

The complex’s rights to use the geothermal and surface rights under the leases are subject to various conditions, as described above in “Description of Our Leases and Lands”.

Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted pursuant to the leases.
Resource InformationThe resource temperature ranges from 280 degrees Fahrenheit to 343 degrees Fahrenheit depending on which production wells are used. Production is from sandstones.

Productive sandstones are from 1,800 to 6,000 feet, and have only matrix permeability. The currently developed thermal anomaly was created in geologic time by conductive heating and direct outflow from an underlying convective fracture system. Produced fluid salinity ranges from 2,000 ppm to 13,000 ppm, and minor scaling and corrosion potential is chemically inhibited.

Resource CoolingIn the last year, the temperature has declined by one degree Fahrenheit.
Sources of Makeup WaterWater is provided by the IID.
Power PurchaserSCPPA under a single PPA.
PPA Expiration DateNovember 30, 2042.
FinancingThe prior financing transactions covering the Mammoth complex have been fully paid off.
Supplemental InformationOn November 30, 2017 we started to sell the electricity generated by the Ormesa complex power plants under a 25-year PPA with SCPPA. This PPA replaced the 30-year SO#4 contract with Southern California Edison. Under the terms of the new PPA, energy from the power plant is sold to SCPPA at a rate of $77.25 per MWh with no annual escalation. Contract capacity is 35 MW with a maximum generation equivalent to a net capacity of about 43 MW.

Puna Complex

LocationPuna district, Big Island, Hawaii
Generating Capacity38 MW
Number of Power PlantsTwo
TechnologyThe Puna plants utilize our geothermal combined cycle and binary systems. The plants use an air cooled system.
Subsurface ImprovementsSix production wells and five injection wells connected to the plants through a gathering system.
Major EquipmentThe first plant consists of ten OECs made up of ten binary turbines, ten steam turbines and two bottoming units along with the Balance of Plant equipment. The second plant consists of two OECs along with Balance of Plant equipment.
AgeThe first plant commenced commercial operation in 1993. The second plant was placed in service in 2011 and commenced commercial operation in 2012.
Land and Mineral RightsThe Puna complex is comprised of a private lease. The private lease is between PGV and KLP and it expires in 2046. PGV pays an annual rental payment to KLP, which is adjusted every five years based on the CPI.
The state of Hawaii owns all mineral rights (including geothermal resources) in the state. The state has issued a Geothermal Resources Mining Lease to KLP, and KLP in turn has entered into a sublease agreement with PGV, with the state’s consent. Under this arrangement, the state receives royalties of approximately three percent of the gross revenues.
Access to PropertyDirect access to the leased property is readily available via county public roads located adjacent to the leased property. The public roads are at the north and south boundaries of the leased property.
Resource InformationThe geothermal reservoir at Puna is located in volcanic rock along the axis of the Kilauea Lower East Rift Zone. Permeability and productivity are controlled by rift-parallel subsurface fissures created by volcanic activity. They may also be influenced by lens-shaped bodies of pillow basalt which have been postulated to exist along the axis of the rift at depths below 7,000 feet.

The distribution of reservoir temperatures is strongly influenced by the configuration of subsurface fissures and temperatures are among the hottest of any geothermal field in the world, with maximum measured temperatures consistently above 650 degrees Fahrenheit.
Resource CoolingThe resource temperature is stable.
Power PurchaserThree PPAs with HELCO (see “Supplemental Information” below).
PPA Expiration Date2027
FinancingThe Puna complex was financed through an operating lease, an ITC cash grant from the U.S. Treasury and the proceeds of the Northleaf transaction described above.
Supplemental InformationEnergy pricing under the PPA with HELCO is:

For the first on-peak 25 MW, based on HELCO's avoided cost.
For the next on-peak 5 MW, a flat rate of 11.8 cents per kWh escalating by 1.5% per year.
For the new on-peak 8 MW, 9 cents per kWh for up to 30,000 MWh/year and 6 cents per kWh above 30,000 MWh/year, escalated by 1.5% per year. We signed an agreement for the period between February 1, 2017 and December 31, 2017 that waives the 30,000 kWh threshold requirements such that the price for energy delivered during on-peak hours will be 6 cents per kWh regardless of the amount of MWh delivered. We recently extended the waiver until the end of 2018.
For the first off-peak 22 MW, based on HELCO’s avoided cost.

The off-peak energy above 22 MW is dispatchable:
1.For the first off-peak 5 MW, a flat rate of 11.8 cents per kWh escalating by 1.5% per year.
2.For the energy above 27 MW and up to 38 MW, 6 cents per kWh escalating by 1.5% per year.
The capacity payment for the first 30 MW $160 kW/year for the first 25 MW and $100.95 kW/year for the additional 5 MW. For the new eight MW power plant the annual capacity payment is $2 million.

Steamboat Complex
LocationSteamboat, Washoe County, Nevada
Generating Capacity70 MW
Number of Power PlantsSix (Steamboat 2 and 3, Burdette (Galena 1), Steamboat Hills, Galena 2 and Galena 3).
TechnologyThe Steamboat complex utilizes a binary system (except for Steamboat Hills, which utilizes a single flash system). The complex uses air and water cooling systems.
Subsurface Improvements25 production wells and 12 injection wells connected to the plants through a gathering system.
Major EquipmentNine individual air-cooled OECs and one water-cooled OEC, and one steam turbine together with the Balance of Plant Equipment.

AgeThe power plants commenced commercial operation in 1992, 2005, 2007 and 2008. During 2008, the Rotoflow expanders at Steamboat 2 and 3 were replaced with four turbines manufactured by us.
Land and Mineral RightsThe total Steamboat area is comprised of 41% private leases, 41% BLM leases and 18% private land owned by us. The leases are held by production. The scheduled expiration dates for all of these leases are after the end of the expected useful life of the power plants.
The complex’s rights to use the geothermal and surface rights under the leases are subject to various conditions, as described above in “Description of Our Leases and Lands”.
We have easements for the transmission lines we use to deliver power to our power purchasers.
Resource InformationThe resource temperature at the lower area averages 270 degrees Fahrenheit. The resource at Steamboat Hills averages 325 degrees Fahrenheit.
The Steamboat geothermal field is a typical basin and range geothermal reservoir. Large and deep faults that occur in the rocks allow circulation of ground water to depths exceeding 10,000 feet below the surface. Horizontal zones of permeability permit the hot water to flow eastward in an out-flow plume.
The Steamboat Hills and Galena 2 power plants produce hot water from fractures associated with normal faults. The rest of the power plants acquire their geothermal water from the horizontal out-flow plume.
The water in the Steamboat reservoir has a low total solids concentration. Scaling potential is very low unless the fluid is allowed to flash which will result in calcium carbonate scale. Injection of cooled water for reservoir pressure maintenance prevents flashing.
Resource CoolingThe Steamboat Hills area resource temperature decline rate is 4°F per year and the Lower Steamboat decline rate is 3°F per year.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted pursuant to the leases.
Sources of Makeup WaterWater is provided by condensate and the local utility.
Power PurchaserSierra Pacific Power Company (for Steamboat 2 and 3, Burdette (Galena1), Steamboat Hills, and Galena 3) and Nevada Power Company (for Galena 2).
PPA Expiration DateSteamboat 2 and 3 — 2022, Burdette (Galena1) — 2026, Steamboat Hills — 2018, Galena 3 — 2028, and Galena 2 — 2027.
FinancingFinancings were fully paid.
Supplemental information

In 2017 we ceased operation of a well due to pump failures and connected a cooler well that created a significant reduction in the temperature compared to last year.  

Tungsten Mountain (U.S.)
LocationChurchill County, Nevada
Generating Capacity26 MW
Number of Power PlantsOne
TechnologyThe Tungsten Mountain power plant utilizes an air cooled binary system.

Subsurface ImprovementsFour production and three injection wells are connected to the power plant.
Major EquipmentOne air cooled OEC with the Balance of Plant equipment.
AgeThe power plant commenced commercial operation on December 1, 2017.
Land and Mineral RightsThe Tungsten Mountain area is comprised of BLM land.
Resource InformationThe project exploits blind resource (no hot springs or fumaroles) in an area of complex faulting associated with the range front fault on the western side of Edwards Creek Valley. Wells are 1,650 to 4,500 feet deep. Production temperature is approximately 290 degrees Fahrenheit with measured high permeability.
Resource CoolingThe resource temperature is stable.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted in leases from BLM.
Power PurchaserSCPPA PPA until 2043.
FinancingCorporate funds during construction.
Tuscarora Power Plant
Location 

Elko County, Nevada

Generating Capacity18 MW
Number of Power PlantsOne
TechnologyThe Tuscarora power plant utilizes a water cooled binary system.
Subsurface ImprovementsFour production and six injection wells are connected to the power plant. A fifth production well is planned for 2018 and should be in place in early 2018.
Major EquipmentTwo water cooled OECs with the Balance of Plant equipment.
AgeThe power plant commenced commercial operation on January 11, 2012.
Land and Mineral RightsThe Tuscarora area is comprised of private and BLM leases.
The leases are currently held by payment of annual rental payments, as described above in “Description of Our Leases and Lands”.

The plant’s rights to use the geothermal and surface rights under the leases are subject to various conditions, as described above in “Description of Our Leases and Lands”.

Resource InformationThe Tuscarora geothermal reservoir consists of an area of approximately 2.5 square miles. The reservoir is contained in both Tertiary and Paleozoic (basement) rocks. The Paleozoic section consists primarily of sedimentary rocks, overlain by tertiary volcanic rocks. Thermal fluid in the native state of the reservoir flows upward and to the north through apparently southward-dipping, basement formations. At an elevation of roughly 2,500 feet with respect to mean sea level, the upwelling thermal fluid enters the tertiary volcanic rocks and flows directly upward, exiting to the surface at Hot Sulphur Springs.
The average resource temperature is 332 degrees Fahrenheit.

Resource CoolingWe expect gradual decline in the cooling trend from two degrees Fahrenheit per year in the next two to three years, to less than one degree Fahrenheit per year over the long term.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted in leases from BLM.
Sources of Makeup WaterWater is provided from five water makeup wells.
Power PurchaserNevada Power Company
PPA Expiration Date2032
FinancingOFC 2 Senior Secured Notes, ITC cash grant from the U.S. Treasury and the OrLeaf transaction.
Supplemental informationDue to the drought years, supply of make-up water for the plant cooling system is declining. With the increase in ambient temperatures, during the summer months we have experienced shortfall at levels that required at certain times reduction in plant generation. At the beginning of 2018 a new well started production.  Cooling water supply continues to curtail production in the summer.
Foreign OperatingPower Plants
The following descriptions summarize certain industry metrics for our foreign operating power plants:
Amatitlan Power Plant (Guatemala)
LocationAmatitlan, Guatemala
Generating Capacity20 MW
Number of Power PlantsOne
TechnologyThe Amatitlan power plant utilizes an air cooled binary system and a small back pressure steam turbine (one MW).
Subsurface ImprovementsSix production wells and two injection wells connected to the plants through a gathering system.
Major EquipmentTwo OECs and one steam turbine together with the Balance of Plant equipment.
AgeThe plant commenced commercial operation in 2007.
Land and Mineral RightsTotal resource concession area (under usufruct agreement with INDE) is for a term of 25 years starting in April 2003. Leased and company owned property is approximately 3% of the concession area. Under the agreement with INDE, the power plant company pays royalties of 3.5% of revenues up to 20.5 MW generated and 2% of revenues exceeding 20.5 MW generated.
The generated electricity is sold at the plant fence. The transmission line is owned by INDE.
Resource InformationThe resource temperature is an average of 518 degrees Fahrenheit.
The Amatitlan geothermal area is located on the north side of the Pacaya Volcano at approximately 5,900 feet above sea level.
Hot fluid circulates up from a heat source beneath the volcano, through deep faults to shallower depths, and then cools as it flows horizontally to the north and northwest to hot springs on the southern shore of Lake Amatitlan and the Michatoya River Valley.

Resource CoolingApproximately two degrees Fahrenheit per year.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted pursuant to the lease agreement.
Power PurchasersINDE and another local purchaser.
PPA Expiration DateThe PPA with INDE expires in 2028.
FinancingSenior secured limited recourse project finance loan from Banco Industrial S.A. and Westrust Bank (International) Limited.
Bouillante power plant (Guadeloupe)
LocationGuadeloupe, a French territory in the Caribbean
Generating Capacity15 MW
Number of Power PlantsOne
TechnologyThe Bouillante power plant uses direct steam turbines.
Subsurface ImprovementsTwo production wells and one injection well connected to the plant through a gathering system.
Major EquipmentTwo steam turbines together with the Balance of Plant equipment.
AgeThe first turbine commenced commercial operation in 1995 and the second turbine commenced operation in 2004.
Land and Mineral RightsGeothermal concession of roughly 24 square miles valid through April 30, 2050. Facilities located on land held in fee, as well as long-term leases and easements.
Resource InformationThe resource temperature is an average of 485 degrees Fahrenheit. Production comes from a fault that extends from the mountain into the ocean.
Resource CoolingThe resource temperature is stable.
Access to PropertyDirect access to site through public roads.
Power PurchaserEDF pursuant to a PPA.
PPA Expiration DateDecember 31, 2030.
FinancingCorporate funds
Supplemental information80% of the project is owned jointly by Ormat and CDC allocated 75% to Ormat and 25% to CDC. Ormat and CDC will gradually increase their combined interest in the project to 85% and Sageos will hold the remaining balance.
We plan to convert two idle wells to injection wells to improve reservoir pressure support.

Olkaria III Complex (Kenya)

LocationNaivasha, Kenya
Generating Capacity139 MW
Number of Power PlantsFour (Plant 1, Plant 2, Plant 3 and Plant 4).
TechnologyThe Olkaria III complex utilizes an air cooled binary system.

Subsurface Improvements18 production wells and five injection wells connected to the plants through a gathering system.
Major Equipment13 OECs together with the Balance of Plant equipment.
AgePlant 4 commenced commercial operation in January 2016, Plant 3 in January 2014 and Plant 2 in April 2013. The first phase of Plant 1 commenced operation in 2000 and the second phase in 2009.
Land and Mineral RightsThe total Olkaria III area is comprised of government leases. A license granted by the Kenyan government provides exclusive rights of use and possession of the relevant geothermal resources for an initial period of 30 years, expiring in 2029, which initial period may be extended for two additional five-year terms. The Kenyan Minister of Energy has the right to terminate or revoke the license in the event work in or under the license area stops during a period of six months, or there is a failure to comply with the terms of the license or the provisions of the law relating to geothermal resources. Royalties are paid to the Kenyan government monthly based on the amount of power supplied to the power purchaser and an annual rent.
The power generated is purchased at the metering point located immediately after the power transformers in the 220 kV sub-station within the power plant, before the transmission lines, which belong to the utility.
Resource InformationThe average resource temperature is 570 degrees Fahrenheit.
The Olkaria III geothermal field is on the west side of the greater Olkaria geothermal area located at approximately 6,890 feet above sea level within the Rift Valley.
Hot geothermal fluids rise up from deep in the northeastern portion of the concession area, penetrating a low permeability zone below 3,280 feet above sea level to a high productivity, two-phase zone identified between 3,280 and 4,270 feet above sea level.
Resource CoolingThe resource temperature is stable.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted pursuant to the lease agreement.
Power PurchaserKPLC
PPA Expiration DatePlant 2 - 2033, Plant 1 - 2034, Plant 3 - 2034 and Plant 4 - 2036
FinancingSenior secured project finance loan from OPIC and a subordinated loan from DEG.
Supplemental informationWe are planning to add additional 10 MW that will come online during 2018.
Platanares (Honduras)
LocationCopan, Honduras
Generating Capacity35 MW
Number of Power plantsOne
TechnologyThe Platanares power plant utilizes an air cooled binary system.

Subsurface ImprovementsFour production wells and two injection wells connected to the plant through a gathering system.
Major EquipmentTwo OECs together with the Balance of Plant equipment.
AgeThe plant commenced commercial operation in September 2017.
Land and Mineral RightsThe Platanares site is located within a geothermal concession granted by the Department of Energy, Natural Resources, Environment, and Mines (SERNA) on fee land owned by GeoPlatanares and on land leased from various private and public entities. The concession conveys to GeoPlatanares the right to exploit the geothermal resources contained within. The transmission corridor consists of easement agreements between GeoPlatanares and various private and public entities.
Resource InformationThe Platanares site is located along a narrow river valley in western Honduras. The field is covered mostly by Miocene volcanic deposits.  Numerous boiling hot springs and fumaroles emit along active faults along an area around two miles in length.  The geothermal reservoir is supported by highly fractured volcanic and metasedimentary rock units. Wells are less than 800 meters deep. Production temperature is 352 degrees Fahrenheit with high productivity.
Resource CoolingThe resource temperature is stable.
Access to PropertyPublic roads provide access to the Platanares site. In order to improve access for heavy equipment and large loads, GeoPlatanares has entered into a lease agreement with a private landowner for a small segment of road linking two leased parcels
Power PurchaserENEE pursuant to a PPA.
PPA Expiration Date2047
FinancingCorporate funds.
Supplemental InformationWe hold the assets, including the project’s wells, land, permits and a PPA, under a BOT structure for 15 years from the date the Platanares plant commenced commercial operation on September 26, 2017. A portion of the land on which the project is located is held by us through a lease from a local municipality.  The lease is subject to approval by the Honduran Congress because the term of the lease exceeds the term in office of the relevant municipal government.  Our project subsidiary has commenced the necessary steps to obtain such approval.
We are negotiating project finance debt that will be provided by the OPIC. The financing is expected to be signed and closed following the fulfillment of certain conditions precedent set forth in the loan documents.
Sarulla– SIL and NIL 1(Indonesia)
LocationTapanuli Utara North Sumatra Namura I Langit area, Indonesia.
OwnershipSOL is a consortium consisting of Medco Energi Internasional Tbk, Inpex Corporation, Itochu Corporation, Kyushu Electric Power Co. Inc., and one of our indirect wholly owned subsidiaries that holds a 12.75% interest.
Generating CapacityCurrently two phases (SIL and NIL 1) are operating with a total capacity of approximately 220 MW (Ormat’s ownership share is approximately 28 MW). Ormat’s own equipment is producing approximately 40% of the power.

Number of Power plantsTwo (SIL and NIL 1)
TechnologyIntegrated Geothermal Combined Cycle Unit comprised of one back pressure steam turbines and six OECs for each phase (together two steam turbines and 12 OECs.
Subsurface ImprovementsAbout 16 production wells and the same number of injection wells are connected to the plant through a gathering system.
Major EquipmentTwo pressure steam turbines and 12 OECs together with its ancillary systems as well as field separation systems; sub-station, internal HV transmission line and other Balance of Plant equipment.
AgeSIL and NIL 1 power plants commenced commercial operation in March and October 2017, respectively.
Land and Mineral RightsMost of the above ground land for the project was acquired from private owners with some land leased from governmental agencies. Mineral rights are state owned with special agreement for its usage by the project.
Resource InformationTwo field areas, NIL and SIL host a steam-liquid-dominated system. Previously drilled wells have temperatures from 275°C to 310°C. Currently most wells are flowing at an average rate of about 750T/Hr per well which is sufficient for over 20 MW electrical production.
Resource CoolingSince the project commenced operation the resource temperature has been stable.
Access to PropertyAccess to property for the project has been secured.
Power Purchaser30-year Energy Sales Contract with PLN (the state electric utility)
PPA Expiration Date2047
FinancingIn May 2014, SOL reached financial closing on $1.17 billion to finance the development of the Sarulla project with a consortium of lenders comprised of JBIC, the Asian Development Bank and six other commercial banks. The project company obtained construction and term loans under a limited recourse financing package backed by political risk guarantee from JBIC.
Supplemental InformationThe Sarulla project is owned and operated by the consortium members under the framework of a JOC and ESC. Under the JOC, PT Pertamina Geothermal Energy, the concession holder for the project, has provided the consortium with the right to use the geothermal field, and under the ESC, PLN, the state electric utility, will be the off-taker at Sarulla for a period of 30 years.
In addition to our equity holdings in the consortium (12.75%), we provided (under a separate supply contract) the initial conceptual design, the control system and the OECs for the Sarulla power plant.
We are progressing with construction of the third phase, NIL 2, as discussed below.

Zunil Power Plant (Guatemala)
LocationZunil, Guatemala
Generating Capacity23 MW (see “Supplemental Information” below for information on current generating capacity)
Number of Power PlantsOne
TechnologyThe Zunil power plant utilizes an air cooled binary system.
SubsurfaceSix production wells and two injection wells are connected to the plant through a gathering system.
Major EquipmentSeven OECs together with the Balance of Plant equipment.
AgeThe Zunil power plant commenced commercial operation in 1999.
Land and Mineral RightsThe land owned by the Zunil power plant includes the power plant, workshop and open yards for equipment and pipes storage.
Pipelines for the gathering system transit through a local agricultural area’s right of way acquired by us.
The geothermal wells and resource are owned by INDE.
The power generated by the Zunil power plant is sold at our property line; power transmission lines are owned and operated by INDE.
Resource InformationThe Zunil geothermal reservoir is hosted in Tertiary volcanic rocks which include overly fractured granodiorite. Production wells produce a reservoir from 536-572 degrees Fahrenheit to a depth of approximately 2,860 to 4,300 feet. A shallow steam cap exists in the production area of the field, and most of the wells produce high enthalpy fluid due to the presence of two-phase conditions in their feed zones. The wells target northwest- and northeast-trending fractures for permeability. These fractures are also thought to control upwelling from the volcanically-heated source. The upwelling fluids form a steam cap, and fluids and steam reach the surface along fractures, forming springs and fumaroles throughout the geothermal field.
Resource CoolingThe resource temperature is stable.
Access to PropertyDirect access to public roads.
Power PurchaserINDE
PPA Expiration Date2034
Supplemental InformationIn January 2014, we signed an amendment to the PPA with INDE to extend its term by 15 years until 2034.
The PPA amendment also transfers operation and management responsibilities of the Zunil geothermal field from INDE to Ormat for the term of the amended PPA in exchange for an increase in tariff. Additionally, INDE exercised its right under the PPA to become a partner in the Zunil power plant and to hold a three percent equity interest.
The power plant generates approximately 16 MW due to lack of sufficient geothermal resources. We successfully improved the heat supply and gradually increased the generation capacity. We expect that this improvement and the increased tariff will increase the energy portion of revenues.

According to the PPA amendment, payments for the Zunil plant will be made as follows:
1.   Capacity payment:
a.Until 2019, the capacity payment will be calculated based on a 24 MW generating capacity regardless of the actual performance of the power plant.
b.From 2019 and thereafter, the capacity payment will be based on actual delivered capacity and the capacity rate will be reduced.
2.   Energy payment:
a.From 2014 until 2034, the energy payment will include a geothermal field operation and maintenance rate based on actual delivered energy in addition to the energy rate on actual delivered energy.
b.From 2019 and thereafter, the energy rate on delivered energy will increase and will compensate the reduction in the capacity rate.

 

(9)85% of the Bouillante power plant is owned jointly by Ormat and CDC allocated 75% to Ormat and 25% to CDC.

Projects

(10)We hold the Platanares assets, including the project’s wells, land, permits and a PPA, under Constructiona BOT structure for 15 years from the date the Platanares plant commenced commercial operation on September 26, 2017. A portion of the land on which the project is located is held by us through a lease from a local municipality. 

(11) The Sarulla complex is experiencing a reduction in generation due to well field issues at the NIL power plants.

(12) The Olkaria complex experienced significant curtailments from the local off-taker that reduced generation in 2020.

(13) Under the Heber South contract the parties have six months notice termination right.

Future Projects

 

Projects Released for Construction

 

We have several projects in various stages of construction, including threesix projects that we have fully released for construction and three projectsone project that areis in initial stagesthe early stage of construction.  In 2020, due to COVID-19 and other factors, we saw continuous delays in getting all relevant permits and as a result we are seeing continuous delays in the expected COD.

 

The following is a description of projects in the U.S., Kenya and Indonesia that were released for, and are in different stages of, construction. These projects are expected to have a total geothermal generating capacity of 72between 82 MW (representingand 87 MW (representing our interest). In addition, we are planning to add 4 and one solar PV projects with a total of 20 MW to the Brady complex, as described above..

 

McGinness Hills Phase 3 (U.S.)

Project Name

 

Expected Size (MW)

Technology

Customer

Expected COD

Current Condition

  
Location

Heber Complex

Lander County, Nevada

11

Geothermal air-cooled binary system

SCE and SCPPA

H1 2022

Permitting, engineering and procurement ongoing. Manufacturing and construction commenced.

  
Projected Generating Capacity

CD4

48 

30

Geothermal air-cooled binary system

SCPPA - 16 MW
Silicon Valley Clean Energy - 7 MW
Monterey Bay Community Power - 7 MW

Q1 2022

Engineering and procurement commenced

  
Projected Technology

McGinness Hills Expansion

The power plant will utilize an air cooled

8

Geothermal air-cooled binary system.system

SCPPA

H1 2021

Construction is in progress 

  
Condition

Dixie Meadows

12

Geothermal air-cooled binary system

SCPPA

End 2021

Engineering and procurement is ongoing, and drilling is in process.are ongoing. Delays due to permitting 

  
Subsurface Improvement

Tungsten Mountain 2

We plan to drill five new production wells

11

Geothermal air-cooled binary system

SCPPA

H2 2022

Engineering and three injection wells.procurement have commenced 

  
Land and Mineral RightsThe McGinness Hills site is comprised of private and BLM leases.

Wister solar

The leases require annual rental payments, as described above in “Description of Our Leases and Lands”.
 The rights to use the geothermal

20 AC

solar PV

SDG&E

H2 2021

Engineering and surface rights under the leases are subject to various conditions, as described above in “Description of Our Leases and Lands”.procurement ongoing

  
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted in leases from BLM. 
  
Resource Information

Carson Lake

The McGinness Hills geothermal reservoir is contained within a network10 - 15

Geothermal air-cooled binary system

No PPA

TBD

Early stage of fractured rocks over an area of at least three square miles.  The reservoir is contained in both Tertiary intrusive and Paleozoic sedimentary (basement) rocks.   The thermal fluids within the reservoir are inferred to flow upward through the basement rocks along the NNE-striking faults at several fault intersections.  The thermal fluids then generally outflow laterally to the NNE and SSW along the NNE-striking faults.  No modern thermal manifestations exist at McGinness Hills, although hot spring deposits encompass an area of approximately 0.25 square miles and indicate a history of surface thermal fluid flow.  The resource temperature averages 335 degrees Fahrenheit and the fluids are sourced from the reservoir at elevations between 2,000 to 5,000 feet below the surface.construction

 

59
39


Power PurchaserSCPPA.
FinancingCorporate finance.
Projected OperationBy the end of 2018.
Supplemental InformationWestern Watersheds Project (WWP) filed a notice of appeal and petition for standing with respect to a BLM decision approving Addendum 2 to Operation Plan & Utilization Plan for the MGH project. The appeal alleges that the BLM decision authorizing construction and operation of MGH Phase 3 causes harm to WWP and its members by allowing degradation of the wildlife habitat of the Greater sage-grouse in that area.
Olkaria III – Plant 1 Repowering (Kenya)
LocationNaivasha, Kenya
Projected Generating Capacity10 MW
Projected TechnologyThe power plant will utilize an air cooled binary system.
ConditionEngineering and manufacturing are completed. Plant construction is ongoing. The power plant is planned to be on line early in 2018
Subsurface ImprovementTwo wells were drilled successfully in 2017.
Land and Mineral RightsThe Olkaria III site is comprised of government leases. See description above under “Olkaria III Complex”.
Resource InformationThe Olkaria III geothermal field is located on the west side of the greater Olkaria geothermal area within the Rift Valley at approximately 6,890 feet above sea level.
Hot geothermal fluids rise up from deep in the northeastern portion of the concession area through low permeability at a shallow depth to a high productivity two-phase region from 3,280 to 4,270 feet above sea level.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted pursuant to the lease agreement.
Power PurchaserKPLC.
FinancingCorporate finance.
Projected OperationIn the second half of 2018.
Supplemental InformationWe plan to add an additional OEC to the existing Olkaria III Plant 1. The electricity generated from the new unit will be sold under the Olkaria III Plant 1 PPA.

Sarulla NIL 2 (Indonesia)
LocationTapanuli Utara North Sumatra Namura I Langit area, Indonesia.
OwnershipSOL is a consortium consisting of Medco Energi Internasional Tbk, Inpex Corporation, Itochu Corporation, Kyushu Electric Power Co. Inc., and one of our indirect wholly owned subsidiaries that holds a 12.75% interest.
Projected Generating CapacityOne phase, NIL 2, has a total projected generating capacity of approximately 110 MW (Ormat’s share is approximately 14 MW).
Projected TechnologyIntegrated Geothermal Combined Cycle Unit comprised of one back pressure steam turbine and six OECs.
ConditionThe first two phases (SIL and NIL 1, with a combined generating capacity of 220 MW) commenced commercial operation in March and October 2017, respectively. For the third phase, NIL 2, engineering, procurement and construction work at the site are in progress and all of Ormat’s equipment has been delivered and installed. Drilling for the third phase is still ongoing and the project has achieved to date, based on preliminary estimates, 100% of the required production and injection capacity.
Land and Mineral RightsMost of the aboveground land for the project was acquired from private owners with some land leased from governmental agencies. Mineral rights are state owned with special agreement for its usage by the project.
Resource InformationTwo field areas, NIL and SIL host a steam-liquid-dominated system. Previously drilled wells have temperatures from 275°C to 310°C. Currently most wells are flowing at an average rate of about 750T/Hr per well which is sufficient for over 20 MW electrical production.
Access to PropertyAccess to property for the project has been secured.
Power Purchaser30-year Energy Sales Contract with PLN (the state electric utility)
FinancingIn May 2014, SOL reached financial closing on $1.17 billion to finance the development of the project with a consortium of lenders comprised of JBIC, the Asian Development Bank and six other commercial banks. Under this financing, the project company obtained construction and term loans under a limited recourse financing package backed by political risk guarantee from JBIC.
Projected OperationNIL 2 will be commissioned in two stages. Approximately 80 MW will be commissioned in the first quarter of 2018 and approximately 30 MW will be commissioned by mid-April 2018.
Supplemental InformationThe Sarulla project is owned and operated by the consortium members under the framework of a JOC and ESC. Under the JOC, PT Pertamina Geothermal Energy, the concession holder for the project, has provided the consortium with the right to use the geothermal field, and under the ESC, PLN, the state electric utility, is the off-taker at Sarulla for a period of 30 years.

In addition to our equity holdings in the consortium, we designed the Sarulla power plant and supplied our OECs to the power plant.

The project has missed a few milestones defined under the loan documents but has received waivers from the lenders and the project is currently in compliance with the lenders’ requirements. The project experienced delays in field development and cost overruns resulting from delays and excess drilling costs. Due to the cost overrun in drilling, the lenders have requested from the sponsors to commit to contributing additional equity. The sponsors have agreed, and financing documents were revised to reflect this request. With respect to our role as a supplier, all contractual milestones under the supply agreement were achieved.

The following is a description of projects in California and Nevada with an expected total generating capacity of 42 MW that are in an initial stage of construction:

Carson Lake Project (U.S.)
LocationChurchill County, Nevada
Projected Generating Capacity10 MW
Projected TechnologyThe Carson Lake power plant will utilize a binary system.
ConditionInitial stage of construction.
Subsurface ImprovementsWe drilled one well in 2016 that did not meet our commercial criteria and another in 2017 that tested favorably. Planning is in process for next steps including a flow test to evaluate reservoir volume.
Land and Mineral RightsThe Carson Lake project site is comprised of BLM leases.
The leases are currently held by the payment of annual rental payments, as described above in “Description of Our Leases and Lands.”
Ormat holds the leases under the initial extension of the primary term which expires in 2021. An additional extension of the primary term may be filed in 2021 for an additional 5 years. If commercial production occurs during either of these periods, the leases will be extended for 35 years with the possibility of additional extension for 55 years. The project’s rights to use the geothermal and surface rights under the leases are subject to various conditions, as described above in “Description of Our Leases and Lands”.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted in leases from BLM.
Resource InformationThe expected average temperature of the resource cannot be estimated as field development has not been completed yet.
Power PurchaserSCPPA.
PPA Expiration Date2043
FinancingCorporate funds.

Projected OperationWe are currently continuing with drilling activity and based on these results, we will evaluate the next development steps for the project and its COD.
Supplemental InformationWe signed a Small Generator Interconnection Agreement with NV Energy in December 2017.
CD4 Project (Mammoth Complex) (U.S.)
LocationMammoth Lakes, California
Projected Generating Capacity25 MW
Projected TechnologyThe CD4 power plant will utilize an air cooled binary system.
ConditionInitial stage of construction.
Subsurface ImprovementsWe have completed two production wells, one of which was previously considered an injection well. In 2017 we drilled a core well to begin baseline monitoring, as required by our permit. Continued drilling is planned for 2018.
Land and Mineral RightsThe Mammoth complex is comprised mainly of BLM leases, which are held by production and are subject to a unitization agreement.
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted pursuant to the leases.
Resource InformationThe expected average temperature of the resource is 350-370 degrees Fahrenheit.
Power PurchaserWe have not executed a PPA.
FinancingCorporate funds.
Projected Operation2020, subject to PPA execution.
Supplemental InformationWe signed a Wholesale Distribution Access Tariff Cluster Large Generator Interconnection Agreement with SCE in December 2017.

Tungsten Mountain Solar (U.S.)

LocationChurchill County, Nevada
Projected Generating Capacity7 MW AC (8.5 MW DC)
Projected TechnologySolar PV
ConditionDevelopment (engineering and permitting)
LandThe Tungsten Mountain Solar site is comprised of BLM leases
Access to PropertyDirect access to public roads from the leased property and access across the leased property are provided under surface rights granted in leases from BLM.
Power PurchaserSCPPA
PPA Expiration Date2043
FinancingCorporate funds
Projected OperationBy the end of 2018

Supplemental InformationWe plan to install Solar PV systems in the Tungsten Mountain geothermal power plant to reduce internal (i.e. parasitic) load.
We are in the process of amending the Tungsten Mountain geothermal Large Generator Interconnection Agreement with NV Energy to reflect this addition of solar PV systems.

Future Projects

 

Projects under Various Stages of Development that were not Released for Construction

 

We also have projects under various stages of development in the U.S., GuadeloupeUnited States and Kenya.Guadeloupe. We expect to continue to explore these and other opportunities for expansion so long as they continue to meet our business objectives and investment criteria.

 

The following is a description of the projects currently under various stages of development and for which we are able to estimate their expected generating capacity. Upon completion of these projects, the generating capacity of our geothermal projects would increase by approximately 73between 68 MW to 7873 MW (representing our interest) and solar PV projects with a total of 20 MW . However, we prioritize our investments based on their readiness for continued construction and expected economics and therefore we are not planning to invest in all of such projects in 2018.2021.

Project

 

Location

 

Technology

 

Size (MW)

 

Customer

 

Expected COD

           

Bouillante power plant

 

Guadeloupe

 

Geothermal

 

10

 

Under discussion with EDF

 

2023

           

Steamboat solar

 

Nevada, U.S.

 

solar PV

 

10 AC

 

SCPPA

 

2022/2023

           

North Valley

 

Nevada, U.S.

 

Geothermal

 

30

 

TBD

 

2022

           

Puna Expansion

 

Hawaii, U.S.

 

Geothermal

 

8

 

HELCO

 

2022

           

Ijen

 

Indonesia

 

Geothermal

 

15-20 (1)

 PLN 

2023

           

Zunil

 

Guatemala

 

Geothermal

 

5

 

ENEE

 

2022

           

Tungsten Solar 2

 

Nevada, U.S.

 

solar PV

 

4 AC

 

SCPPA

 2022
           

Brady Solar

 

Nevada, U.S.

 

solar PV

 

6 AC

 

SCPPA

 2022

(1) The size of the project reflects Ormat's 49% interest share in the project

 

Bouillante power plant (Guadeloupe)

We are planning to increase the capacity of theBouillanteproject by an additional 10 MW. The power plant currently sells its electricity under a 15-year PPA with EDF that was entered into in February 2016 and allows us to sell up to 14.75 MW.We expect this expansion to be completed in 2020, subject to PPA execution.

Menengai Project (Kenya)

On November 3, 2014, our majority owned Kenyan subsidiary (Project Company) signed a 25-year PPA with KPLC and a project implementation and steam supply agreement (PISSA) with GDC for the 35 MW Menengai geothermal project in Kenya. The Project Company is owned by Ormat (51%), Symbion Power LLC (24.5%) and Civicon Ltd. (24.5%).

Under the PISSA, the Project Company will finance, design, construct, install, operate and maintain the 35 MW Menengai steam power plant on a build-own-operate (BOO) basis for 25 years. GDC, which is wholly owned by the Kenyan government, will develop the geothermal resource, supply the steam for conversion to electricity and maintain the geothermal field through the term of the agreement. The Project Company expects to start construction upon financial closing.

Puna Enhancement Project (Hawaii)

We are planning to replace 10 old steam units with two new OECs and to upgrade the existing auxiliary equipment. This upgrade will increase the Puna complex generating capacity by 8 MW to 46 MW. We have entered into negotiations with HELCO to secure a PPA for increased generation during the original term of the existing PPAs and to extend the period beyond 2027. We expect the upgrade to be completed by late 2019 or early 2020.

Dixie Meadows

We are currently developing the 15 MW to 20 MW Dixie Meadows geothermal power plant in Churchill County, Nevada. Following evaluation of drilling results, we have concluded that injection wells should be located in an area which is currently designated as protected land. We are exploring ways to remove the federal designation. Until we complete this process, we have put this project on hold.

Steamboat Solar

We are planning to develop a 5 MW Solar PV project on the site of the Steamboat geothermal complex. We plan to install Solar PV systems to reduce internal consumption loads.

Future Prospects

 

We have a substantial land position that is expected to support future development and on which we have started or plan to start exploration activity. When deciding whether to continue holding lease rights and/or to pursue exploration activity, we diligently prioritize our prospective investments, taking into account resource and probability assessments in order to make informed decisions about whether a particular project will support commercial operation.

 

As a result, duringDuring fiscal year 2017,2020, we discontinued exploration activitiesholding a lease at fourone prospect at Mary's River, Nevada and we moved one prospect to construction (Tungsten Mountain 2) and one prospect (North Valley) to development. In 2019 we discontinued holding two prospects the Ungaran prospect in Indonesia, Glass Buttes - Midnight Point in Oregon,at Glamis, California and Tuscarora - Phase 2 and Don A. Campbell - phase 3 in Nevada.at Lake View, Oregon. We added twothree new prospects in 2017,2020, in the Tungsten Mountain – Phase 2United States and Twin Buttes in Nevada.Indonesia.

 

Our current land position is comprised of various leases, concessions and private land for geothermal resources of approximately 264,000254,000 acres in 3241 prospects including the following:

 

Nevada (15)(21)

 

1.

1

Alum

Exploration studies in progress;Under exploration drilling;

2.

2

Baltazor

Under exploration drilling;drilling;

3.

3

Colado

Under exploration drilling;Exploration studies in progress;

4.

4

Dixie Comstock

Exploration studies in progress;progress;

5.

Edwards Creek5

Under exploration drilling;

6.

Horsehaven (formerly Beowawe)

Exploration studies in progress;

7.

NorthCrescent Valley

Exploration studies in progress;progress;

8.

6

Dixie Meadows 2

Exploration studies in progress;

7

Lone Mountain (formerly Emigrant)

Exploration studies in progress;

8

Gerlach

Exploration studies in progress;

9

Whirlwind (formerly Horsehaven)

Exploration studies in progress;

10

Juniper (Formerly North Valley)

Exploration studies in progress;

11

Lee Hot Springs

Exploration studies in progress;

12

Mason

Exploration studies in progress;

13

McGee

Exploration studies in progress;

14

New York Canyon

Exploration studies in progress;Under exploration drilling;

9.15

Pearl Hot Springs

Lease acquired but no further action has been taken yet;Exploration studies in progress;

10.16

Ruby ValleyPinto Hot Springs

Lease acquired but no further action has been taken yet;Exploration studies in progress;

11.17

Rawhide

Exploration studies in progress;

18

Rhodes Marsh

Exploration studies in progress;progress;

12.19

South Brady

Exploration studies in progress;Lease aquired but no further actions has been taken yet

13.20

Trinity

Exploration studies in progress;

14.

Tungsten Mountain – PhaseTuscarora 2

Assessment for future expansion; and

15.21

Twin Buttes

Lease acquired but no further action has been taken yet.Under exploration studies.

 

 

California (3)(4)

 

1.

1

GlamisGeysers

Exploration studies in progress;progress;

2.

2

Rhyolite Plateau

Exploration studies in progress; andprogress;

3.

3

Sandpiper

Exploration studies in progress; and

4

Truckhaven

Exploration studies in progress.progress.

 

 

Oregon (2)

 

1.

1

Crump GeyserGeysers

Under exploration drilling;Exploration studies in progress; and

2.

2

Lakeview/ Goose LakeVale

Exploration studies in progressprogress.

 

 

New Mexico (1)

 

1.

Rincon

Exploration studies in progress.progress.

 

 

Utah (2)

 

1.

1

Baily Mountain (Formerly Roosevelt Hot Springs)

Exploration studies in progress; and

2

Pavant

Exploration studies in progress;progress.

2.

Roosevelt Hot Springs

Exploration studies in progress.

 

 

Guatemala (2)

 

1.

Amatitlan Phase II

Exploration studies in progress;progress; and

2.

Tecumburu

Waiting for additional land acquisition.

Guadeloupe (1)

1.Bouillante

Exploration studies in progress.progress.

 

 

New Zealand (1)

 

1.

Tikitere

Signed BOT agreement; exploratory drillingexploration activity is pending resource consent acceptance.on hold.

 

 

Honduras (1)

 

1.

San Ignacio (12 Tribes)

Exploration studies in progress.progress.

Madagascar (1)

1.AntsirabeExploration studies in progress.

Indonesia (2)

1.

Bitung

Under exploration drilling; and

2.

Wapsalit

Under Exploration drilling.

 

 

Ethiopia (4)

 

1.

Boku

Under exploration studies;

2.

Dofan

Under exploration studies;

3.

Dugumo Fango

Under exploration studies; and

4.

Shashamane

Under exploration studies;studies.

Storage Projects

In addition to our Geothermal activity, we are currently working to develop energy storage projects in the U.S. including the following:

ACUA

We are developing a 1 MW/1 MWh behind the meter energy storage system that will be installed in the Atlantic County Utility Authority’s (ACUA) wastewater treatment plant in Atlantic City, New Jersey. We will own and operate the battery energy storage systems to create energy savings for ACUA, including by participating in PJM’s frequency regulation market. Commercial operation is expected in March 2018.

Stryker and Plumstead

We are developing two 20 MW/20 MWh IFM energy storage systems. The Stryker project is located near Allentown, NJ and the Plumsted project is  located near Trenton, NJ. We are acting as EPC lead and owner and operator of both projects. The energy storage systems will participate in PJM’s frequency regulation market.

 

Operations of our Product Segment

 

Power Units for Geothermal Power Plants.

We design, manufacture, and sell power units for geothermal electricity generation, which we refer to as OECs. Our customers include contractors and geothermal plant owners and operators.

 

The power units are usually paid for in installments, in accordance with milestones set forth in the supply agreement. Sometimes we agree toWe also provide the purchaser with spare parts (or alternatively, with a non-exclusive license to manufacture such parts)(either upon their request or our recommendation). We provide the purchaser with at least a 12-month warranty for such products. We usually also provide the purchaser (often upon receiptwith performance guarantees (usually in the form of advances made by the purchaser) with a guarantee,standby letters of credit), which partially terminates upon delivery of the equipment to the site and terminates in full at the end of the warranty period. The guarantees are typically supported by letters of credit.

 

Power Units for Recovered Energy-Based Power Generation.Generation

We design, manufacture, and sell power units used to generate electricity from recovered energy or so-called “waste heat”. Our existing and target customers include interstate natural gas pipeline owners and operators, gas processing plant owners and operators, cement plant owners and operators, and other companies engaged in other energy-intensive industrial processes. We have two different business modelsmanufacture and sell the power units for this product line.recovered energy-based power generation to third parties for use in “inside-the-fence” installations or otherwise. Our customers include gas processing plant owners and operators, cement plant owners and operators and companies in the process industry.

The first business model, which is similar to the model utilized in our geothermal power generation business, consists of the development, construction, ownership, and operation of recovered energy-based generation power plants. Pursuant to this business model, we enter into agreements to purchase industrial waste heat, and long-term PPAs with off-takers to sell the electricity generated by the REG unit that utilizes such industrial waste heat. The power purchasers in such cases generally are investor-owned electric utilities or local electrical cooperatives. This is the business model for our OREG 1, 2, 3 and 4 power plants.

Pursuant to the second business model, we construct and sell the power units for recovered energy-based power generation to third parties for use in “inside-the-fence” installations or otherwise. Our customers include gas processing plant owners and operators, cement plant owners and operators and companies in the process industry.

 

Remote Power Units and other Generators.Generators

We design, manufacture and sell fossil fuel powered turbo-generators with capacities ranging from 200 watts to 5,000 watts, which operate unattended in extreme hot or cold climate conditions. The remote power units supply energy to remote unmanned installations and along communications lines and provide cathodic protection along gas and oil pipelines. Our customers include contractors installing gas pipelines in remote areas. In addition, we manufacture and sell generators, including heavy duty direct current generators, for various other uses. The terms for sale of the turbo-generators are similar to those for the power units we produce for power plants.

 

EPC of Power Plants.Plants

We engineer, procure and construct, as an EPC contractor, geothermal and recovered energy power plants on a turnkey basis, using power units we design and manufacture. Our customers are geothermal power plant owners as well as our target customers for the sale of our recovered-energy based power units described above. Unlike many other companies that provide EPC services, we believe we have anthat our advantage is in that we are using our own manufactured equipment and thus have better quality and control over the timing and delivery of equipment and related costs. The consideration for such services is usually paid in installments, in accordance with milestones set forth in the EPC contract and related documents. We usually provide performance guarantees or(usually in the form of standby letters of creditcredit) securing our obligations under the contract. Upon delivery of the plant to its owner, such guarantees are replaced with a warranty guarantee, usually for a period ranging from 12 to 36 months. The EPC contract usually places a cap on our liabilities for failure to meet our obligations thereunder.

  

In connection with the sale of our power units for geothermal power plants, power units for recovered energy-based power generation, remote power units and other generators, we enter into sales agreements, from time to time, with sales representatives for the marketing and sale of such products pursuant to which we are obligated to pay commissions to such representatives upon the sale of our products in the relevant territory covered by such agreements by such representatives or, in some cases, by other representatives in such territory.

 

Our manufacturing operations and products are certified ISO 9001, ISO 14001, American Society of Mechanical Engineers, and TÜV, and we are an approved supplier to many electric utilities around the world.world.

 

Backlog

 

We have a product backlog of approximately $243.0$33.4 million as of February 26, 2018,24, 2021, which includes revenues for the period between January 1, 20182021 and February 26, 2018,24, 2021, compared to $251.0$141.9 million as of February 27, 2017,25, 2020, which included revenues for the period between January 1, 20172020 and February 27, 2017.

COVID 19 on our business as described in Item 7 of this Annual Report on Form 10-K.

 

The following is a breakdown of the Product segment backlog amount (in $ millions) by countries as of March 1, 2018 ($February 24, 2021:

Country

Backlog Amount

Percentage of Backlog

Germany

10.3 

 

30.8 

%

Guatemala

8.0 

 

24.0 

%

New Zealand

5.9 

 

17.7 

%

Chile

6.8 

 

20.4 

%

Israel

0.9 

 

2.7 

%

Turkey

0.4 

 

1.2 

%

Others

1.1 

 

3.3 

%

Total

33.4 

 

100 

%

The following is a breakdown of the Product segment backlog by technology as of February 24, 2021:

 

% of Total Backlog

Latest Expected Completion

Geothermal 

96.00%

2021

Recovered Energy 

0.2%

2021

Generators

1.9%

2021

Other 

1.9%

2021

Operations of our Energy Storage Segment

Storage Projects

In addition to our Geothermal activity, we own and operate as well as working to develop energy storage projects in millions):the United States including the following:

Under operation

 

 

Expected

Completion

of the

Contract

 

Sales Expected to

be Recognized in

2018

  

Sales Expected

to be

Recognized in

the years

following 2018

  

Expected Until

End of Contract

 
              

Geothermal

2019

  177.5   57   234.5 

Recovered Energy

2018

  0.9   0.0   0.9 

Other

2018

  7.6   0.0   7.6 

Total

  186.0   57.0   243.0 

Project Name

Customer

Location

Size (MW)

Duration (hours)

Type of contract

ACUA

PJM

NJ

1

1

Merchant

Plumsted

PJM

NJ

20

1

Merchant

Stryker

PJM

NJ

20

1

Merchant

Hinesburg

ISONE

VT

2

2.5

Merchant

Rabbit Hill

ERCOT

TX

10

1.0

Merchant

Pomona

SCE/CAISO

CA

20

4.0

Capacity PPA and Merchant

Total

  

73

  

Under construction and development

Project Name

Customer

Location

Size (MW)

Duration (hours)

Type of contract

Expected COD

Vallecito

CAISO and SCE

CA

10

4

Capacity PPA and Merchant

Q2 2021

Tierra Buena

CAISO, RCEA and VCE

CA

5

4

Capacity PPA and Merchant

Q4 2021

Upton

ERCOT

TX

25

1

Merchant

Q4 2021

Andover

PJM

NJ

20

1

Merchant

Q1 2022

Howell

PJM

NJ

7

1

Merchant

Q2 2022

Energy Storage Pipeline

For an energy storage prospect to move into the EPC phase, it requires  site control, an executed interconnection agreement, permits from all authorities and a viable financial model. We have a substantial pipeline of approximately 1.2 GW of projects in different stages of development for future development in the United States that  we expect to commission between 200 MW and 300 MW by 2023.

 

Competition

     Electricity Segment

 

In our Electricity segment, we face competition from geothermal power plant owners and developers as well as other renewable energy providers.

In our Product segment, we face competition from power plant equipment manufacturers and system integrators as well as engineering or projects management companies.

As we implement our new strategic plan, we will face competition from a number of sources, many of which may have resources, industry experience, market acceptance or other advantages we do not have. For example, expanding into new technologies, such as energy storage, or new markets, such as C&I, will involve competition from companies that already have established businesses in those technologies and markets as well as companies seeking to acquire established businesses and other new market entrants like us.

    Electricity Segmentdevelopers.

 

Competition in the Electricity segment is particularly markedoccurs in the very early stage of eitherdevelopment and in advanced stages when obtaining a PPA. The early stage is primarily obtaining the rights to the resource for development of future projects or acquiring a site already in a more advanced stage of development. Once we or other developers obtain such rights or own a power plant, competition is limited. From time to time and in different jurisdictions competing geothermal developers become our customers in the Product segment.

  

Our main competitors in the geothermal sector in the U.S.United States are CalEnergy, Calpine Corporation, Terra-Gen Power LLC, Enel Green Power S.p.AS.p.A., Cyrq Energy Inc. and other smaller pure play developers. Outside the U.S.,United States, in many cases our competitors are companies that are gaining experience developing geothermal projects in their own countries such as Mercury (formerly Mighty River Power) and Contact Energy in New Zealand, and local developers and steam turbine manufacturers in Indonesia. Some of our competitors are now seeking to take the local experience they have gained and develop geothermal projects in other countries. These competitors include Energy Development Corporation from the Philippines and Enel Green Power from Italy. Some Turkish developers are also focusing on the international market. Additionally, we face competition from small country-specific companies.companies and smaller pure play geothermal developers.

 

In obtaining new PPAs, we also face competition from companies engaged in the power generation business from other renewable energy sources, such as wind power, biomass, solar power and hydro-electrichydroelectric power. In the last few years, competition from the wind andUnited States we primarily compete against solar power generation industries has increased significantly.combined with energy storage. We also face competition from existing geothermal power plants as they are re-contracted.

 

As a geothermal company, we are focused on niche markets where our baseload and flexibility advantages can allow us to develop competitive projects.

 

In the demand response markets, our Viridity business competes primarily with specialized demand management providers rather than with the traditional curtailment service providers. Viridity differentiates itself from its competitors by its proprietary software and analytical strengths, wider use cases, customer base, business model, and market presence.

The energy storage and energy management space is comprised of many companies divided into different verticals and sub verticals like OEMs, integrators, battery management systems, energy management systems, battery producers, power conversion systems, DER system design and optimization, micro grids design, monitoring and control and companies that are realizing storage assets' economic value through the optimization of storage assets' operation in real time electricity markets. Our proprietary software, analytical operational platform and significant differentiated experience in storage operation and integration with electricity markets, allow us to provide multiple value streams (value stacking) from a single storage installation. We have continued and plan to continue to grow our Viridity business in these markets.     

Product Segment

In our Product segment, we face competition from power plant equipment manufacturers and system integrators as well as engineering or project management companies.

 

Our competitors among power plant equipment suppliers are divided into high enthalpyby technology, steam turbines and low enthalpy competitors.binary power plant manufacturers. Our main high enthalpysteam turbine competitors are industrial steam turbine manufacturers such as Mitsubishi Hitachi Power Systems,Heavy Industries, Fuji Electric Co., Ltd. and Toshiba Corporation of Japan, GE/Nuovo Pignone brand and Ansaldo Energia of Italy.As noted above, in 2015, we signed a strategic collaboration agreement with one of these competitors, Toshiba Corporation.

 

Our low enthalpybinary technology competitors are binary systems manufacturers using the Organic Rankine CycleORC such as Fuji Electric Co., Ltd of Japan, Exergy of Italy, Mitsubishi Hitachi Power Systems (whichHeavy Industries through Turboden, TICA, a Chinese air conditioning company that acquired Turboden) and recentlyItalian Exergy, Egesim, a Turkish electrical contractor who is collaborating with Atlas Copco mainly in the Turkish market. and internationally, and Kaishan, a compressor manufacturer from China who develops its own projects. While we believe that we have a distinct competitive advantage based on our accumulated experience and current worldwide share of installed binary generation capacity (which is approximately 85%82%), an increase in competition, which we are currently experiencing, has started to impactaffect our ability to secure new purchase orders from potential customers. The increased competition led to a reduction in the prices that we are able to charge for our binary equipment, which in turn impacted our profitability.

 

In the REG business, our competitors are other Organic Rankine CycleORC manufacturers (such as GE, Exergy and Mitsubishi/Turboden), manufacturers that use Kalina technology (such as Geothermal Energy Research & Development Co., Ltd in Japan), other manufacturers of conventional steam turbines and small developers of small scale ORCs.

 

Currently, none of our competitors competecompetes with us in both the Electricity and the Product segments.

 

In the case of proposed EPC projects we also compete with other service suppliers, such as project/engineering companies.companies or EPC contractors.

Energy Storage Segment

In our Energy Storage segment, we face significant competition from companies that already have established businesses in those technologies and markets as well as companies seeking to acquire established businesses and other new market entrants like us.

In the demand response markets, our Viridity business competes primarily with specialized demand management providers and traditional curtailment service providers. Viridity differentiates itself from its competitors by its proprietary software and analytical strengths, wider use cases, customer base, business model, and market presence.

The energy storage space is comprised of many companies divided into different verticals and sub verticals like independent power producers, project developers, system integrators, EPC contractors , component suppliers (e.g. batteries, inverters, control software, and balance of plant), scheduling coordinators, etc. Our proprietary software, analytical operational platform and experience in energy storage operation and integration with electricity markets, as well as our engineering and system integration capabilities, allow us to provide multiple value streams (commonly referred to as value stacking) from a single storage installation. We have continued and plan to continue to grow our energy storage business in these markets.

 

Customers

 

All of our revenues from the sale of electricityElectricity in the year ended December 31, 20172020 were derived from fully-contracted energy and/or capacity payments under long-term PPAs with governmental, andpublic or private utility entities. Southern California Edison, Sierra Pacific Power Company and Nevada Power Company (subsidiaries of NV Energy), HELCO, SCPPA and KPLC accounted for 4.3%, 18.1%, 5.5%, 10.1% and 15.9%The percentage of total revenues respectively, forabove 5% is detailed in the year ended December 31, 2017.table below:

Utility

% of total revenues for the year ended

December 31, 2020

SCPPA   (U.S.)

20.6%

NV Energy   (U.S.)

17.5%

KPLC   (Kenya)

16.4%

 

Based on publicly available information, as of December 31, 2017,2020, the issuercredit ratings of Southern California Edison, HELCO, Sierra Pacific Power Company, Nevada Power Company, SCPPA, Pacific Gas & Electric and EDF wereour rated electric utility customers are as set forth below:below:

 

Issuer

Standard & Poor’sPoor’s Ratings Services

Moody’sMoody’s Investors Service Inc.

Southern California Edison

BBB+ (Stable)BBB (Negative)

A2Baa2 (Stable)

HELCO

BBB- (Stable)(Positive)

RatingRatings withdrawn

Sierra Pacific Power Company

A (Stable)

Baa1 (Stable)

Nevada Power Company

A (Stable)

Baa1 (Stable)

SCPPA

BBB+ (Stable)

Aa2 (Stable)

Pacific, Gas and ElectricPG&E

A- (Watch Negative)BB- (Negative)

A2 (Rating under review)B1 (Stable)

EDF

A- (Negative)BBB+ (Stable)

A3 (Stable)(Negative)

 

The credit ratings of any power purchaser may change from time to time. There is no publicly available information with respect to the credit rating or stability of the power purchasers under the PPAs for our foreign power plants other than EDF (France).

While we have historically been able to collect on substantially all of our receivable balances, we have received late payments and have amounts overdue from KPLC in Kenya related to our Olkaria III Complex and from ENEE in Honduras related to our Platanares power plant. We believe we will be able to collect all past due amounts.

 

Our revenues from the Product segment are derived from contractors, or owners, or operators of power plants, process companies, and pipelines.

 

Our revenues from the Energy Storage segment is derived from selling energy, capacity and/or ancillary services in merchant markets like PJM, ISO New England, ERCOT and CAISO. We are pursuing the projects that will serve entities, such as investor owned utilities, publicly owned utilities and community choice aggregators.

 

Raw Materials, Suppliers and Subcontractors

 

In connection with our manufacturing activities, we use raw materials such as steel and aluminum. We do not rely on any one supplier for the raw materials used in our manufacturing activities, as all of these raw materials are readily available from various suppliers.suppliers.

 

We use subcontractors for some of the manufacturing activities with respect to our products components and for construction activities with respect to our power plants, which allows us to expand our construction and development capacity on an as-needed basis. We are not dependent on any one subcontractor and expect to be able to replace any subcontractor or assume such manufacturing and construction activities ourselves, if necessary or desirable, without adverse effect to our operations.operations.

 

Employees

 

As of December 31, 2017,2020, we employed 1,3031,402 employees, of which 527whom 572 were located in Israel, 585 were located in the U.S., 579 were located in IsraelUnited States and 197245 were located in other countries. We expect that any material future growth in the number of our employees will be mainlygenerally attributable to the purchase and/or development of new power plants. and energy storage facilities.

 

As of December 31, 2017,2020, the only employees that are represented by a labor union are the employees of our recently acquired Bouillante power plant located in Guadeloupe. The employees in Guadeloupe are represented by the Confédération Générale du Travail de Guadeloupe. We have never experienced any labor dispute, strike or work stoppage. We considerbelieve that our relations with our employees to be satisfactory. We believe our future success will depend on our continuing ability to hire, integrate, and retain qualified personnel.

In the U.S., we currently do not have employees represented by unions recognized by the Company under collective bargaining agreements. However, a union filed a petition with the NLRB seeking to organize the operations and maintenance employees at the Puna complex.  A global settlement was reached with the union in February 2016 in which the union withdrew their petition and all issues were settled and closed. are positive.

 

We have no collective bargaining agreements with respect to our Israeli employees. However, by order of the Israeli Ministry of Economy and Industry, the provisions of a collective bargaining agreement between the Histadrut (the General Federation of Labor in Israel) and the Coordination Bureau of Economic Organizations (which includes the Industrialists Association) may apply to some of our Israeli non-managerial, finance and administrative, and sales and marketing personnel. This collective bargaining agreement principally concerns cost of living pay increases, length of the workday, minimum wages and insurance for work-related accidents, annual and other vacation, sick pay, and determination of severance pay, pension contributions, and other conditions of employment. We currently provide such employees with benefits and working conditions, which are at least as favorable as the conditions specified in the collective bargaining agreement.agreement.

We believe that our success depends in large part on our ability to recruit, develop and retain a productive and engaged workforce. Accordingly, investing in our employees, focusing on safety, offering competitive compensation and benefits, promoting a diverse workforce, adopting forward thinking human capital management practices and community outreach are critical elements of our corporate strategy.

Investing in our Employees. We strive to provide employees at all levels with benefits that express our level of appreciation and care for employee well-being.

Safety. The health and safety of our employees, subcontractors, the public and the environment is an overarching priority for us. We manage risks by identifying, assessing and managing risks in our facilities and offices that we own and operate. We promote safety awareness and values and our goal is to report, analyze, learn and improve performance in order to reduce the number of incidents. We also work to continuously improve our safety performance and to instill a workplace safety culture. We also conduct quality, environment, health and safety audits of our plants and facilities on a periodic basis.

Competitive Compensation and Benefits. We strive to ensure that our employees receive fair and competitive compensation and benefits, including, for most of our employees, paid maternity or paternity leave, sponsorship of learning opportunities, health care insurance, sick leave benefits and coverage in the event of disability and/or infirmity, among others. At times, benefits are made available to part-time and temporary employees as well. All our global employees are entitled to retirement and pension benefits at or beyond the legally required level of employer contribution in the relevant country of operation, including access to 401(k) plans in the U.S. We fully cover retirement and pension plan liabilities in relevant countries of operation with our general resources. All current employees in Israel who are entitled to benefits in the event of termination or retirement in accordance with the Israeli Government sponsored programs are provided with limited non-pension benefits.

Diversity Initiatives. We strive to provide a diverse and inclusive working environment, where people are respected and feel a sense of belonging regardless of their race, nationality, gender, age, religion or sexual orientation. Our offices, manufacturing plants and power plants are in multiple jurisdictions and our global workforce operates across many different beliefs.  We are committed to local employment at all our operational and manufacturing locations. While our first and foremost consideration of a potential candidate is professional skills and overall qualifications for the position, we work with several organizations in the U.S. to help us present opportunities to ethnic minorities and veterans for open positions. Furthermore, we are committed to eliminating any form of discrimination in our hiring and employment termination practices and ensuring that all employees are adequately accommodated and treated equally.

Employee Development. We focus on creating opportunities for employee education, development and training. Our training opportunities include relevant professional as well as soft skills to help our employees improve their performance and expand their horizons. We have annual performance reviews for most of our employees.

Response to the COVID-19 Pandemic. In response to the COVID-19 pandemic, we acted quickly to put social distancing mechanisms in place to protect our employees while maintaining and enhancing business activity during this global crisis. We did not lay off any employees due the Covid-19 Pandemic, except for in the ordinary course of business. We also launched an outreach plan to support communities where we do business such as addressing the reduced availability of food to vulnerable populations and providing medical and personal protective equipment to local communities’ healthcare workers across the globe. Throughout this global pandemic, we will continue following stringent protective measures necessary to safeguard the health, and safety of our employees. This includes adhering to all government regulations and maintaining clear, comprehensive plans and protective measures for employees who work in our energy plants, manufacturing facilities, offices and elsewhere.

 

Insurance

 

We maintain physical damage and business interruption insurance, casualty insurance, including the perils of flood, volcanic eruption, earthquake and windstorm, cyber coverage, and primarygeneral and excess liability, insurance,pollution legal liability, control of wells,well, drilling rigs, construction all risk,risks, as well as customary worker’sworker’s compensation and automobile, marine transportation insurance and such other commercialcommercially available insurance as is generally carried by companies engaged in similar businesses and owning similar properties in the same general areas as us or as may be required by any ofus. Such insurance covering our PPAs, leases, financing arrangements, or other contracts. To the extent any such casualty insurance covers both usproperties extends to Ormat and/or our power plants, and any other person and/owned, controlled, direct or plants, weindirect affiliated or associated companies, subsidiary companies or corporations in amounts generally have specifically designated as applicable solely to us and our power plants “all risk” property insurance coverage in an amount based upon the estimated replacement value and maximum foreseeable loss of our power plantsfacilities (provided that certain perils including earthquake, volcanic eruption and flood coverage may be subject to sublimit and/or annual aggregate limits depending on the type and location of the power plant)facility) and business interruption insurance coverage in an amount that also varies from power plantlocation to power plant.location.

 

We generally purchase certain insurance policies to cover our equity exposure to certainspecified political risks involved in operating in developing countries. We hold and maintain a global political risk insurance program for three years covering the significant political risk we identified as described below.risks at certain of our locations. This global program is issued by the global lead insurers in the private sector. Currently we hold such insurance for our Zunil, Amatitlan, Olkaria, Platanares and Sarulla operating power plants. Such insurance policies generally cover, subject to the limitations and restrictions contained therein, losses derived from a specified governmental act, such as confiscation, expropriation, riots,political violence, and the inability to convert local currency into hard currency and, in certain cases, the breach of agreements with governmental entities, up toin approximately 90% of our book net equity investment.

 

Regulation of the Electric Utility Industry in the United States

 

The following is a summary overview of the electric utility industry and applicable federal and state regulations and should not be considered a full statement of the law or all issues pertaining thereto.thereto.

 

PURPA

 

PURPA provides the owners of power plants certain benefits described below if a power plant is a “Qualifying Facility”. A small power production facility is a Qualifying Facility if: (i) the facility does not exceed 80 MW; (ii) the primary energy source of the facility is biomass, waste, renewable resources, or any combination thereof, and at least 75% of the total energy input of the facility is from these sources, and fossil fuel input is limited to specified uses; and (iii) the facility, if larger than one megawatt, has filed with FERC a notice of self-certification of qualifying status, or has filed with FERC an application for FERC certification of qualifying status that has been granted. The 80 MW size limitation, however, does not apply to a facility if (i) it produces electric energy solely by the use, as a primary energy input, of solar, wind, waste or geothermal resources; and (ii) an application for certification or a notice of self-certification of qualifying status of the facility was submitted to FERC prior to December 21, 1994, and construction of the facility commenced prior to December 31, 1999.

FERC's regulations under PURPAthereunder exempt owners of small power production Qualifying Facilities that use geothermal resources as their primary source and other Qualifying Facilities that are 30 MW or under in size from regulation under the PUHCA 2005, from many provisions of the FPA and from state laws relating to the financial, organization and rate regulation of electric utilities.

 

PURPA provides the owners of power plants certain benefits described below if a power plant is a “Qualifying Facility.” A small power production facility is a Qualifying Facility if: (i) the facility does not exceed 80 MW; (ii) the primary energy source of the facility is biomass, waste, geothermal, or renewable resources, or any combination thereof, and at least 75% of the total energy input of the facility is from these sources, and fossil fuel input is limited to specified uses; and (iii) the facility, if larger than one megawatt, has filed with FERC a notice of self-certification of qualifying status, or has been certified as a Qualifying Facility by FERC. The 80 MW size limitation, however, does not apply to a facility if (i) it produces electric energy solely by the use, as a primary energy input, of solar, wind, waste or geothermal resources; and (ii) an application for certification or a notice of self-certification of qualifying status of the facility was submitted to not later than December 31, 1994, and construction of the facility commenced not later than December 31, 1999.

With respect to the FPA, FERC's regulations under PURPA do not exempt from the rate provisions of the FPA sales of energy or capacity from Qualifying Facilities larger than 20 MW in size that are made (a) pursuant to a contract executed after March 17, 2006 that is not a contract made pursuant to a state regulatory authority’s implementation of PURPA or (b) not pursuant to another provision of a state regulatory authority’s implementation of PURPA. The practical effect of these regulations is to require owners of Qualifying Facilities that are larger than 20 MW in size to obtain market-based rate authority from FERC if they seek to sell energy or capacity other than pursuant to a contract executed on or before March 17, 2006 or pursuant to a state regulatory authority’s implementation of PURPA or pursuantPURPA. A sale to a provision of apublic utility under PURPA at state regulatory authority’s implementation of PURPA. Until that contract expires,approved avoided cost rates is terminated or is materially modified, a Qualifying Facility, under a PURPA contract executed prior to March 17, 2006, will not be required to file for authorization to charge for market based rates.generally exempt from FERC rate regulation.

 

In addition, provided that the purchasing electric utility has not been relieved from its mandatory purchase obligation, PURPA and FERC’sFERC’s regulations under PURPA require thatobligate electric utilities offer to purchase electricity generated byenergy and capacity from Qualifying Facilities at either the electric utility’s avoided cost or a rate based on the purchasing utility’s incremental cost of purchasing or producing energy (also known as “avoided cost”). However,negotiated rate. FERC's regulations under PURPA also allow FERC, upon request of a utility, to terminate a utility’s obligation to purchase energy from Qualifying Facilities upon a finding that Qualifying Facilities have nondiscriminatory access to either:to: (i) independently administered, auction-based day ahead, and real time markets for electric energy and wholesale markets for long-term sales of capacity;capacity and electric energy; (ii) transmission and interconnection services provided by a FERC-approved regional transmission entity and administered under an open-access transmission tariff that affords nondiscriminatory treatment to all customers, and competitive wholesale markets that provide a meaningful opportunity to sell capacity, including long-term and short-term sales, and electric energy, including longlong-term, short-term, and short term sales;real-time sales, to buyers other than the utility to which the Qualifying Facility is interconnected; or (iii) wholesale markets for the sale of capacity and electric energy that are at a minimum of comparable competitive quality as markets described in (i) and (ii) above. FERC regulations protect a Qualifying Facility’s rights under any contract or obligation involving purchases or sales that are entered into before FERC has determined that the contracting utility is entitled to relief from the mandatory purchase obligation. FERC has granted the request of California investor-owned utilities for a waiver of the mandatory purchase obligation for Qualifying Facilities larger than 20 MW in size and is currently re-evaluating the 20 MW threshold for such waiver as well as other aspects ofsize. In addition, FERC recently amended its PURPA regulations.regulations to reduce the rebuttable presumption that small power production facilities in organized markets have nondiscriminatory access to markets from 5 MW to 20 MW. Therefore, the California investor-owned utilities may have a basis to further reduce their mandatory purchase obligation.

 

We expect that our power plants in the U.S will continue to meet all of the criteria required for Qualifying FacilitiesFacility status under PURPA. However, since the Heber power plants have PPAs with Southern California Edison that require Qualifying Facility status to be maintained, maintaining Qualifying Facility status remains a key obligation. If any of the Heber power plants loses its Qualifying Facility status our operations could be adversely affected. Loss of Qualifying Facility status would eliminate the Heber power plantsplants’ exemption from the FPA and thus, among other things, the rates charged by the Heber power plants in the PPAs with Southern California Edison and SCPPA would become subject to FERC regulation. Further, it is possible that the utilities that purchase power from the power plants could successfully obtain a waiver of the mandatory-purchase obligation in their service territories. For example, the three California investor-owned utilities have received such a waiver from FERC for projects larger than 20 MW. If this occursa waiver of the mandatory purchase obligation is obtained, or if FERC reduces the 20 MW threshold or eliminates the mandatory purchase obligation, the power plants’ existing PPAs will not be affected, but the utilities will not be obligated under PURPA to renew or extend these PPAs or execute new PPAs upon the existing PPAs’ expiration, if the size is above the waiver threshold.expiration.

 

 

PUHCA

 

Under PUHCA 2005, the books and records of a utility holding company, its affiliates, associate companies, and subsidiaries are subject to FERC and state commission review with respect to transactions that are subject to the jurisdiction of either FERC or the state commission or costs incurred by a jurisdictional utility in the same holding company system. However, if a company is a utility holding company solely with respect to Qualifying Facilities, exempt wholesale generators, or foreign utility companies, it will not be subject to review of books and records by FERC under PUHCA 2005. Qualifying Facilities or exempt wholesale generators that make only wholesale sales of electricity are not subject to state commissionscommissions’ rate regulations and, therefore, in all likelihood would not be subject to any review of their books and records by state commissions pursuant to PUHCA 2005 as long as the Qualifying Facility is not part of a holding company system that includes a utility subject to regulation in that state.

 

FPA

 

Pursuant to the FPA, FERC has exclusive jurisdiction over the rates for most wholesale sales of electricity and transmission in interstate commerce. These rates may be based on a cost of service approach or may be determined on a market basis through competitive bidding or negotiation. FERC's regulations under PURPA exempt owners of small power production Qualifying Facilities that use geothermal resources as their primary source and other Qualifying Facilities that are 30 MWFERC can accept, reject or under in size from many provisions ofsuspend rates. The rates can be suspended for up to five months, at which point the FPA. If any of the power plants were to lose its Qualifying Facility status, such power plant couldrates become effective subject to the full scope of the FPA and applicable state regulations. The application of the FPA and other applicable state regulations to the power plants could require our power plants to comply with an increasingly complex regulatory regime that may be costly and greatly reduce our operational flexibility. Even if a power plant does not lose Qualifying Facility status, if a PPA with a power plant expires, is terminated or is materially modified, the owner of a Qualifying Facility power plant in excess of 20 MW will become subject to rate regulation under the Federal Power Act.

If a power plant in the U.S. were to become subject torefund. FERC’s ratemaking jurisdiction under the FPA as a result of loss of Qualifying Facility status and the PPA remains in effect, FERC may determine that the rates currently set forth in the PPA are not just and reasonable and may set can order refunds for rates that are lower than the rates currently charged. In addition, FERC may require that the power plant refund a portion of amounts previously paid by the relevant power purchaserfound to such power plant. Such events would likely result in a decrease in our future revenuesbe “unjust and unreasonable” or in an obligation to disgorge revenues previously earned by from the power plant, either of which would have an adverse effect on our revenues.“unduly discriminatory or preferential.”

 

Moreover, the loss of the Qualifying Facility status of any of our power plants selling energy to Southern California Edison could also permit Southern California Edison, pursuant to the terms of its PPA, to cease taking and paying for electricity from the relevant power plant and to seek refunds for past amounts paid and/or a reduction in future payments. In addition,

Additionally, FERC possesses civil penalty authority, up to approximately $1.3 million per violation of the lossFPA per day. FERC can also require the disgorgement of unjust profits earned in connection with such violations of the FPA and revoke the right of the power plants to make sales at market-based rates.

Under the Energy Policy Act of 2005, the FPA was supplemented to empower FERC to ensure the reliability of the bulk electric system. Such authority required that FERC assume both oversight and enforcement roles. Pursuant to its new directive, FERC certified the North American Electric Reliability Corporation as the nation’s Electric Reliability Organization (ERO) to develop and enforce mandatory reliability standards to address medium and long-term reliability concerns. Today, enforcement of the mandatory reliability standards, including the protection of critical energy infrastructure, is a substantial function of the ERO and of FERC, which may impose penalties of up to approximately $1.3 million a day for violating mandatory reliability standards. 

Thus, if any of the power plants were to lose Qualifying Facility status, the application of the FPA and other applicable state regulations to such power plants could require compliance with an increasingly complex regulatory regime that may be costly and greatly reduce our operational flexibility. Even if a power plant does not lose Qualifying Facility status, the owner of a Qualifying Facility/power plant in excess of 20 MW will become subject to rate regulation under the FPA for sales of energy or capacity pursuant to a contract executed after March 17, 2006 or not pursuant to a state regulatory authority’s implementation of PURPA. A decrease in existing rates or being ordered by FERC to pay refunds for rates found to be “unjust and unreasonable” or “unduly discriminatory or preferential” would likely result in the occurrence of an event of default under the indenture for the OFC Senior Secured Notes and the OrCal Senior Secured Notes and hence would give the indenture trustee the right to exercise remedies pursuant to the indenture and the other financing documents.a decrease in our future revenues.

 

 State Regulation

 

Our power plants in California, Nevada, Oregon, and Nevada,Idaho, by virtue of being Qualifying Facilities that make only wholesale sales of electricity, are not subject to rate, financial and organizational regulations applicable to electric utilities in those states. The power plants each sell or will sell their electrical output under PPAs to electric utilities (Sierra Pacific Power Company, Nevada Power Company, Southern California Edison, or SCPPA)SCPPA and Idaho Power Company). All of the utilities except SCPPA are regulated by their respective state public utilities commissions. Sierra Pacific Power Company and Nevada Power Company, which merged and are doing business as NV Energy, are regulated by the PUCN. Southern California Edison is regulated by the CPUC.CPUC.

 

Under HawaiiHawaiian law, non-fossil generators are not subject to regulation as public utilities. HawaiiHawaiian law provides that a geothermal power producer is to negotiate the rate for its output with the public utility purchaser. If such rate cannot be determined by mutual accord, the PUCH will set a just and reasonable rate. If a non-fossil generator in Hawaii is a Qualifying Facility, federal law applies to such Qualifying Facility and the utility is required to purchase the energy and capacity at its avoided cost. The rates for our power plant in Hawaii are established under a long-term PPA with HELCO.HELCO.

  

 

Environmental Permits

U.S. environmental permitting regimes with respect to geothermal projects center upon several general areas of focus. The first involves land use approvals. These may take the form of Special Use Permits or Conditional Use Permits from local planning authorities or a series of development and utilization plan approvals and right of way approvals where the geothermal facility is entirely or partly on BLM or U.S.United States Forest Service lands. Certain federal approvals require a review of environmental impacts in conformance with the federal National Environmental Policy Act. In California, some local permit approvals require a similar review of environmental impacts under a state statute known as the California Environmental Quality Act. These federal and local land use approvals typically impose conditions and restrictions on the construction, scope and operation of geothermal projects.projects.

 

The second category of permitting focuses on the installation and use of the geothermal wells themselves. Geothermal projects typically have three types of wells: (i) exploration wells designed to define and verify the geothermal resource, (ii) production wells to extract the hot geothermal liquids (also known as brine) for the power plant, and (iii) injection wells to inject the brine back into the subsurface resource. For example, in Nevada and on BLM lands in Nevada, California, Oregon, and Idaho, the well permits take the form of geothermal drilling permits for well installation. Approvals are also required to modify wells, including for use as production or injection wells. For all wells drilled in Nevada, a geothermal drilling permit must be obtained from the Nevada Division of Minerals. Those wells in Nevada to be used for injection will also require Underground Injection ControlUIC permits from the Nevada Division of Environmental Protection.Protection and Bureau of Water Pollution Control. All geothermal wells drilled in Oregon (except on tribal lands) require a geothermal well drilling permit from the Oregon Department of Geology and Mineral Industries. All geothermal wells drilled in Idaho require a well construction permit from the IDWR and injection wells also require UIC permitting through IDWR. Geothermal wells on private lands in California require drilling permits from the California Department of Conservation’sConservation’s DOGGR. The eventual designation of these installed wells as individual production or injection wells and the ultimate closure of any wells is also reviewed and approved by DOGGR pursuant to a DOGGR-approved Geothermal Injection Program.

 

A third category of permits involves the regulation of potential air emissions associated with the construction and operation of wells and power plants and surface water discharges associated with construction and operations activities. Generally, each well and plant requires a preconstruction air permit and storm water discharge permit before earthwork can commence. In addition, in some jurisdictions the wells that are to be used for production require, and those used for injection may require air emissions permits to operate. Internal combustion engines and other air pollutant emissions sources at the projects may also require air emissions permits. For our projects, these permits are typically issued at the state or county level. Permits are also required to manage storm water during project construction and to manage drilling mudsmud from well construction, as well as to manage certain discharges to surface impoundments,impoundment, if any.any.

 

A fourth category of permits, that are required in bothNevada, California, Oregon, and Nevada,Idaho, includes ministerial permits such as building permits, hazardous materials storage and management permits, and pressure vessel operating permits. We are also required to obtain water rights permits in Nevada if water cooling is being used at the power plant. In addition to permits, there are various regulatory plans and programs that are required, including risk management plans (federal and state programs) and hazardous materials management plans (in California).

 

In some cases, our projects may also require permits, issued by the applicable federal agencies or authorized state agencies, regarding threatened or endangered species, permits to impact wetlands or other waters and notices of construction of structures which may have an impact on airspace. Environmental laws and regulations may change in the future whichthat may modify the time to receive such permits and associated costs of compliance.

Our BESS projects are subject to similar permitting and regulatory compliance. requirements. All of our current BESS projects are located on privately owned land and may require ministerial permits from local agencies as described above or undergo a state environmental permitting process (e.g., under the California Environmental Quality Act) with the city or county as the lead permitting agency. Storage projects are also required to comply with all applicable federal, state, and local laws and regulations, and similar to geothermal projects, storage projects may require various regulatory plans and programs including emergency action plans and fire response plans.

 

As of the date of this report, all of the material environmental permits and approvals currently required for our operating power plants and BESS projects have been obtained. We sometimes experience regulatory delays in obtaining various environmental permits and approvals required for projects in development and construction. These delays may lead to increases in the time and cost to complete these projects. Our operations are designed and conducted to comply with applicable environmental permit and approval requirements. Non-compliance with any such requirements could result in fines and penalties and could also affect our ability to operate the affected project.project.

 

Environmental Laws and Regulations

 

Our facilities and operations are subject to a number of federal, state, local and foreign environmental laws and regulations relating to development, construction and operation. In the U.S, these may include the Clean Air Act, the Clean Water Act, the Emergency Planning and Community Right-to-Know Act, the Endangered Species Act, the National Environmental Policy Act, the Resource Conservation and Recovery Act, and related state laws and regulations.

  

Our geothermal operations involve significant quantities of brine (substantially, all of which we reinject into the subsurface) and scale, both of which can contain materials (such as arsenic, antimony, lead, and naturally occurring radioactive materials) in concentrations that exceed regulatory limits used to define hazardous waste. We also use various substances, including isopentane and industrial lubricants that could become potential contaminants and are generally flammable. Hazardous materials are also used in our equipment manufacturing operations in Israel. As a result, our projects are subject to domestic and foreign federal, state and local statutory and regulatory requirements regarding the generation, handling, transportation, use, storage, treatment, fugitive emissions, and disposal of hazardous substances. The cost of investigation and removal or remediation activities associated with a spill or release of such materials could be significant.significant. Hazardous materials are also used in our equipment manufacturing operations in Israel.

 

Although we are not aware of any mismanagement of these materials, including any mismanagement prior to the acquisition of some of our power plants that has materially impaired any of the power plant sites, any disposal or release of these materials onto the power plant sites, other than by means of permitted injection wells, could lead to contamination of the environment and result in material cleanup requirements or other responsive obligations under applicable environmental laws. We believe that at one time there may have been a gas station located on the Mammoth complex site, but because of significant surface disturbance and construction since that time further physical evaluation of the environmental condition of the former gas station site has been impractical. We believe that, given the subsequent surface disturbance and construction activity in the vicinity of the suspected location of the service station, it is likely that environmental contamination, if any, associated with the former facilities and any associated underground storage tanks would have already been encountered if they still existed.

 

Regulation Related to New ActivityEnergy storage activity

 

Our recent entry into theparticipation in energy storage space and planned provision ofin energy management and demand response and load shedding services require us to obtain and maintain certain additional authorizations and approvals.  These include (1) authorization from FERC to make wholesale sales of power,energy, capacity, and ancillary services at market-based rates, and (2) membership status with eligibility to serve designated contractual functions in the ISO/RTOs of PJM, the NYISO, and the ERCOT.  In the future, we may need to obtain and maintain similar membership and eligibility status with other ISO/RTOs in order to offer such services in their respective areas.

 

Regulation of the Electric Utility Industry in our Foreign Countries of Operation

 

The following is a summary overview of certain aspects of the electric industry in the foreign countries in which we have an operating geothermal power plant. As such, it should not be considered a full statement of the laws in such countries or all of the issues pertaining thereto.thereto.

 

Guatemala.

The General Electricity Law of 1996, Decree 93-96, created a wholesale electricity market in Guatemala and established a new regulatory framework for the electricity sector. The law created a new regulatory commission, the CNEE, and a new wholesale power market administrator, the AMM, for the regulationoperation and administration of the sector. The AMM is a private not-for-profit entity. The CNEE functions as an independent agency under the Ministry of Energy and Mines and is in charge of regulating, supervising, and controlling compliance with the electricity law, overseeing the market and setting rates for transmission services, and distribution to medium and small customers. All distribution companies must supply electricity to such customers pursuant to long-term contracts with electricity generators. Large customers can contract directly with the distribution companies, electricity generators or power marketers, or buy energy in the spot market. Guatemala has approved a Law of Incentives for the Development of Renewable Energy Power plants, Decree 52-2003, in order to promote the development of renewable energy power plants in Guatemala. This law provides certain benefits to companies utilizing renewable energy, including a 10-year exemption from corporate income tax and VAT on imports and customs duties. On September 16, 2008, CNEE issued a resolution whichthat approved the Technical Norms for the Connection, Operation, Control and Commercialization of the Renewable Distributed Generation and Self-producers Users with Exceeding Amounts of Energy. This Technical Norm was created to regulate all aspects of generation, connection, operation, control and commercialization of electric energy produced with renewable sources to promote and facilitate the installation of new generation plants, and to promote the connection of existing generation plants which have exceedingexcess amounts of electric energy for commercialization. It is applicable to projects with a capacity of up to 5 MW. At present, the General Electricity Law and the Law of Incentives for the Development or Renewable Energy Power Plants are still in force.

 

 

Kenya.

The electric power sector in Kenya is regulated by the Kenyan Energy Act.  Among other things, the Kenyan Energy Act provides for the licensing of electricity power producers and public electricity suppliers or distributors. KPLC is the onlymajor licensed public electricity supplier and has a virtual monopoly in the distribution of electricity in the country.country with the exception of a few off-grid, which have recently been licensed by the EPRA. The Kenyan Energy Act permits IPPs to install power generators and sell electricity to KPLC, which is owned by various private and government entities, and which currently purchases energy and capacity from other IPPs in addition to our Olkaria III complex. The electricity sector is regulated by the ERC which was createdEPRA under the Kenyan Energy Act. KPLC’s retail electricity rates are subject to approval by the ERC.EPRA. The ERCEPRA has an expanded mandate to regulate not just the electric power sector but the entire energy sector in Kenya. Transmission of electricity is now undertaken by KETRACO while another company, GDC, is responsible for geothermal assessment, drilling of wells and sale of steam for electricity operations to IPPs and KenGen.  Both KETRACO and GDC are wholly owned by the government of Kenya. Renewable energy dominated by geothermal, wind and, presently at a lower level, solar is  one of the key energy sub-sectors in Kenya contributing significantly to the overall energy mix as a result of the implementation of the feed-in- tariff policy by the Ministry of Energy. Under the new national constitution enacted in August 2010, formulation of energy policy (including electricity) and energy regulation are functions of the national government. However, the constitution lists the planning and development of electricity and energy regulation as a function of the county governments (i.e. the regional or local level where an individual power plant is or is intended to be located).

 

Indonesia.

The 2009 Electricity Law divided(as amended by the Indonesian Omnibus Law in 2020) divides  the power business into two broad categories: (1)(i) activities that supply electrical power, both public supply and captive supply (own use), such as electrical power generation, electrical power transmission, electrical power distribution and the sale of electrical power and (2)(ii) the activities involved in electrical power support such as serviceservices businesses (consulting, construction, installation, operation & maintenance, certification & training, testing etc.) and industry businesses (power tools & power equipment supply)supply electricity power supporting businesses). TheCurrently, power generation is dominated by PLN (state owned company), which controls around 70% of generating assets in Indonesia. Private sector participation is allowed through IPPs arrangement.an IPP scheme. IPP appointment mostly is most oftendone through tendertenders although IPPs can also be directly appointed or selected. The law2009 Electricity Law, as amended, provides PLN with priority rights to conduct itsthe electricity power business throughout Indonesia.nationwide. As the sole owner of transmission and distribution assets, PLN remains the only business entity involved in transmitting and distributing, although the 2009 Electricity Law, as amended,  allows for private participation. WhileThe Geothermal Law issued in 2014 (as also amended by the 2014 GeothermalIndonesian Omnibus Law in 2020), endorses private participation as Geothermal IPP, the Geothermalgeothermal IPP. The geothermal IPP appointment is done through tender held by the Central Government. The Central Governmentcentral government will also awardsaward the tender winner a Geothermal License.License (IPB). Accordingly, the Geothermal License holder willcan conduct exploration and feasibility studies within five years and subject to two one-year extensions, conduct well development and power plant construction and sell the electricity generated to PLN for a maximum of 30 years. Prior to the expiration of the Geothermal License, the IPP can propose to extend the license for anotheran additional 20 years. Starting in 2017, the regulatory framework with respect to tariffs is based on PLN's existing average cost of generation (known by its Indonesian acronym, BPP) with respect to the relevant local grid and excludescost of generation, excluding  transmission and distribution costs. The Indonesian Minister of Energy and Mineral Resources ("MEMR") releases each year a list of local BPPs for each region and thea national BPP (which is an average of the local BPPs). The BPPs for a particular year are based on PLN's previous year audited generation costs. For 2017,In 2019, the MEMR published BPP figures of year 2018. The national BPP was set at Rp 983983/kWh (equivalent to US$ cent 7.39/kWh at Rp 13,307/US$) based on 86 US$ per kWh. The MEMR did not publish PLN's 2016 audited generation costs.

For 2020, the regulation was not clear and has been revoked, but the general interpretation is that for geothermal projects in Sumatera, Java and Bali islands, the tariff is measured as follows: (i) if the local BPP is higher than the national BPP, the maximum tariff is the local BPP, (ii) if the local BPP is lower than or the same as the national BPP, the tariff iswill be determined based on mutual agreement between PLN and the IPP.IPP, regardless of the BPP figures in those regions. The central government is currently assessing preparing a draft presidential regulation that is expected to amend the tariff mechanism for renewable IPPs, including geothermal. The latest plan to adopt a Feed in Tariff scheme for Geothermal and Renewable Energy IPP is to revert to the previous geographically based ceiling tariff regime, with an added dimension of the timing of achieving commercial operation date.

 

 

Guadeloupe

.

EDF is the transmission and distribution utility in Guadeloupe and also operates a significant portion of Guadeloupe’s fossil fuel energy generation. There are also a number of IPPs in Guadeloupe, primarily producing renewable electricity. The electricity sector in Guadeloupe is regulated by the Commission Regulation of Energy (CRE), which also regulates EDF’s operations in mainland France and its other overseas territories. The electricity sector in Guadeloupe is characterized by both enabling features and obstacles with respect to renewable energy. One of the most influential enabling features is a French law requiring the utility to purchase power from any interconnected renewable generator. The major obstacle preventing further uptake of renewable electricity generation is the cap on variable generation at 30% of instantaneous system load. According to the multi-annual energy program (PPE) for Guadeloupe, the island aims to reach total energy independence by 2030. The program outlines the development schedule with an emphasis on  solar, wind and geothermal growth for the years 2023-2026. The PPE also predict a geothermal installed capacity of 78MW for the year 2028.

 

Honduras.  

In 2014, Honduras approved its new Law of Electrical Industry (Decree 404-2013)404-2013, and its Regulation, published in the Official Newspaper on November 18, 2015; and by Executive Accord 07-2015), which provides the legal framework for the electricity sector and replaces the previous Electricity Subsector Framework Law (Decree 158 of 1994, regulated by Accord 934 of 1997).   The Law establishes technology-specific auctions for renewable energy. It creates the Regulatory Commission of Electric Power (CREE) as the entity in charge of supervising the bidding processes and the awarding of PPAs. The CREE is also responsible for granting study permits for the construction of generation projects that use renewable natural resources. Permits will have a maximum duration of two years, and will be revoked if no studies have been initiated within a period of six months and the reports required by the CREE have not been submitted. The new Law also establishes that all new capacity must be contracted through auctions and that the government can set a minimum quota for renewables in each auction. With respect to metering, after previous regulation applied legal incentives to renewable energy metering, the new law mandates utilities to buy excess power and credit it towards monthly bills and to install bi-directional meters. 

 

Among others, the objectives of the law are to adapt the electricity sector’ssector’s legislation to the Framework Treaty for the Central American Electricity Market, which Honduras is a party to, and update the operating rules in the country’s electricity industry by incorporating structures and modern practices to increase the sector’s efficiency and competency in the production and marketing of electricity services.

 

With the passage of this new law, Honduras is moving into a new and open market.  Under this legislation, all aspects of the market have been opened to private parties. This legislation is still being implemented within the market.

 

Honduras has also approved a Law of Incentives for Renewable Energy Projects, Decree 70-2007, further amended by Decree 138-2013, with additional incentives to solar PV projects, etc.  The purpose, as in other countries of the region, is to promote the development of renewable energy power plants.  Laws provide certain benefits to companies that generate power through renewable sources, including a 10-year exemption from corporate income tax and VAT on imports and customs duties, a fast track process for certain permits and a Sovereign Guaranty by the Central Government for the payments of the off-taker, the Public Utility Company, ENEE.  At present, the Law of the Electrical Industry and the Laws of Incentives for Renewable Energy Projects are still in force.

 

 

ITEM 1A. RISK FACTORS

 

Because ofThe following risk factors should be read carefully in connection with evaluating us and this Annual Report on Form 10-K. Certain statements in “Risk Factor” are forward-looking statements. See “Cautionary Note Regarding Forward-Looking Statements” elsewhere in the following factors, as well as other variables affecting our business, operating results or financial condition, past financial performance may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results or trends in future periods.report.

 

Concentration of customers may expose us to heightened financial exposure.

We often rely on single customers at our facilities, exposing such facilities to financial risks if any customer should fail to perform its obligations.

Our businesses often rely on a single customer to purchase all or a significant portion of a facility’s output. The financial performance of these facilities depends on such customer continuing to perform its obligations under the long-term agreement. A facility’s financial results could be materially and adversely affected if any of our customer fails to fulfill its contractual obligations and we are unable to find other customers to produce the same level of profitability. We cannot assure that such performance failures by third parties will not occur, or that if they do occur, such failures will not adversely affect the cash flows or profitability of our businesses.

For example, we are exposedRisks Related to the creditCompany’s Business and financial condition of SCPPA and its municipal utility members, as customers that buy the output from six of our geothermal power plant. Because our contracts with SCPPA are long-term, we may be adversely affected if the credit quality of any of these customers were to decline or if their respective financial conditions were to deteriorate or if they are otherwise unable to perform their obligations under our long-term contracts.

A significant portion of our Product segment revenues are concentrated in one region and expose us to regional economic or market declines.

A significant portion of our Product segment revenues are concentrated in Turkey and rely on the continued geothermal development growth and government support for geothermal development in the country. Adverse political developments in the relationship between Turkey and the U.S., adverse economic developments in this region or a decline in government support for the development of geothermal power in the country could materially and adversely affect regional demand for the geothermal equipment and services we provide in the Turkish market or the prices we may charge for such equipment and services, which in turn could materially and adversely affect our Product segment profit margins and, consequently, our business, financial condition, future results and cash flows.

Operation

 

Our financial performance depends on the successful operation of our geothermal power and REG power plants, which isare subject to various operational risksrisks..

 

Our financial performance depends on the successful operation of our subsidiariesgeothermal and REG power plants. In connection with such operations, we derived approximately 67.6%76.8% of our total revenues for the year ended December 31, 20172020 from the sale of electricity. The cost of operation and maintenance and the operating performance of our subsidiaries’ geothermal power and REG plants may be adversely affected by a variety of factors, including some that are discussed elsewhere in these risk factors and the following:

 

 

regular and unexpected maintenance and replacement expenditures;expenditures;

 

 

shutdowns due to the breakdown or failure of our equipment or the equipment of the transmission serving utility;utility;

 

 

labor disputes;

 

 

the presence of hazardous materials on our power plant sites;sites;

 

 

continued availability of cooling water supply;supply;

 

 

catastrophic events such as fires, explosions, earthquakes,, volcanic activity, landslides, floods, releases of hazardous materials, severe weather storms or other weather events (including weather conditions associated with climate change), or similar occurrences affecting our power plants or any of the power purchasers or other third parties providing services to our power plants; andplants, such as the 2018 volcanic eruption that occurred in Hawaii's Big Island that impacted our Puna project, as discussed elsewhere in this Report;

 

 

the aging of power plants (which may reduce their availability and increase the cost of their maintenance).; and

 

cyber attacks that may interrupt the operation of our power plants.


Any of these events could significantly increase the expenses incurred by our power plants or reduce the overall generating capacity of our power plants and could significantly reduce or entirely eliminate the revenues generated by one or more of our power plants, which in turn would reduce our net income and could materially and adversely affect our business, financial condition, future results and cash flow.

As mentioned above, the aging of our power plants may reduce their availability and increase maintenance costs due to the need to repair or replace our equipment.flows.

 

Our exploration, development, and operation of geothermal energy resources are subject to geological risks and uncertainties, which may result in decreased performance or increased costs for our power plantsplants..

 

Our primary business involves the exploration, development, and operation of geothermal energy resources. These activities are subject to uncertainties that, in certain respects, are similar to those typically associated with oil and gas exploration, development, and exploitation, such as dry holes, uncontrolled releases, and pressure and temperature decline. Any of these uncertainties may increase our capital expenditures and our operating costs or reduce the efficiency of our power plants. We may not find geothermal resources capable of supporting a commercially viable power plant at exploration sites where we have conducted tests, acquired land rights, and drilled test wells, which would adversely affect our development of geothermal power plants. Further, since the commencement of their operations, several of our power plants have experienced geothermal resource cooling,, uncontrolled flow and/or reservoir pressure decline in the normal course of operations. Because geothermal reservoirs are complex geological structures, we can only estimate their geographic area and sustainable output. The viability of geothermal power plants depends on different factors directly related to the geothermal resource (such as the temperature, pressure, storage capacity, transmissivity, and recharge) as well as operational factors relating to the extraction or reinjection of geothermal fluids. For example, at our North Brawley power plant, instability of the sands and clay in the geothermal resource and variability in the chemical composition of the geothermal fluid have all combined to increase our capital expenditures for the plant, as well as our ongoing operating expenses, and have so far prevented the plant from operation at its intended design capacity. Another example is the Sarulla project, where we are both an equity investor and equipment supplier, which has experienced delays and budget cost overruns in the drilling program. Our geothermal energy power plants may also suffer an unexpected decline in the capacity of their respective geothermal wells and are exposed to a risk of geothermal reservoirs not being sufficient for sustained generation of the electrical power capacity desired over time. A recent example is the Sarulla complex, which experienced a reduction in generation due to well field issues at the NIL power plant. The Sarulla complex is currently developing a remediation plan with a target to increase generation back to previous levels and we are following the remediation plans as well as assessing the accounting impact and its implication on our financial statements and our investment in the Sarulla complex.

 

Another aspect of geothermal operations is the management and stabilization of subsurface impacts caused by fluid injection pressures of production and injection fluids to mitigate subsidence. In the case of the geothermal resource supplying the Heber complex, pressure drawdown in the center of the well field has caused some localized ground subsidence while pressure in the peripheral areas has caused localized groundor inflation. Inflation and subsidence, if not controlled, can adversely affect farming operations and other infrastructure at or near the land surface. Potential costs, which cannot be estimated and may be significant, of failing to stabilize site pressures in the Heber complex area include repair and modification of gravity-based farm irrigation systems and municipal sewer piping and possible repair or replacement of a local road bridge spanning an irrigation canal.

 

Additionally, active geothermal areas, such as the areas in which our power plants are located, aremay be subject to frequent low-level seismic disturbances, volcanic eruptions and lava flows.disturbances. Serious seismic disturbances, volcanic eruptions and lava flows are possible and could result in damage to our power plants (or(or transmission lines used by customers who buy electricity from us) or equipment or degrade the quality of our geothermal resources to such an extent that we could not perform under the PPA for the affected power plant, which in turn could reduce our net income and materially and adversely affect our business, financial condition, future results and cash flow. If we suffer a serious seismic disturbance, volcanic eruptions and lava flows, our business interruption and property damage insurance may not be adequate to cover all losses sustained as a result thereof. In addition, insurance coverage may not continue to be available in the future in amounts adequate to insure against such seismic disturbances, volcanic eruptions and lava flows.

 

Furthermore, absent additional geologic/hydrologic studies, any increase in power generation from our geothermal power plants, failure to reinject the geothermal fluid or improper maintenance of the hydrological balance may affect the operational duration of the geothermal resource and cause it to decline in value over time and may adversely affect our ability to generate power from the relevant geothermal power plant.plant.

We may decide not to implement, or may not be successful in implementing, one or more elements of our multi-year strategic plan, and the plan as implemented may not achieve its goal of enhancing shareholder value through the long-term growth of our Company

We are implementing a multi-year strategic plan to:

strengthen our core geothermal business in the United States as well as globally;

establishing market position in the energy storage market; and

exploring opportunities in new areas by looking for synergistic growth opportunities utilizing our core competence, market reputation as a successful company and new market opportunities focused upon environmental solutions.

 

There are uncertainties and risks associated with our strategic plan, including with respect to implementation and outcome. We may decide to change, or to not implement, one or more elements of the plan over time or we may not be successful in implementing one or more elements of the plan, in each case for a number of reasons. For example, we may face significant challenges and risks expanding into the energy storage market (or expanding our core geothermal business), including:

our ability to compete with the large number of other companies pursuing similar business opportunities in energy storage and solar PV power generation, many of which already have established businesses in these areas and/or have greater financial, strategic, technological or other resources than we have;

our ability to obtain financing on terms we consider acceptable, or at all, which we may need, for example, to obtain any technology, personnel, intellectual property, or to acquire one or more existing businesses as a platform for our expansion, or to fund internal research and development, for energy storage and solar PV electric power generation products and services;

our ability to provide energy storage or solar power generation products or services that keep pace with rapidly changing technology, customer preferences, equipment costs, market conditions and other factors that are unknown to us now that will impact these markets;

Our ability to manage the risks and uncertainties associated with our operating storage facilities and future development of storage and geothermal projects which operate as "merchant" facilities without long-term sales agreements, including the variability of revenues and profitability of such projects;

our ability to devote the amount of management time and other resources required to implement this plan, while continuing to grow our core geothermal and recovered energy businesses; and

our ability to recruit appropriate employees.

Strengthening our core geothermal business to new customers and geographical areas will have many of the same risks and uncertainties as those outlined above.

Implementing the plan may also involve various costs, including, among other things:

opportunity costs associated with foregone alternative uses of our resources;

various expense items that will impact our current financial results; and

asset revaluations (for example, businesses or other assets acquired for new energy storage or solar PV power generation products or services may suffer impairment charges, as a result of rapidly changing technology, market conditions or otherwise).

These costs may not be recovered, in whole or in part, if one or more elements of the plan are not successfully implemented. These costs, or the failure to implement successfully one or more elements of the plan, could adversely affect our reputation and the reputation of our subsidiaries and could materially and adversely affect our business, financial condition, future results and cash flow.

Apart from the risks associated with implementing the plan, the plan itself will expose us to other risks and uncertainties once implemented. Expanding our customer base may expose us to customers with different credit profiles than our current customers. Expanding our geographic base will subject us to risks associated with doing business in new foreign countries in which we will have to learn the business and political environment. In addition, expanding into new technologies will expose us to new risks and uncertainties that are unknown to us now in addition to the risks and uncertainties that may be similar to those we now face. The success of the plan, once implemented, will depend, among other things, on our ability to manage these risks effectively.

The trading price of our common stock could decline if securities, industry analysts or our investors disagree with our strategic plan or the way we implement it. Accordingly, there is no assurance that the plan will enhance shareholder value through long-term growth of the Company to the extent currently anticipated by our management or at all.

Concentration of customers, specific projects and regions may expose us to heightened financial exposure.

Our businesses often rely on a single customer to purchase all or a significant portion of a facility’s output. The financial performance of these facilities depends on such customer continuing to perform its obligations under a long-term agreement between the parties. A facility’s financial results could be materially and adversely affected if any of our customers fail to fulfill its contractual obligations and we are unable to find other customers to purchase at the same level of profitability. We cannot assure that such performance failures by our customers will not occur, or that if they do occur, such failures will not adversely affect the cash flows or profitability of our businesses. Our business relies significantly on the performance of our two largest projects, the McGinness Hills complex in East Nevada and Olkaria III Complex in Kenya, which together accounted for more than 30% of the total generating capacity of our Electricity segment in 2020. These two facilities accounted for 30% of our total revenues for the year ended December 31, 2020.  Any disruption to the operation of these facilities would have a disproportionately adverse effect on our revenues and on our profitability.

For example, in the Electricity segment, we are exposed to the credit and financial condition of KPLC that buys the power generated from our Olkaria III in Kenya. In 2020, KPLC accounted for 16.4% of our total revenues. There has been a deterioration in the collection from KPLC that became slower than in the past, and as of December 31, 2020, the amount overdue from KPLC in Kenya was $48.9 million of which $16.2 million was paid in January and February of 2021. Any change in KPLC's financial condition may adversely affect us. Another example, we are exposed to the credit and financial condition of SCPPA and its municipal utility members that account for 20.6% of our total revenues, as customers that buy the output from seven of our geothermal power plants. Because our contracts with SCPPA are long-term, we may be adversely affected if the credit quality of any of these customers were to decline or if their respective financial conditions were to deteriorate or if they are otherwise unable to perform their obligations under our long-term contracts.

In the Product segment, 9.3% and 44.2% of our 2019 total revenues and Products segment revenue, respectively, were derived from our operations in Turkey and we rely on the continued geothermal development growth and government support for geothermal development in the country. Our revenue exposure to the Turkish market was significant in 2019 and was reduced in 2020, due to the slowdown in project development in the Turkish market resulting from the COVID 19 pandemic and uncertainty with respect to a local incentive regulation extension that was ultimately extended in January 2021. Adverse political developments in the relationship between Turkey and the U.S., adverse economic developments in this region including the 2018 failed coup, devaluation of the Turkish Lira, a general slowdown in the Turkish economy and an inability to obtain project and bank financing or a decline in government support for the development of geothermal power in the country could materially and adversely affect regional demand for the geothermal equipment and services we provide in the Turkish market or the prices we may charge for such equipment and services, which in turn could materially and adversely affect our Product segment profit margins and, consequently, our business, financial condition, future results and cash flows.

Ormat established a facility in Turkey in order to locally produce several power plant components that entitle our customer to increased incentives under the renewable energy laws. The use of local equipment in renewable energy based generating facilities in Turkey entitles such facilities to significant benefits under Turkish law, provided such facilities have obtained an RER Certificate from EMRA, which requires the issuance of a local certificate. If we do not obtain the local certificate, then some of our customers under the relevant supply agreements in Turkey may not be issued a RER Certificate based on the equipment we supply to them, and we will be required to make a payment to such customers equal to the amount of the expected lost benefit.

Our international operations expose us to risks related to the application of foreign laws and regulations, any of which may adversely affect our business, financial condition, future results and cash flows.

Our foreign operations in Kenya, Turkey, Guadeloupe, Guatemala, Honduras and other countries are subject to regulation by various foreign governments and regulatory authorities and are subject to the application of foreign laws. Such foreign laws or regulations may not provide the same type of legal certainty and rights, in connection with our contractual relationships in such countries, as are afforded to our operations in the United States, which may adversely affect our ability to receive revenues or enforce our rights in connection with our foreign operations. The systems of some of these countries can be characterized by:

selective or inconsistent enforcement of laws or regulations, sometimes in ways that have been perceived as being motivated by political or financial considerations;

a perceived lack of judicial and prosecutorial independence from political, social and commercial forces;

a high degree of discretion on the part of the judiciary and governmental authorities;

legal and bureaucratic obstacles and corruption; and

rapid evolution of legal systems in ways that may not always coincide with market developments.

These characteristics give rise to investment risks that do not exist in countries with more established legal systems in more developed economies.

We face additional risks inherent in conducting business internationally, including compliance with laws and regulations of many jurisdictions that apply to our international operations. These laws and regulations include data privacy requirements, labor relations laws, tax laws, competition regulations, import and trade restrictions, economic sanctions, export requirements, the Foreign Corrupt Practices Act, and other local laws that prohibit corrupt payments to governmental officials or certain payments or remunerations to customers. Given the high level of complexity of these laws, there is a risk that some provisions may be breached by us, for example through fraudulent or negligent behavior of individual employees (or third parties acting on our behalf), our failure to comply with certain formal documentation requirements, or otherwise. Violations of these laws and regulations could result in fines, criminal sanctions against us, our officers or our employees, requirements to obtain export licenses, cessation of business activities in sanctioned countries, implementation of compliance programs and prohibitions on the conduct of our business. Any such violation could include prohibitions on our ability to offer our products in one or more countries and could materially damage our reputation, our brand, our ability to attract and retain employees, our business, our financial condition and our results of operations.

Furthermore, existing laws or regulations may be amended or repealed, and new laws or regulations may be enacted or issued. In addition, the laws and regulations of some countries may limit our ability to hold a majority interest in some of the power plants that we may develop or acquire, thus limiting our ability to control the development, construction and operation of such power plants, or our ability to import our products into such countries.

Political, economic and other conditions in the emerging economies where we operate may subject us to greater risk than in the developed U.S. economy, which may have a materially adverse effect on our business.

We have substantial operations outside of the United States, both in our Electricity segment and our Product segment. In 2020, 48.5% of our total revenues were derived from international operations, and our international operations were significantly more profitable than our U.S. operations. A substantial portion of international revenues came from Kenya and Turkey and, to a lesser extent, from Honduras, Guatemala, Guadeloupe and other countries. Thus, disturbances to and challenges facing our foreign operations, especially in Kenya and Turkey, could have impacts on our business ranging from moderate to severe. Our foreign operations subject us to significant political, economic and financial risks, which vary by country, and include:

changes in government policies or personnel;

changes in general economic conditions;

restrictions on currency transfer or convertibility;

the adoption or expansion of trade restrictions, the occurrence or escalation of a “trade war,” or other governmental action related to tariffs or trade agreements or policies among the governments of the United States and countries where we operate;

reduced protection for intellectual property rights in some countries;

changes in labor relations;

political instability and civil unrest, and risk of war;

changes in the local electricity and/or geothermal markets;

difficulties enforcing our rights against a governmental agency because of the doctrine of sovereign immunity and foreign sovereignty over international operations;

breach or repudiation of important contractual undertakings by governmental entities; and

expropriation and confiscation of assets and facilities, including without adequate compensation.

Electricity Segment. In 2020, the international operations of the Electricity segment accounted for 28% of our total revenues, but accounted for 51% of our gross profit, 70% of our net income and 45% of our EBITDA. A substantial portion of Electricity segment international revenues came from Kenya (which also contributed disproportionately to our gross profit and net income) and, to a lesser extent, from Guadeloupe, Guatemala and Honduras. In Kenya, any break-up or potential privatization of KPLC, the power purchase for our power plants located in Kenya, may adversely affect our Olkaria III complex and our overall results of operations. Additionally, in Guatemala the electricity sector was partially privatized, and it is currently unclear whether further privatization will occur in the future. Such developments may affect our Amatitlan and Zunil power plants if, for example, they result in changes to the prevailing tariff regime or in the identity and creditworthiness of our power purchasers.

Product Segment. With respect to our Product segment, 96% of our Product segment revenues in 2020 came from international sales, primarily Turkey. Since we primarily engage in sales in those markets where there is a geothermal reservoir, any such change might adversely affect geothermal developers in those markets and, subsequently, the ability of such developers to purchase our products. 

Generally. Outbreaks of civil and political unrest and acts of terrorism have also occurred in several countries in Africa, the Middle East and Latin America, where we have significant operations, such as Kenya and Turkey. For instance, Kenya experienced numerous terrorist attacks in 2014 and 2015, and has experienced an upsurge in attacks in more recent years, including in early 2019, from extremist groups. Continued or escalated civil and political unrest and acts of terrorism in the countries in which we operate could result in our curtailing operations. In the event that countries in which we operate experience civil or political unrest or acts of terrorism, especially in events where such unrest leads to an unseating of the established government, our operations in such countries could be materially impaired. Although we generally obtain political risk insurance in connection with our foreign power plants, such political risk insurance does not mitigate all of the above-mentioned risks. In addition, insurance proceeds received pursuant to our political risk insurance policies, where applicable, may not be adequate to cover all losses sustained as a result of any covered risks and may at times be pledged in favor of the power plant lenders as collateral. Also, insurance may not be available in the future with the scope of coverage and in amounts of coverage adequate to insure against such risks and disturbances. Any or all of the changes discussed above could materially and adversely affect our business, financial condition, future results and cash flow.

Conditions in and around Israel, where the majority of our senior management and our main production and manufacturing facilities are located, may adversely affect our operations and may limit our ability to produce and sell our products or manage our power plants.

The majority of our senior management and our main production and manufacturing facilities are located in Israel approximately 26 miles from the border with the Gaza Strip. As such, political, economic and security conditions in Israel directly affect our operations.

The political instability and civil unrest in the Middle East and North Africa (including the ongoing civil war in Syria) as well as the increased tension between Iran and Israel have raised new concerns regarding security in the region and the potential for armed conflict or other hostilities involving Israel. We could be adversely affected by any such hostilities, the interruption or curtailment of trade between Israel and its trading partners, or a significant downturn in the economic or financial condition of Israel. In addition, the sale of products manufactured in Israel may be adversely affected in certain countries by restrictive laws, policies or practices directed toward Israel or companies having operations in Israel.

In addition, some of our employees in Israel are subject to being called upon to perform military service in Israel, and their absence may have an adverse effect upon our operations.

These events and conditions could disrupt our operations in Israel, which could materially and adversely affect our business, financial condition, future results, and cash flow.

Continued reduction in our Products backlog may affect our ability to fully utilize our main production and manufacturing facilities and may have a materially adverse effect on our business.

In our Product segment, the economic downturn as a result of the recent Covid-19 pandemic has adversely impacted customers’ purchasing decisions and travel restrictions have adversely impacted our sales and marketing efforts and we experienced a decrease in our backlog. Continued reduction in our backlog may affect our ability to fully utilize our manufacturing facility and we may incur higher costs that our Product segment revenues may not be able to cover, which could materially and adversely affect our business, financial condition, future results, and cash flow.

We have significant operations globally, including in countries that may be adversely affected by political or economic instability, major hostilities or acts of terrorism, which exposes us to risks and challenges associated with conducting business internationally.

We have substantial operations outside of the U.S., both in our Electricity segment and our Product segment. Terrorist acts or other similar events could harm our business by limiting our ability to generate or transmit power and by delaying the development and construction of new generating facilities and capital improvements to existing facilities. These events, and governmental actions in response, could result in a material decrease in revenues and significant additional costs to repair and insure our assets, and could adversely affect operations by contributing to the disruption of supplies and markets for geothermal and recovered energy. Such events could also impair our ability to raise capital by contributing to financial instability and lower economic activity.

Some of our leases will terminate if we do not extract geothermal resources in “commercial quantities”, thus requiring us to enter into new leases or secure rights to alternate geothermal resources, none of which may be available on terms as favorable to us as any such terminated lease, if at all.

Most of our geothermal resource leases are for a fixed primary term, and then continue for so long as geothermal resources are extracted in “commercial quantities” or pursuant to other terms of extension. The land covered by some of our leases (approximately 293,000 acres in the U.S. and approximately 15,000 acres elsewhere) is undeveloped and has not yet produced geothermal resources in commercial quantities. Leases that cover land which remains undeveloped and does not produce, or does not continue to produce, geothermal resources in commercial quantities and leases that we allow to expire, may terminate. In the event that a lease is terminated and we determine that we will need that lease once the applicable power plant is operating, we would need to enter into one or more new leases with the owner(s) of the premises that are the subject of the terminated lease(s) in order to develop geothermal resources from, or inject geothermal resources into, such premises or secure rights to alternate geothermal resources or lands suitable for injection. We may not be able to do this or may not be able to do so without incurring increased costs, which could materially and adversely affect our business, financial condition, future results and cash flow.

Our BLM leases may be terminated if we fail to comply with any of the provisions of the Geothermal Steam Act or if we fail to comply with the terms or stipulations of such leases, which could materially and adversely affect our business, financial condition, future results and cash flow.

Pursuant to the terms of our BLM leases, we are required to conduct our operations on BLM-leased land in a workmanlike manner and in accordance with all applicable laws and BLM directives and to take all mitigating actions required by the BLM to protect the surface of and the environment surrounding the relevant land. Additionally, certain BLM leases contain additional requirements, some of which relate to the mitigation or avoidance of disturbance of any antiquities, cultural values or threatened or endangered plant, wildlife and species. In the event of a default under any BLM lease, or the failure to comply with such requirements, or any non-compliance with any of the provisions of the Geothermal Steam Act or regulations issued thereunder, the BLM may, 30 days after notice of default is provided to our relevant project subsidiary, suspend our operations until the requested action is taken or terminate the lease, either of which could materially and adversely affect our business, financial condition, future results and cash flow.

Some of our leases (or subleases) could terminate if the lessor (or sublessor) under any such lease (or sublease) defaults on any debt secured by the relevant property, thus terminating our rights to access the underlying geothermal resources at that location.

The fee interest in the land which is the subject of some of our leases (or subleases) may currently be or may become subject to encumbrances securing loans from third-party lenders to the lessor (or sublessor). Our rights as lessee (or sublessee) under such leases (or subleases) are or may be subject and subordinate to the rights of any such lender. Accordingly, a default by the lessor (or sublessor) under any such loan could result in a foreclosure on the underlying fee interest in the property and thereby terminate our leasehold interest and result in the shutdown of the power plant located on the relevant property and/or terminate our right of access to the underlying geothermal resources required for our operations.

  

Reduced levels of recovered energy required for the operation of our REG power plants may result in decreased performance of such power plantsplants..

 

Our REG power plants generate electricity from recovered energy or so-called “waste heat” that is generated as a residual by-product of gas turbine-driven compressor stations and a variety of industrial processes. Any interruption in the supply of the recovered energy source, such as a result of reduced gas flows in the pipelines or reduced level of operation at the compressor stations, or in the output levels of the various industrial processes, may cause an unexpected decline in the capacity and performance of our recovered energy power plants.plants.

 

Our business development activities may not be successful and our projects under construction may not commence operation as scheduledscheduled..

 

We are in the process of developing and constructing a number of new power plants. Our success in developing a particular project is contingent upon, among other things, negotiation of satisfactory engineering and construction agreements and obtaining PPAs and transmission services agreements, receipt of required governmental permits, obtaining adequate financing, and the timely implementation and satisfactory completion of field development, testing and power plant construction and commissioning. We may be unsuccessful in accomplishing any of these matters or doing so on a timely basis. Although we may attempt to minimize the financial risks attributable to the development of a project by securing a favorable PPA and applicable transmission services agreements, obtaining all required governmental permits and approvals and arranging, in certain cases, adequate financing prior to the commencement of construction, the development of a power project may require us to incur significant expenses for preliminary engineering, permitting and legal and other expenses before we can determine whether a project is feasible, economically attractive or capable of being financed.

 

Currently, we have geothermal projects and prospects under exploration, development or construction in the U.S., Kenya,United States, as well as in Ethiopia, Guadeloupe, Guatemala, Guadeloupe, New Zealand, Honduras, Indonesia and Ethiopia,New Zealand, and we intend to pursue the expansion of some of our existing plants and the development of other new plants. Our completion of these facilities is subject to substantial risks, including:including:

 

inability to secure a PPA;

 

inability to secure a PPA;transmission services agreements;

 

 

inability to secure transmission services agreements;the required financing;

 

inability to secure the required financing;

 

cost increases and delays due to unanticipated shortages of adequate resources to execute the project such as equipment, material and labor;

 

work stoppages resulting from force majeure eventevents including riots, strikes and whetherweather conditions;

 

 

inability to obtain permits, licenses and other regulatory approvals;approvals;

failure to secure sufficient land positions for the wellfield, power plant and rights of way;

 

failure to secure sufficient land positions for the wellfield, power plant and rights of way;

 

failure by key contractors and vendors to timely and properly perform, including where we use equipment manufactured by others;others;

 

 

failure by key suppliersinability to provide steam for electricity generation, including atsecure or delays in securing the Menengai project in Kenya.required transmission line and/or capacity;

 

 

inability to secure or delays in securing the required transmission line and/or capacity;adverse environmental and geological conditions (including inclement weather conditions);

 

adverse environmental and geological conditions (including inclement weather conditions);

 

adverse local business law; and

 

 

our attention to other projects and activities, including those in the solar energy and energy storage sectors.sectors; and

changes in laws that mandate, incentivize or otherwise favor renewable energy sources.

 

Any one of these could give rise to delays, cost overruns, the termination of the plant expansion, construction or development or the loss (total or partial) of our interest in the project under development, construction, or expansion.expansion.

 

a number of our existing facilities.

Our current growth plans include enhancement and repowering of a number of our operating facilities, including the Heber and Puna complexes and involve replacement of old equipment and optimization of the geothermal field, including repair and enhancement of existing wells and drilling of new wells. Such enhancement and repowering are subject to geological risks and uncertainties and satisfactory completion of field development, testing, permitting and power plant construction and commissioning, which may result in delays and cost overruns.

 

We rely on power transmission facilities that we do not own or controlcontrol..

 

We depend on transmission facilities owned and operated by others to deliver the power we sell from our power plants to our customers. If transmission is disrupted, or if the transmission capacity infrastructure is inadequate, of if there is a failure that requires long shutdown for repair, or if curtailment is required due to load system inefficiency, our ability to sell and deliver power to our customers may be adversely impacted and we may either incur additional costs or forego revenues. In addition, lack of access to new transmission capacity may affect our ability to develop new projects. Existing congestion of transmission capacity, as well as expansion of transmission systems and competition from other developers seeking access to expanded systems, could also affect our performance.performance.

 

We may be unable to obtain the financing we need to pursue our growth strategy and any future financing we receive may be less favorable to us than our current financing arrangements, either

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Our use of joint ventures may limit our flexibility with jointly owned investments.

 

We have sold minority equity interestspartners in fourseveral of our consolidated subsidiaries, through which we hold a large number of our domestic geothermal power plants and recovered energy generation plants, to different third parties and we have partners that hold a minority equity interest in our geothermal power plant in Guadeloupe. We may continue in the future to develop and/or acquire and/or hold properties in joint ventures with other entities when circumstances warrant the use of these structures. Ownership of assets in joint ventures is subject to risks that may not be present with other methods of ownership, including:

 

 

we could experience an impasse on certain decisions because we do not have sole decision-making authority, which could require us to expend additional resources on resolving such impasses or potential disputes, including litigationarbitration or arbitration;litigation;

 

our joint venture partners could have investment goals that are not consistent with our investment objectives, including the timing, terms and strategies for any investments in the projects that are owned by the joint ventures, which could affect decisions about future capital expenditures, major operational expenditures and retirement of assets, among other things;

 

our ability to transfer our interest in a joint venture partners could have investment goals that are not consistent withto a third party may be restricted and the market for our investment objectives, including the timing, terms and strategies for any investments in the projects that are owned by the joint ventures, which could affect decisions about future capital expenditures, major operational expenditures and retirement of assets, among other things;interest may be limited;

 

our ability to transfer our interest in a joint venture to a third party may be restricted and the market for our interest may be limited;

 

our joint venture partners may be structured differently than us for tax purposes, and this could impact our ability to fully take advantage of federal tax incentives available for renewable energy projects;

our joint venture partners might become bankrupt, fail to fund their share of required capital contributions or fail to fulfill their obligations as a joint venture partner, which may require us to infuse our own capital into the venture on behalf of the partner despite other competing uses for such capital; and

 

 

our joint venture partners might become bankrupt, fail to fund their sharemay have competing interests in our markets and investments in companies that compete directly or indirectly with us that could create conflict of required capital contributions or fail to fulfill their obligations as a joint venture partner, which may require us to infuse our own capital into the venture on behalf of the partner despite other competing uses for such capital; and

interest issues.

our joint venture partners may have competing interests in our markets and investments in companies that compete directly or indirectly with us that could create conflict of interest issues.

 

Our international operations expose us to risks related to the application of foreign laws, taxes, economic conditions, labor supply and relations, political conditions, and policies of foreign governments, any of which maycould be adversely affect our business, financial condition, future results and cash flowimpacted by climate change..

 

WeDaily and seasonal fluctuations in temperature generally have substantial operations outsidea more significant impact on the generating capacity of the U.S., both in our Electricity segment and our Product segment. Our foreign operations are subject to regulation by various foreign governments and regulatory authorities and are subject to the application of foreign laws. Such foreign laws or regulations may not provide the same type of legal certainty and rights, in connection with our contractual relationships in such countries, as are afforded to our operations in the U.S., which may adversely affect our ability to receive revenues or enforce our rights in connection with our foreign operations. Furthermore, existing laws or regulations may be amended or repealed, and new laws or regulations may be enacted or issued. In addition, the laws and regulations of some countries may limit our ability to hold a majority interest in some of thegeothermal energy plants than conventional power plants that we may develop or acquire, thus limiting our ability to control the development, construction and operation of such power plants, or our ability to import our products into such countries. Our foreign operations are also subject to significant political, economic and financial risks, which vary by country, and include:

changes in government policies or personnel;

changes in general economic conditions;

restrictions on currency transfer or convertibility;

changes in labor relations;

political instability and civil unrest;

changes in the local electricity and/or geothermal markets;

breach or repudiation of important contractual undertakings by governmental entities; and

expropriation and confiscation of assets and facilities.

In particular, with respect to our Electricity segment, in Guatemala the electricity sector was partially privatized, and it is currently unclear whether further privatization will occur in the future. Such developments may affect our Amatitlan and Zunil power plants if, for example, they result in changes to the prevailing tariff regime or in the identity and creditworthinessplants. Some of our power purchasers. In Kenya, any break-up or potential privatization of KPLC,plants experience reduced generation in warm periods due to the power purchase for our power plants located in Kenya, may adversely affect our Olkaria III complex. Althoughlower heat differential between geothermal fluid and the ambient surroundings. While we generally obtain political risk insuranceaccount for the projected impact seasonal fluctuations in connection withtemperature based on our foreign power plants, such political risk insurance does not mitigate allhistoric experience, the impact of climate change on traditional weather patterns has become more pronounced. This has reduced the certainty of our modelling efforts. For example, in 2019, we experienced prolonged elevated temperatures in the Western United States which impacted generating capacity at our facilities and adversely impacted our revenues in the fourth quarter of the above-mentioned risks. In addition, insurance proceeds received pursuantyear. To the extent weather conditions continue to be impacted by climate change, the generating capacity of certain of our political risk insurance policies, where applicable,facilities may not be adequate to cover all losses sustained as a result of any covered risks and may at times be pledged in favor of the power plant lenders as collateral. Also, insurance may not be available in the future with the scope of coverage and in amounts of coverage adequate to insure against such risks and disturbances.

With respect to our Product segment, since we primarily engage in sales in those markets where there is a geothermal reservoir, any such change might adversely affect geothermal developers in those markets and, subsequently, the ability of such developers to purchase our products. In Turkey, we are involved as a major equipment supplierimpacted in a significant number of projects that are currently under construction. We have faced, and anticipatemanner that we will continue to face, obstaclescould not predict which may in the Turkish market that may materially andturn adversely affectimpact our future business and operations in Turkey, including the recent failed coup, devaluationresults of the Turkish Lira, a general slowdown in the Turkish economy and an inability to obtain project and bank financing on terms acceptable to us, together with political uncertainties, all of which are causing our cost of revenues in Turkey to increase.

 Any or all of the changes discussed above could materially and adversely affect our business, financial condition, future results and cash flow.operations.

 

Our foreign power plants and foreign manufacturing operations expose us to risks related to fluctuations in currency rates, which may reduce our profits from such power plants and operations.

Risks attributable to fluctuations in currency exchange rates can arise when any of our foreign subsidiaries borrow funds or incur operating or other expenses in one type of currency but receive revenues in another. In such cases, an adverse change in exchange rates can reduce such subsidiary’s ability to meet its debt service obligations, reduce the amount of cash and income we receive from such foreign subsidiary or increase such subsidiary’s overall expenses. In addition, the imposition by foreign governments of restrictions on the transfer of foreign currency abroad, or restrictions on the conversion of local currency into foreign currency, would have an adverse effect on the operations of our foreign power plants and foreign manufacturing operations, and may limit or diminish the amount of cash and income that we receive from such foreign power plants and operations.

A significant portion of our electricity revenues is attributed to payments made by power purchasers under PPAs. The failure of any such power purchaser to perform its obligations under the relevant PPA or the loss of a PPA due to a default would reduce our net income and could materially and adversely affect our business, financial condition, future results and cash flow.

A significant portion of our revenues is attributable to electricity our power plants sell to power purchasers under the relevant PPAs. There is a risk that any one or more of the power purchasers may not fulfill their respective payment obligations under their PPAs. If any of the power purchasers fails to meet its payment obligations under its PPA(s), such failure could materially and adversely affect our business, financial condition, future results and cash flow.

StorageGeothermal projects that we are currently developing or plan to develop in the future, may operate as "merchant" facilities without long-term power sales agreements for some or all of their generating capacity and outputPPAs and therefore such projects will be exposed to market fluctuations.

 

StorageGeothermal projects that we are currently developing or plan to develop in the futureUnited States as part of our growth plans may operate as "merchant" facilities and sell electricity without long-term sales agreementsPPAs for some or all of their generating capacity and output and therefore suchoutput. Such projects will beare exposed to market fluctuations. Without the benefit of long-term sales agreementsPPAs for these assets, we cannot be sure that we will be able to sell any or all of the power and ancillary services generated by these facilities at commercially attractive rates or that these facilities will be able to operate profitably. This could lead to future impairments of our property, plant and equipment or to the closing of certain of our storage facilities, resulting in economic losses and liabilities, which could have a material adverse effect on our results of operations, financial condition or cash flows.

 

Seasonal variationsWe may cause fluctuationsnot be able to successfully conclude the transactions,integrate companies, which we acquired and may acquire in our cash flows,the future, which may cause the market price of our common stock to fall in certain periods.

Our results of operations are subject to seasonal variations. This is primarily because some of our power plants may experience reduced generation during warm periods due to the lower heat differential between the geothermal fluid and the ambient surroundings. Some of our domestic power plants receive higher capacity payments under the relevant PPAs during the summer months, and due to the generally higher time-of-use energy factor during the summer months. Such seasonal variations could materially and adversely affect our business, financial condition, future results and cash flow.

Our strategy is to continue to expand in the future, including through acquisitions. Integrating acquisitions is often costly, and we may not be able to successfully integrate our acquired companies with our existing operations without substantial costs, delays or other adverse operational or financial consequences. Completion of M&A transactions may be subject to fulfilling conditions and receiving regulatory approval. Integrating our acquired companies involves a number of risks that could materially and adversely affect our business, including:

failure of the acquired companies to achieve the results we expect;

inability to retain key personnel of the acquired companies;

risks associated with unanticipated events or liabilities; and

the difficulty of establishing and maintaining uniform standards, controls, procedures and policies, including accounting controls and procedures.

If any of our acquired companies suffers customer dissatisfaction or performance problems, this could adversely affect the reputation of our group of companies and could materially and adversely affect our business, financial condition, future results and cash flow.

The power generation industry is characterized by intense competition, and we encounter competition from electric utilities, other power producers, and power marketers that could materially and adversely affect our business, financial condition, future results and cash flow.

The power generation industry is characterized by intense competition from electric utilities, other power producers and power marketers. In recent years, there has been increasing competition in the sale of electricity, in part due to excess capacity in a number of United States markets and an emphasis on short-term or “spot” markets, and competition has contributed to a reduction in electricity prices. For the most part, we expect that power purchasers interested in long-term arrangements will engage in “competitive bid” solicitations to satisfy new capacity demands. This competition could adversely affect our ability to obtain and/or renew long-term PPAs and the price paid for electricity by the relevant power purchasers. There is also increasing competition between electric utilities. This competition has put pressure on electric utilities to lower their costs, including the cost of purchased electricity, and increasing competition in the future will put further pressure on power purchasers to reduce the prices at which they purchase electricity from us.

We face increasing competition from other companies engaged energy storage.

We are experiencing intense competition in the energy storage market from independent power producers, developers, and third-party investors. If we are unable, as a result of increased competition, to grow our energy storage portfolio while meeting our profitability goals, our business, financial condition, future results and cash flow could be materially and adversely affected.

Changes in costs and technology may significantly impact our business by making our power plants and products less competitive resulting in the inability to sign new PPAs for our Electricity segment and new supply and EPC contracts for our Products segment.

A basic premise of our business model is that generating baseload power at geothermal power plants produces electricity at a competitive price. However, traditional coal-fired systems and gas-fired systems may under certain economic conditions produce electricity at lower average prices than our geothermal plants. In addition, there are other technologies that can produce electricity such as hydroelectric systems, fuel cells, microturbines, wind turbines, energy storage systems and solar PV systems. Some of these alternative technologies currently produce electricity at higher average prices than our geothermal plants while others produce electricity at lower average prices. It is possible that technological advances and economies of scale will further reduce the cost of alternate methods of power generation. It is also possible that energy technologies will compete with our basic premise of a firm (non-intermittent) renewable baseload power source by combining renewable technologies with energy storage to provide an alternative to firm baseload energy. If this were to happen, the competitive advantage of our power plants may be significantly impaired and will cause reduction and/or inability to sign new PPAs for our Electricity segment and new supply and EPC contracts for our Products segment.

Our intellectual property rights may not be adequate to protect our business.

Our existing intellectual property rights, including those we acquired in connection with the acquisition of our Viridity business, may not be adequate to protect our business. We occasionally file patent applications. However, the patent application process is expensive, time-consuming and complex and we may not be able to prepare, file, prosecute, maintain and enforce all necessary or desirable patent applications at a reasonable cost or in a timely manner. Patents may be invalidated and patents may not be issued on the basis of our patent applications. Additionally, the scope of patent protection can be reinterpreted after issuance. Even if our patent applications do issue as patents, they may not issue in a form that is sufficiently broad to protect our technology, prevent competitors or other third parties from competing with us or otherwise provide us with any competitive advantage. In addition, any patents issued to us or for which we have use rights may be challenged, narrowed, invalidated or circumvented. Third parties may initiate opposition, interference, re-examination, post-grant review, inter partes review, nullification or derivation actions, or similar proceedings challenging the inventorship, validity, enforceability or scope of our patents. An adverse determination in any such proceeding or litigation could reduce the scope of, or invalidate our patent rights, allow third parties to commercialize our technology and compete directly with us, without payment to us, or result in our inability to commercialize our technology without infringing third-party patent rights. Such proceedings also may result in substantial cost and require significant time from our management, even if the eventual outcome is favorable to us. Our competitors or other third parties may also be able to circumvent our patents by developing similar or alternative technologies in a non-infringing manner. Consequently, we do not know whether any of our technology will be protectable or remain protected by valid and enforceable patents.

In order to safeguard our unpatented proprietary know-how, trade secrets and technology, we rely on a combination of trade secret protection and non-disclosure provisions in agreements with employees and third parties having access to confidential or proprietary information. These measures may not adequately protect us from disclosure, use, reverse engineering, infringement, misappropriation or other violation of our proprietary information and other intellectual property rights by third parties. Furthermore, non-disclosure provisions can be difficult to enforce and, even if successfully enforced, may not be entirely effective. In addition, we cannot guarantee that we have entered into non-disclosure agreements with all employees and third parties that have or may have had access to our trade secrets and other confidential or proprietary information.

Even if we adequately protect our intellectual property rights, litigation may be necessary to enforce these rights, which could result in substantial costs to us and a substantial diversion of management attention. Furthermore, attempts to enforce our intellectual property rights against third parties could also provoke these third parties to assert their own intellectual property or other rights against us, or result in a holding that invalidates or narrows the scope of our rights, in whole or in part. Our success and ability to compete also depends in part on our ability to operate without infringing, misappropriating or otherwise violating the intellectual or proprietary rights of third parties. While we have attempted to ensure that our technology and the operation of our business does not infringe other parties’ patents and other intellectual property or proprietary rights, our competitors or other third parties may assert that certain aspects of our business or technology infringe upon, misappropriate or otherwise violate their intellectual property or proprietary rights. In addition, former employers of our current, former or future employees may assert claims that such employees have improperly disclosed to us the confidential or proprietary information of these former employers. Infringement, misappropriation or other intellectual property violation claims, regardless of merit or ultimate outcome, can be expensive, hard to predict and time-consuming and can divert management’s attention from our core business. An assertion of an intellectual property infringement, misappropriation or other violation claim against us may result in adverse judgments, settlements on unfavorable terms or cause us to pay significant money damages, lose significant revenues, be prohibited from using the relevant technology or other intellectual property, or incur significant license, royalty or technology development expenses. Future litigation may also involve non-practicing entities or other intellectual property owners who have no relevant product offerings or revenue and against whom our own intellectual property may therefore provide little or no deterrence or protection.

We may experience difficulties implementing and maintaining our new enterprise resource planning system

We purchased a new enterprise resource planning (“ERP”) system and are currently in the initial phases of implementing the new system. ERP implementations are complex and time-consuming, and involve substantial expenditures on system software and implementation activities. The ERP system will be critical to our ability to provide important information to our management, obtain and deliver products, provide services and customer support, send invoices and track payments, fulfill contractual obligations, accurately maintain books and records, provide accurate, timely and reliable reports on our financial and operating results fall belowor otherwise operate our business. ERP implementations also require transformation of business and financial processes in order to reap the public’sbenefits of the ERP system; any such transformation involves risks inherent in the conversion to a new computer system, including loss of information and potential disruption to our normal operations. The implementation and maintenance of the new ERP system has required, and will continue to require, the investment of significant financial and human resources and the implementation may be subject to delays and cost overruns. In addition, we may not be able to successfully complete the implementation of the new ERP system without experiencing difficulties. Any disruptions, delays or analysts’ expectationsdeficiencies in some future periodthe design and implementation or periods, the market priceongoing maintenance of the new ERP system could adversely affect our ability to process orders, ship products, provide services and customer support, send invoices and track payments, fulfill contractual obligations, accurately maintain books and records, provide accurate, timely and reliable reports on our financial and operating results, or otherwise operate our business. Additionally, if we do not effectively implement the ERP system as planned or the system does not operate as intended, the effectiveness of our common stockinternal control over financial reporting could be adversely affected or our ability to assess it adequately could be delayed.

A cyber-incident, cyber security breach, severe natural event or physical attack on our operational networks and information technology systems could have a material adverse effect on our financial condition, results of operations, liquidity and cash flows.

We rely on information technology systems that allow us to create, store, retain, transmit and otherwise process proprietary and sensitive or confidential information, including our business and financial information, and personal information regarding our employees and third-parties. We also rely on our operational technology systems to manufacture equipment for our energy projects, operate our power plants and provide our services. In addition, we often rely on third-party vendors to host, maintain, modify and update our systems.

Our and our third-party vendors’ technology systems can be damaged by malicious events such as cyber and physical attacks, computer viruses, malicious and destructive code, phishing attacks, denial of service or information, as well as security breaches, natural disasters, fire, power loss, telecommunications failures, employee misconduct, human error, and third parties such as traditional computer hackers, persons involved with organized crime or foreign state or foreign state-supported actors. Furthermore, our disaster recovery planning may not be sufficient for all situations. Any failure, disruptions to or decrease in the functionality of our or our third-party vendors’ operational and information technology networks could impact our ability to maintain effective internal controls over financial reporting, cause harm to the environment, the public or our employees, and significantly disrupt and damage our assets and operations or those of third parties.

We and our third-party vendors have been, and may in the future be, subject to breaches and attempts to gain unauthorized access to our information technology systems or sensitive or confidential data, or to disrupt our operations.  To date, none of these breaches or attempts has, individually or in the aggregate, resulted in a security incident with a material effect on our operations or our financial condition, results of operations, liquidity, or cash flows.  Despite implementation of security and control measures, we and our third-party vendors have not always been able to, and there can be no assurance that we or our third-party vendors will likely fallbe able to in the future, anticipate or prevent unauthorized access to our or our third-party vendors’ operational technology networks, information technology systems or data, or the disruption of our or our third-party vendors’ operations. The techniques used to obtain unauthorized access to our and our third-party vendors’ operational technology networks, information technology systems or data are constantly evolving and have become increasingly complex and sophisticated. Furthermore, such periodtechniques change frequently and are often not detected until after they have been launched against a target. Therefore, we may be unable to anticipate these techniques and may not become aware in a timely manner of such a security breach, which could exacerbate any damage we experience. Such events could cause interruptions in the operation of our business, damage our operational technology networks and information technology systems, subject us to significant expenses, remediation costs, litigation, disputes, claims by third parties and regulatory actions or periods.investigations that could result in damages, material fines and penalties, and harm to our reputation, any of which could have a material adverse effect on our financial condition, results of operations, liquidity, and cash flows. We may maintain cyber liability insurance that covers certain damages caused by cyber incidents.  However, there is no guarantee that adequate insurance will continue to be available at rates that we believe are reasonable or that the costs of responding to and recovering from a cyber incident will be covered by insurance or recoverable in rates.

In addition, we are subject to various legislation, regulations, directives and guidelines from federal, state, local and foreign agencies, such as FERC, that are intended to strengthen cybersecurity measures required for information and operational technology and critical energy infrastructure and that apply to the collection, use, retention, protection, disclosure, transfer and other processing of personal information. These cybersecurity, data protection and privacy law regimes continue to evolve and may result in ever-increasing public scrutiny and escalating levels of capital expenditures, regulatory enforcement, sanctions and fines and increased costs for compliance. Failure to comply with any of these laws could result in enforcement action against us, including fines, imprisonment of company officials and public censure, any of which could harm our reputation and have a material adverse effect on our financial condition, results of operations, liquidity, and cash flows.

Risks Related to Governmental Regulations, Laws and Taxation

Our financial performance could be adversely affected by changes in the legal and regulatory environment affecting our operations.

All of our power plants are subject to extensive regulation, and therefore changes in applicable laws or regulations, or interpretations of those laws and regulations, could result in increased compliance costs, the need for additional capital expenditures or the reduction of certain benefits currently available to our power plants. The structure of domestic and foreign energy regulation currently is, and may continue to be, subject to challenges, modifications, the imposition of additional regulatory requirements, and restructuring proposals. We or our power purchasers may not be able to obtain all regulatory approvals that may be required in the future, or any necessary modifications to existing regulatory approvals, or maintain all required regulatory approvals. In addition, the cost of operation and maintenance and the operating performance of geothermal power plants may be adversely affected by changes in certain laws and regulations, including tax laws.

Any changes to applicable laws and regulations or interpretations of those laws and regulations could significantly increase the regulatory-related compliance, tax and other expenses incurred by the power plants and could significantly reduce or entirely eliminate the revenues generated by one or more of the power plants, which in turn would reduce our net income and could materially and adversely affect our business, financial condition, future results and cash flow. A recent example is the assessment letters we received from the KRA with respect to our operation in Kenya in relation to the 2013 to 2017 tax years in which the KRA demanded we pay approximately $200.0 million including interest and penalties . We recently entered into settlement agreements and concluded these tax assessments.

 

Pursuant to the terms of some of our PPAs with investor-owned electric utilities and publicly-owned electric utilities in states that have renewable portfolio standards, the failure to supply the contracted capacity and energy thereunder may result in the imposition of penaltiespenalties..

 

Pursuant to the terms of certain of our PPAs, we may be required to make payments to the relevant power purchaser under certain conditions, such as shortfall in delivery of renewable energy and energy credits, and not meeting certain performance threshold requirements, as defined in the relevant PPA. The amount of payment required is dependent upon the level of shortfall in delivery or performance requirements and is recorded in the period the shortfall occurs. In addition, if we do not meet certain minimum performance requirements, the capacity of the relevant power plant may be permanently reduced.reduced. Any or all of these considerations could materially and adversely affect our business, financial condition, future results and cash flow.

The Energy Choice Initiative (ECI), a pending amendment to the Constitution of the State of Nevada, may permit our customer to terminate its PPAs with us.

The ECI is a proposed amendment to the Constitution of the State of Nevada that would require the Nevada Legislature to adopt new statutes or amend existing statutes in order to establish an open and competitive retail electricity market and prevent the concentration of the electricity generation market among only a few generators of electricity. This ballot question passed with over 72% of Nevada voters in favor in November 2016, and if it passes again in November 2018, the Nevada Legislature will be required to amend state law in the manner described above by no later than 2023.

It is unclear what impact the ECI would have on our existing PPAs and the Nevada RPS. NV Energy, the offtaker of our Brady, SB Complex, Tuscarora, Jersey Valley and McGinness Hills power plants, is taking the position that the ECI would require the termination of our existing PPAs and potentially the termination of the RPS. Whether existing PPAs could be terminated will remain unclear until the scope of the Nevada Legislature’s implementation of the ECI becomes known. If the Nevada Legislature adopts any new laws pursuant to the ECI that terminate or require the termination of, our existing PPAs with NV Energy, we could lose significant amounts of revenue derived from the sale of electricity to NV Energy under such PPAs which could materially and adversely affect our business, financial condition, future results and cash flow.

The SRAC for our power purchasers may decline, which would reduce our power plant revenues and could materially and adversely affect our business, financial condition, future results and cash flow.

Under two of the PPAs for our power plants in California, the price that Southern California Edison pays is based upon its SRAC, which are the incremental costs that it would have incurred had it generated the relevant electricity itself or purchased such electricity from others. Under settlement agreements between Southern California Edison and a number of power generators in California that are Qualifying Facilities, including our subsidiaries, the energy price component payable by Southern California Edison was fixed through April 2012, but since then is based on Southern California Edison’s SRAC, as determined by the CPUC. The SRAC may vary substantially on a monthly basis, and are expected to be based primarily on natural gas prices for gas delivered to California as well as other factors. The levels of SRAC prices paid by Southern California Edison may decline following the expiration date of the settlement agreements, which in turn would reduce our power plant revenues derived from Southern California Edison under our PPAs and could materially and adversely affect our business, financial condition, future results and cash flow.

Under the terms of a global settlement approved by CPUC (Global Settlement) SRAC for our Heber 2 and Mammoth G2 PPAs are tied to a formula with energy market heat rates. The Global Settlement further provides that after July 1, 2015 if the term of any of the PPAs we have for these power plants expires, Southern California Edison would have no obligation to purchase power from any of these plants that has a generating capacity in excess of 20 MW, which would apply to the PPAs for our Heber 2 power plant (37 MW contract capacity) with Southern California Edison. Our Mammoth G2 plant (10.5 MW contract capacity) will be entitled to a new standard offer PPA, with SRAC pricing and capacity payments as determined from time to time by the CPUC. The joint parties to the Global Settlement agreed that the utilities can request from FERC a waiver of the mandatory purchase obligation under PURPA for Qualifying Facilities above 20 MW and FERC has granted such waiver for these California utilities.

 

If any of our domestic power plants loses its current Qualifying Facility status under PURPA, or if amendments to PURPA are enacted that substantially reduce the benefits currently afforded to Qualifying Facilities, our domestic operations could be adversely affectedaffected..

 

Most of our domestic power plants are Qualifying Facilities pursuant to PURPA, which largely exempts the power plants from the FPA, and certain state and local laws and regulations regarding rates and financial and organizational requirements for electric utilities.utilities.

 

If any of our domestic power plants were to lose its Qualifying Facility status, such power plant could become subject to the full scope of the FPA and applicable state regulation. The application of the FPA and other applicable state regulation to our domestic power plants could require our operations to comply with an increasingly complex regulatory regime that may be costly and greatly reduce our operational flexibility.flexibility.

 

If a domestic power plant were to lose its Qualifying Facility status, it would become subject to full regulation as a public utility under the FPA, and the rates charged by such power plant pursuant to its PPAs wouldmay be subject to the review and approval of FERC. FERC, upon such review, may determine that the rates currently set forth in such PPAs are not appropriate and may set rates that are lower than the rates currently charged. In addition, FERC may require that the affected domestic power plant refund amounts previously paid by the relevant power purchaser to such power plant. Even if a power plant does not lose its Qualifying Facility status, pursuant to regulations issued by FERC for Qualifying Facility power plants above 20 MW, if a power plant’splant’s PPA is terminated or otherwise expires, and the subsequent sales are not made pursuant to a state’s implementation of PURPA, that power plant will become subject to FERC’s ratemaking jurisdiction under the FPA. Moreover, a loss of Qualifying Facility status also could permit the power purchaser, pursuant to the terms of the particular PPA, to cease taking and paying for electricity from the relevant power plant or, consistent with FERC precedent, to seek refunds of past amounts paid. This could cause the loss of some or all of our revenues payable pursuant to the related PPAs, result in significant liability for refunds of past amounts paid, or otherwise impair the value of our power plants. If a power purchaser were to cease taking and paying for electricity or seek to obtain refunds of past amounts paid, there can be no assurance that the costs incurred in connection with the power plant could be recovered through sales to other purchasers or that we would have sufficient funds to make such payments. In addition, the loss of Qualifying Facility status would be an event of default under the financing arrangements currently in place for some of our power plants, which would enable the lenders to exercise their remedies and enforce the liens on the relevant power plant.

 

Pursuant to the Energy Policy Act of 2005, FERC also has the authority to prospectively lift the mandatory obligation of a utility under PURPA to offer to purchase the electricity from a Qualifying Facility if the utility operates in a workably competitive market. Our existing PPAs between a Qualifying Facility and a utility are not affected. If, in addition to the California utilitiesutilities’ waiver of the mandatory purchase obligation for QF projects that exceed 20 MW described in the risk factor above, the utilities in the other regions in which our domestic power plants operate were to be relieved of the mandatory purchase obligation, they would not be required to purchase energy from the power plant in the region under Federal law upon termination of the existing PPA or with respect to new power plants, which could materially and adversely affect our business, financial condition, future results and cash flow. Moreover, FERC has the authority to modify its regulations relating to the utility’s mandatory purchase obligation under PURPA, which could result in the reduction in the purchase obligation of California and other utilities to a level below 20 MW, or the elimination of the purchase obligation. If that were to occur it could materially and adversely affect our business, financial condition, future results and cash flow.

The PURPA and QF described risks identified above are not likely to affect our Nevada based facilities that entered into PPAs with NV Energy as the off-taker after Nevada initially adopted its RPS in 2001. Those PPAs and the related rates agreed to for such facilities by the off-taker were not based upon PURPA or a QF mandated rate but were instead adopted as a result of a competitive bidding process and approved as part of the off-taker’s integrated resource planning process and in order for the off-taker to comply with Nevada’s RPS. While those PPAS were initially required to file for QF or EWG status with the FERC, the PPAs and their related prices for the term of the PPA were not approved by the FERC pursuant to PURPA. The PURPA and QF risks described above also are not likely to affect our Nevada and California based projects that have their PPAs with the SCPPA because SCPPA is not a regulated public utility under PURPA.

 

The reduction or elimination of government incentives could adversely affect our business, financial condition, future results and cash flows.

 

Construction and operation of our geothermal power plants and recovered energy-based power plants has benefited, and may benefit in the future, from public policies and government incentives that support renewable energy and enhance the economic feasibility of these projects in regions and countries where we operate. Such policies and incentives include PTCs (that are applicable for projects that begin construction by the end of 2020) and ITCs (for projects that begin construction by the end of 2021), accelerated depreciation tax benefits, renewable portfolio standards, carbon trading mechanisms, rebates, and mandated feed-in-tariffs, and may include similar or other incentives to end users, distributors, system integrators and manufacturers of geothermal, solar and other power products. Some of these measures have been implemented at the federal level, while others have been implemented by different states within the U.S.United States or countries outside the U.S.United States where we operate. In particular, the current U.S. presidential administration has made public statements that indicate that the administration may be supportive of various renewable energy programs. For example, an Executive Order titled "Tackling the Climate Crisis at Home and Abroad" signed by President Biden on January 27, 2021 directs the Secretary of the Interior to, among other actions, review siting and permitting processes on public lands and in offshore waters as part of an effort to increase renewable energy production on those lands and in those waters.

 

The availability and continuation of these public policies and government incentives have a significant effect on the economics and viability of our development program and continued construction of new geothermal, recovered energy-based, Solarsolar PV power plantsfacilities and, recently, energy storage projects. Any changes to such public policies, or any reduction in or elimination or expiration of such government incentives could affect us in different ways. For example, any reduction in, termination or expiration of renewable portfolio standards may result in less demand for generation from our geothermal and recovered energy-based, power plants. Any reductions in, termination or expiration of other government incentives could reduce the economic viability of, and cause us to reduce, the construction of new geothermal, recovered energy-based, Solarsolar PV or any other power plants. Policies supporting or deregulating the exploration, production and use of fossil fuels may create regulatory uncertainty in the renewable energy industry. Similarly, any such changes that affect the geothermal energy industry in a manner that is different from other sources of renewable energy, such as wind or solar, may put us at a competitive disadvantage compared to businesses engaged in the development, construction and operation of renewable power projects using such other resources. Any of the foregoing outcomes could have a material adverse effect on our business, financial condition, future results, and cash flows.

 

Our financial performance could be adversely affected by changes inour subsidiaries and the legalpower plants they operate, most of which is subject to restrictions and regulatory environment affecting our power plantstaxation on dividends and distributions..

 

AllWe are a holding company whose primary assets are our ownership of the equity interests in our subsidiaries. We conduct no other business and, as a result, we depend entirely upon our subsidiaries’ earnings and cash flow.

The agreements pursuant to which some of our subsidiaries have incurred debt restrict the ability of these subsidiaries to pay dividends, make distributions or otherwise transfer funds to us prior to the satisfaction of other obligations, including the payment of operating expenses, debt service and replenishment or maintenance of cash reserves. In the case of some of our power plants that are subject to extensive regulation, and therefore changes in applicable laws or regulations, or interpretations of those laws and regulations, could result in increased compliance costs, the need forowned jointly with other partners, there may be certain additional capital expenditures or the reduction of certain benefits currently availablerestrictions on dividend distributions pursuant to our agreements with those partners. In all of the foreign countries where our existing power plants. The structure of domestic and foreign federal, state and local energy regulation currently is, andplants are located, dividend payments to us may continue toalso be subject to challenges, modifications,withholding taxes. Each of the imposition of additional regulatory requirements, and restructuring proposals. We or our power purchasersevents described above may not be able to obtain all regulatory approvals that may be required in the future, or any necessary modifications to existing regulatory approvals, or maintain all required regulatory approvals. In addition, the cost of operation and maintenance and the operating performance of geothermal power plants may be adversely affected by changes in certain laws and regulations, including tax laws.

Any changes to applicable laws and regulations could significantly increase the regulatory-related compliance and other expenses incurred by the power plants and could significantly reduce or entirely eliminate the revenues generated by one or moreaggregate amount of the power plants, which in turn would reducecash we can receive from our net income and could materially and adversely affect our business, financial condition, future results and cash flow.subsidiaries.

  

The costs of compliance with federal, state, local and foreign environmental laws and ofour ability in obtaining and maintaining environmental permits and governmental approvals required for development, construction and/or operation may increaseresult in the futureliabilities, costs and these costsdelays in construction (as well as any fines or penalties that may be imposed upon us in the event of any non-compliance or delays with such laws or regulations) that could materially and adversely affect our business, financial condition, future results and cash flow and these liabilities and costs may increase in the future.

.

EnvironmentalOur operations are subject to extensive environmental laws, ordinances and regulations, affectingwhich may cause us to incur significant costs and liabilities. These laws, ordinances and regulations can be subject to change and such change could result in increased compliance costs, the need for additional capital expenditures, or otherwise adversely affect us. In addition, our power plants are required to comply with numerous domesticfederal, state, local and foreign federal, regional, state and local statutory and regulatory environmental standards and to maintain numerous environmental permits and governmental approvals required for development, construction and/or operation. We may not be able to renew, maintain or obtain all environmental permits and governmental approvals required for the continued operation or further development and construction of the power plants. We have not yet obtained certain permits and government approvals required for the completion and successful operation of power plants under development, construction or enhancement. Our failure to renew, maintain or obtain required permits or governmental approvals, including the permits and approvals necessary for operating power plants under development, construction or enhancement, could cause our operations to be limited or suspended. Finally, some of the environmental permits and governmental approvals that have been issued to the power plants contain conditions and restrictions, including restrictions or limits on emissions and discharges of pollutants and contaminants, or may have limited terms. If we fail to satisfy these conditions or comply with these restrictions, or with any statutory or regulatory environmental standards, we may become subject to regulatory enforcement action and the operation of the power plants could be adversely affected or be subject to fines, penalties or additional costs.costs or other sanctions, including the imposition of investigatory or remedial obligations of the issuance of orders limiting or prohibiting our operations.

 

We could be exposed to significant liability for violations of hazardous substances laws because of the use or presence of such substances at our power plantsplants..

 

Our power plants are subject to numerous domestic and foreign federal, regional, state and local statutory and regulatory standards relating to the generation, handling, transportation, use, storage, treatment and disposal of hazardous substances. We use butane, pentane, industrial lubricants, and other substances at our power plants which are or could become classified as hazardous substances. If any hazardous substances are found to have been released into the environment at or by the power plants in concentrations that exceed regulatory limits, we could become liable for the investigation and removal of those substances, regardless of their source and time of release. If we fail to comply with these laws, ordinances or regulations (or any change thereto), we could be subject to civil or criminal liability, the imposition of liens or fines, and cessation of operations, large expenditures to bring the power plants into compliance.compliance or other sanctions. Furthermore, under certain federal and states laws in the U.S.,United States, we can be held liable for the cleanup of releases of hazardous substances at any of our current or former facilities or at any other locations where we arranged for disposal of those substances, even if we did not cause the release at that location.location or if the release complied with applicable law at the time it occurred. Liability under these laws can be joint and several. The cost of any remediation activities in connection with a spill or other release of such substances could be significant.

We believe that at one time there may have been a gas station located on the Mammoth complex site, but because of significant surface disturbance and construction since that time, further physical evaluation of the environmental condition of the former gas station site has been impractical. There may be soil or groundwater contamination and related potential liabilities of which we are unaware related to this site, which may be significant and could materially and adversely affect our business, financial condition, future results and cash flow.

We may decide not to implement, or may not be successful in implementing, one or more elements of our multi-year strategic plan, and the plan as implemented may not achieve its goal to enhance shareholder value through long-term growth of the Company

We adopted a multi-year strategic plan to:

expand our geographical base;

expand into new technologies, such as energy storage and solar PV electric power generation both in large “utility scale” projects and smaller C&I projects for commercial, industrial, governmental, educational and other institutional customers; and

expand our customer base.

There are uncertainties and risks associated with the plan, both as to implementation and outcome. Implementation of the plan may be affected by a number of factors, including that:

we are still developing some elements of the plan and evaluating how and when some elements of the plan will be implemented;

we may decide to change, or not implement, one or more elements of the plan over time; and

we may not be successful in implementing one or more elements of the plan, in each case for a number of reasons.

For example, we may face significant challenges and risks expanding into new technologies (or expanding our geographical or customer base for those new technologies), including:

our ability to compete with the large number of other companies pursuing similar business opportunities in energy storage and solar PV power generation, many of which already have established businesses in these areas and/or have greater financial, strategic, technological or other resources than we have;

our ability to obtain financing on terms we consider acceptable, or at all, which we may need, for example, to obtain any technology, personnel, intellectual property, or to acquire one or more existing businesses as a platform for our expansion, or to fund internal research and development, for energy storage and solar PV electric power generation products and services;

our ability to provide energy storage or solar electric power generation products or services that keep pace with rapidly changing technology, customer preferences, equipment costs, market conditions and other factors that will impact these markets;

our ability to devote the amount of management time and other resources required to implement this plan, consistent with continuing to grow our core geothermal and recovered energy businesses; and

our ability to recruit appropriate employees.

Expanding our geothermal and recovered energy businesses to new customers and geographical areas will have many of the same risks and uncertainties as those outlined above. These or other factors could mean that we decide to change or even abandon, or are otherwise unable to implement, one or more elements of the plan.

Implementing the plan may involve various costs, including, among other things:

opportunity costs associated with foregone alternative uses of our resources;

various expense items that will impact our current financial results; and

asset revaluations (for example, businesses or other assets acquired for new energy storage or solar PV power generation products or services may suffer impairment charges, as a result of rapidly changing technology, market conditions or otherwise).

These costs may not be recovered, in whole or in part, if one or more elements of the plan are not successfully implemented. These costs, or the failure to implement successfully one or more elements of the plan, could adversely affect our reputation and the reputation of our subsidiaries and could materially and adversely affect our business, financial condition, future results and cash flow and the price at which our common stock is traded.

Apart from the risks associated with implementing the plan, the plan itself will expose us to other risks and uncertainties once implemented. For example, expanding our customer base may expose us to different credit profile customers than our current customers. As another example, expanding our geographic base will subject us to risks associated with doing business in new foreign countries in which we will have to learn the business and political environment, and expanding into new technologies will expose us to risks associated with those products and services. Some of these risks may be similar to those we now face, as described in other risks factors; others may differ or be unknown to us now. The success of the plan, once implemented, will depend, among other things, on our ability to manage these risks effectively.

The trading price of our common stock could decline if securities, industry analysts or our investors disagree with our strategic plan or the way we implement it, either as a result of the factors outlined above or for other reasons.

Accordingly, there is no assurance that the plan will enhance shareholder value through long-term growth of the Company to the extent currently anticipated by our management or at all.

We may not be able to successfully integrate companies, which we acquired and may acquire in the future, which could materially and adversely affect our business, financial condition, future results and cash flow.

Our strategy is to continue to expand in the future, including through acquisitions. Integrating acquisitions is often costly, and we may not be able to successfully integrate our acquired companies with our existing operations without substantial costs, delays or other adverse operational or financial consequences. Integrating our acquired companies involves a number of risks that could materially and adversely affect our business, including:

failure of the acquired companies to achieve the results we expect;

inability to retain key personnel of the acquired companies;

risks associated with unanticipated events or liabilities; and

the difficulty of establishing and maintaining uniform standards, controls, procedures and policies, including accounting controls and procedures.

If any of our acquired companies suffers customer dissatisfaction or performance problems, this could adversely affect the reputation of our group of companies and could materially and adversely affect our business, financial condition, future results and cash flow.

The power generation industry is characterized by intense competition, and we encounter competition from electric utilities, other power producers, and power marketers that could materially and adversely affect our business, financial condition, future results and cash flow.

The power generation industry is characterized by intense competition from electric utilities, other power producers and power marketers. In recent years, there has been increasing competition in the sale of electricity, in part due to excess capacity in a number of U.S. markets and an emphasis on short-term or “spot” markets, and competition has contributed to a reduction in electricity prices. For the most part, we expect that power purchasers interested in long-term arrangements will engage in “competitive bid” solicitations to satisfy new capacity demands. This competition could adversely affect our ability to obtain PPAs and the price paid for electricity by the relevant power purchasers. There is also increasing competition between electric utilities. This competition has put pressure on electric utilities to lower their costs, including the cost of purchased electricity, and increasing competition in the future will put further pressure on power purchasers to reduce the prices at which they purchase electricity from us.

We face increasing competition from other companies engaged in the solar, energy storage, demand response and energy management sectors.

The solar power market is intensely competitive and rapidly evolving. We compete with many companies that have longer operating histories in this sector, larger customer bases, and greater brand recognition, as well as, in some cases, significantly greater financial and marketing resources than us. In some cases, these competitors are vertically integrated in the solar energy sector, manufacturing Solar PV, silicon wafers, and other related products for the solar industry, which may give them an advantage in developing, constructing, owning and operating solar power projects. Our limited experience in the Solar PV sector may affect our ability to successfully develop, construct, finance, and operate Solar PV power projects.

While our Viridity business does not currently experience intense competition in the younger, less mature energy storage, demand response and energy management markets, this is expected to change in light of recent rapid growth observed in these markets. We expect that our competitors in the energy storage, demand response and energy management markets will include utilities, independent entities, new start-ups, and third party investors, who may compete more successfully in these markets than our Viridity business. If we are unable, as a result of increased competition, to expand our customer base or increase our market share in these rapidly growing markets, our business, financial condition, future results and cash flow could be materially and adversely affected.

The existence of a prolonged force majeure event or a forced outage affecting a power plant or the transmission system of the IID could reduce our net income and materially and adversely affect our business, financial condition, future results and cash flow.

The operation of our subsidiaries’ geothermal power plants is subject to a variety of risks discussed elsewhere in these risk factors, including events such as fires, explosions, earthquakes, landslides, floods, severe storms, volcanic eruptions, lava flow or other similar events. If a power plant experiences an occurrence resulting in a force majeure event, although our subsidiary that owns that power plant would be excused from its obligations under the relevant PPA, the relevant power purchaser may not be required to make any capacity and/or energy payments with respect to the affected power plant for as long as the force majeure event continues and, pursuant to certain of our PPAs, will have the right to prematurely terminate the PPA. Additionally, to the extent that a forced outage has occurred, the relevant power purchaser may not be required to make any capacity and/or energy payments to the affected power plant, and if as a result the power plant fails to attain certain performance requirements under certain of our PPAs, the power purchaser may have the right to permanently reduce the contract capacity (and correspondingly, the amount of capacity payments due pursuant to such agreements in the future), seek refunds of certain past capacity payments, and/or prematurely terminate the PPA. As a consequence, we may not receive any net revenues from the affected power plant other than the proceeds from any business interruption insurance that applies to the force majeure event or forced outage after the relevant waiting period, and may incur significant liabilities in respect of past amounts required to be refunded.

In addition, if the transmission system of the IID experiences a force majeure event or a forced outage which prevents it from transmitting the electricity from the Heber complex, the Ormesa complex or the North Brawley power plant to the relevant power purchaser, the relevant power purchaser would not be required to make energy payments for such non-delivered electricity and may not be required to make any capacity payments with respect to the affected power plant for as long as such force majeure event or forced outage continues. The impact of such force majeure would depend on the duration thereof, with longer outages resulting in greater loss of revenues. In the event of any such force majeure event, our business, financial condition, future results and cash flows could be materially and adversely affected.

Some of our leases will terminate if we do not extract geothermal resources in “commercial quantities”, thus requiring us to enter into new leases or secure rights to alternate geothermal resources, none of which may be available on terms as favorable to us as any such terminated lease, if at all.

Most of our geothermal resource leases are for a fixed primary term, and then continue for so long as geothermal resources are extracted in “commercial quantities” or pursuant to other terms of extension. The land covered by some of our leases is undeveloped and has not yet produced geothermal resources in commercial quantities. Leases that cover land which remains undeveloped and does not produce, or does not continue to produce, geothermal resources in commercial quantities and leases that we allow to expire, will terminate. In the event that a lease is terminated and we determine that we will need that lease once the applicable power plant is operating, we would need to enter into one or more new leases with the owner(s) of the premises that are the subject of the terminated lease(s) in order to develop geothermal resources from, or inject geothermal resources into, such premises or secure rights to alternate geothermal resources or lands suitable for injection. We may not be able to do this or may not be able to do so without incurring increased costs, which could materially and adversely affect our business, financial condition, future results and cash flow.

Our BLM leases may be terminated if we fail to comply with any of the provisions of the Geothermal Steam Act or if we fail to comply with the terms or stipulations of such leases, which could materially and adversely affect our business, financial condition, future results and cash flow.

Pursuant to the terms of our BLM leases, we are required to conduct our operations on BLM-leased land in a workmanlike manner and in accordance with all applicable laws and BLM directives and to take all mitigating actions required by the BLM to protect the surface of and the environment surrounding the relevant land. Additionally, certain BLM leases contain additional requirements, some of which relate to the mitigation or avoidance of disturbance of any antiquities, cultural values or threatened or endangered plants or animals. In the event of a default under any BLM lease, or the failure to comply with such requirements, or any non-compliance with any of the provisions of the Geothermal Steam Act or regulations issued thereunder, the BLM may, 30 days after notice of default is provided to our relevant project subsidiary, suspend our operations until the requested action is taken or terminate the lease, either of which could materially and adversely affect our business, financial condition, future results and cash flow.

Some of our leases (or subleases) could terminate if the lessor (or sublessor) under any such lease (or sublease) defaults on any debt secured by the relevant property, thus terminating our rights to access the underlying geothermal resources at that location.

The fee interest in the land which is the subject of some of our leases (or subleases) may currently be or may become subject to encumbrances securing loans from third-party lenders to the lessor (or sublessor). Our rights as lessee (or sublessee) under such leases (or subleases) are or may be subject and subordinate to the rights of any such lender. Accordingly, a default by the lessor (or sublessor) under any such loan could result in a foreclosure on the underlying fee interest in the property and thereby terminate our leasehold interest and result in the shutdown of the power plant located on the relevant property and/or terminate our right of access to the underlying geothermal resources required for our operations.

In addition, a default by a sublessor under its lease with the owner of the property that is the subject of our sublease could result in the termination of such lease and thereby terminate our sublease interest and our right to access the underlying geothermal resources required for our operations.liability.

 

Current and future urbanizing activities and related residential, commercial, and industrial developments may encroach on or limit geothermal or Solarsolar PV activities in the areas of our power plants, thereby affecting our ability to utilize access, inject and/or transport geothermal resources on or underneath the affected surface areas.

 

Current and future urbanizing activities and related residential, commercial and industrial development may encroach on or limit geothermal activities in the areas of our power plants or construction and operation of Solarsolar PV facilities, thereby affecting our ability to utilize, access, inject, and/or transport geothermal resources on or underneath the affected surface areas or build Solarsolar PV facilities, which require large areas of relatively flat land. In particular, the Heber power plants rely on an area, which we refer to as the Heber Known Geothermal Resource Area, or Heber KGRA, for the geothermal resource necessary to generate electricity at the Heber power plants. Imperial County has adopted a “specific plan area” that covers the Heber KGRA, which we refer to as the “Heber Specific Plan Area”. The Heber Specific Plan Area allows commercial, residential, industrial and other employment orientedemployment-oriented development in a mixed-use orientation, which currently includes geothermal uses. Several of the landowners from whom we hold geothermal leases have expressed an interest in developing their land for residential, commercial, industrial or other surface uses in accordance with the parameters of the Heber Specific Plan Area. Currently, Imperial County’sCounty’s Heber Specific Plan Area is coordinated with the cities of El Centro and Calexico. There has been ongoing underlying interest since the early 1990s to incorporate the community of Heber. While any incorporation process would likely take several years, if Heber were to be incorporated, the City of Heber could replace Imperial County as the governing land use authority, which, depending on its policies, could have a significant effect on land use and availability of geothermal resources.

 

Current and future development proposals within Imperial County and the City of Calexico, applications for annexations to the City of Calexico, and plans to expand public infrastructure may affect surface areas within the Heber KGRA, thereby limiting our ability to utilize, access, inject and/or transport the geothermal resource on or underneath the affected surface area that is necessary for the operation of our Heber power plants, which could adversely affect our operations and reduce our revenues.revenues.

  

Current construction works and urban developments in the vicinity of our Steamboat complex of power plants in Nevada may also affect future permitting for geothermal operations relating to those power plants. Such works and developments include plans for the construction of a new casino hotel and other commercial or industrial developments on land in the vicinity of our Steamboat complex.

 

We depend on key personnel for the success of our business.

In general, our success depends to a significant extent on the performance of our senior management, particularly the continued service of our key employees. Our success also depends on our ability to identify, hire and retain other qualified and experienced key personnel. Although to date we have been successful in identifying, hiring and retaining the services of senior management, we face risks associated with our ability to locate or employ on acceptable terms qualified replacements for our senior management or key employees if their services were no longer available, and with the inherent difficulties and uncertainties of transitioning the Company under the leadership of new management.

 

In the demand response industry, there is a relatively small pool of experienced personnel. In the relatively new energy storage market, there is an even smaller pool of experienced personnel. Our plans to grow the Viridity business are dependent on our ability to attractU.S. federal, state and retain highly specialized demand response and energy storage personnel.international income tax law changes could adversely affect us

 

Our inabilityThe Company continuously monitors and examines the impact of US and international tax law changes, such as the Tax Act, CARES and similar tax law changes internationally, in order to successfully identify, hiredetermine the impact it may have on our business. The overall impact of the global tax law changes is uncertain, and retain any key employee could materially and adversely affect our business, financial condition, future results and cash flow.flow, as well as our stock price, could be adversely affected.

Risks Related to Economic and Financial Conditions

We may be unable to obtain the financing we need to pursue our growth strategy and any future financing we receive may be less favorable to us than our current financing arrangements, either of which may adversely affect our ability to expand our operations.

Most of our geothermal power plants generally have been financed using leveraged financing structures, consisting of non-recourse or limited recourse debt obligations. Each of our projects under development or construction and those projects and businesses we may seek to acquire, or construct will require substantial capital investment. Our continued access to capital on acceptable terms is necessary for the success of our growth strategy. Our attempts to obtain future financings may not be successful or on favorable terms.

Market conditions and other factors may not permit future project and acquisition financings on terms similar to those our subsidiaries have previously received. Our ability to arrange for financing on a substantially non-recourse or limited recourse basis, and the costs of such financing, are dependent on numerous factors, including general economic conditions, conditions in the global capital and credit markets, investor confidence, the continued success of current power plants, the credit quality of the power plants being financed, the political situation in the country where the power plant is located, and the continued existence of tax and securities laws which are conducive to raising capital. If we are not able to obtain financing for our power plants on a substantially non-recourse or limited recourse basis, we may have to finance them using recourse capital such as direct equity investments or the incurrence of additional debt by us.

Also, in the absence of favorable financing options, we may decide not to build new plants or acquire facilities from third parties. Any of these alternatives could have a material adverse effect on our growth prospects.

We may also need additional financing to implement our strategic plan. For example, our cash flow from operations and existing liquidity facilities may not be adequate to finance any acquisitions we may want to pursue or new technologies we may want to develop or acquire. Financing for acquisitions or technology development activities may not be available on the non-recourse or limited recourse basis we have historically used for our business, or on other terms we find acceptable.

Our foreign power plants and foreign manufacturing operations expose us to risks related to fluctuations in currency rates, which may reduce our profits from such power plants and operations.

Risks attributable to fluctuations in currency exchange rates can arise when any of our foreign subsidiaries incur operating or other expenses in one type of currency but receive revenues in another. In such cases, an adverse change in exchange rates can reduce such subsidiary’s ability to meet its debt service obligations, reduce the amount of cash and income we receive from such foreign subsidiary or increase such subsidiary’s overall expenses. In addition, the imposition by foreign governments of restrictions on the transfer of foreign currency abroad, or restrictions on the conversion of local currency into foreign currency, would have an adverse effect on the operations of our foreign power plants and foreign manufacturing operations, and may limit or diminish the amount of cash and income that we receive from such foreign power plants and operations.

 

Our power plants have generally been financed through a combination of our corporate funds and limited or non-recourse project finance debt and lease financing. If our project subsidiaries default on their obligations under such limited or non-recourse debt or lease financing, we may be required to make certain payments to the relevant debt holders, and if the collateral supporting such leveraged financing structures is foreclosed upon, we may lose certain of our power plantsplants..

 

Our power plants have generally been financed using a combination of our corporate funds and limited or non-recourse project finance debt or lease financing. Limited recourse project finance debt refers to our additional agreement, as part of the financing of a power plant, to provide limited financial support for the power plant subsidiary in the form of limited guarantees, indemnities, capital contributions and agreements to pay certain debt service deficiencies. Non-recourse project finance debt or lease financing refers to financing arrangements that are repaid solely from the power plant’splant’s revenues and are secured by the power plant’s physical assets, major contracts, cash accounts and, in many cases, our ownership interest in the project subsidiary. If our project subsidiaries default on their obligations under the relevant debt documents, creditors of a limited recourse project financing will have direct recourse to us, to the extent of our limited recourse obligations, which may require us to use distributions received by us from other power plants, as well as other sources of cash available to us, in order to satisfy such obligations. In addition, if our project subsidiaries default on their obligations under the relevant debt documents (or a default under such debt documents arises as a result of a cross-default to the debt documents of some of our other power plants) and the creditors foreclose on the relevant collateral, we may lose our ownership interest in the relevant project subsidiary or our project subsidiary owning the power plant would only retain an interest in the physical assets, if any, remaining after all debts and obligations were paid in full.

 

ChangesPossible fluctuations in costs and technology may significantly impact our business by making our power plants and products less competitive.

A basic premise of our business model is that generating baseload power at geothermal power plants produces electricity at a competitive price. However, traditional coal-fired systems and gas-fired systems may under certain economic conditions produce electricity at lower average prices than our geothermal plants. In addition, there are other technologies that can produce electricity such as hydroelectric systems, fuel cells, microturbines, wind turbines, energy storage systems and solar PV systems. Some of these alternative technologies currently produce electricity at a higher average price than our geothermal plants while others produce electricity at a lower average price, It is possible that technological advances and economies of scale will further reduce the cost of alternate methodsconstruction, raw materials, commodities and drilling may materially and adversely affect our business, financial condition, future results, and cash flow.

Our manufacturing operations are dependent on the supply of power generation. It is also possiblevarious raw materials, including primarily steel and aluminum, commodities and industrial equipment components that energy technologies will competewe use. We currently obtain all such raw materials, commodities and equipment at prevailing market prices. We are not dependent on any one supplier and do not have any long-term agreements with any of our basic premisesuppliers. Global events such as the ongoing Covid-19 outbreak  that began in 2020  has resulted in the extended shutdown of a firm (non-intermittent) renewable baseload power source by combining renewable technologies withcertain businesses in the certain regions and may result in delays in the supply of raw materials and components that we purchase for our equipment manufacturing, which may lead to cost increases. Future cost increases of such raw materials, commodities and equipment, to the extent not otherwise passed along to our customers, could adversely affect our profit margins.

Our commodity derivative activity may limit potential gains, increase potential losses, result in earnings volatility and involve other risks.

We enter, from time to time, into commodity derivative contracts to manage our price exposure to our energy storage segment revenue. While these transactions are intended to provide an alternativelimit our exposure to firm baseload energy. If this werethe adverse effects of fluctuations of storage services prices, they may also limit our ability to happen, the competitive advantage of our power plants may be significantly impaired.

Our expectations regarding thebenefit from favorable changes in market potential for the development of recovered energy-based power generation may not materialize, and as a result we may not derive any significant revenues from this line of business.

Demand for our recovered energy-based power generation units may not materialize or grow at the levels that we expect. We currently face competition in this market from manufacturers of conventional steam turbinesconditions, and may face competition from other related technologiessubject us to periodic earnings volatility in the future. If this market doesinstances where we do not materialize atseek hedge accounting for these transactions or if the levels that we expect, wecorrelation between the hedge and the actual performance of the asset will not generate any material revenues.

Our intellectual property rights may not be adequate to protect our business.

Our existing intellectual property rights, including those we acquiredlower. Also, in connection with such derivative transactions, we may be required to make cash payments to maintain margin accounts and to settle the acquisitioncontracts at their value upon termination. Finally, this activity exposes us to potential risk of counterparties to our derivative contracts failing to perform under the contracts. As a result, the effectiveness of our Viridityrisk management could have an  impact on our business, may not be adequate to protect our business. While we occasionally file patent applications, patents may not be issued on the basisresults of such applications or, if patents are issued, they may not be sufficiently broad to protect our technology. In addition, any patents issued to us or for which we have use rights may be challenged, invalidated or circumvented.operations and cash flows.

 

We are exposed to swap counterparty credit risk that could materially and adversely affect our business, operating results, and financial condition.

We rely on cross-currency swap contracts to effectively manage our currency risk related to our Senior Unsecured Bonds - Series 4 issued in July 2020. Failure of any of our counterparties to perform under derivatives contracts could disrupt our hedging operations if the counterparties do not fulfill their obligations under the agreements, particularly if we were entitled to a termination payment under the terms of the contract that we did not receive, if we had to make a termination payment upon default of the counterparty, or if we were unable to reposition the swap with a new counterparty. 

We may not be able to obtain sufficient insurance coverage to cover damages resulting from any damages to our assets and profitability including but not limited to natural disasters such as volcanic eruptions, lava flows, wind and earthquake, which could materially and adversely affect our business, operating results, and financial condition.

Our business interruption and property damage insurance coverage may not be sufficient to cover all losses sustained as a result of natural disasters such as volcanic eruptions, lava flows, wind and earthquake or any other insurable risk. We experienced increased costs and difficulties in obtaining sufficient insurance coverage for natural disasters for our Puna power plant in Hawaii following the May 2018 eruption of the Kilauea volcano. Before the eruption in 2018, we obtained natural disasters business interruption and property damage insurance coverage of up to approximately $100 million compared to  $30 million that was secured in 2020.

Risks Related to Force Majeure

The global spread of the COVID-19 pandemic may have an adverse impact and could adversely affect our financial results.

The COVID-19 pandemic and efforts to control its spread have significantly curtailed the movement of people, goods and services worldwide. Governments around the world have ordered companies to limit or suspend non-essential operations and imposed operational and travel restrictions resulting in a decline in global economic activity and an increase in market volatility. We have implemented significant measures both to comply with government requirements and to preserve the health and safety of our employees. These measures include working remotely where possible and operating separate shifts in our power plants, manufacturing facilities and other locations while trying to continue operations as close to full capacity in all locations.

While we did not experience any material impact on our results of operations during the first quarter of 2020, we have started to experience impacts in the second, third and fourth quarters of 2020 which varied among our business segments, as described below:

In our Electricity segment, our future growth in the electricity segment is and would be adversely impacted by delays we are experiencing in receiving the required development and construction permits, as well as by the implications of global and local restrictions on our ability to procure raw material and ship our products.

In our Product segment, the economic downturn has adversely impacted customers’ purchasing decisions and travel restrictions have adversely impacted our sales and marketing efforts. We experienced a decrease in our backlog that we believe was due to the impact of the COVID-19 pandemic. We may face similar challenges in future periods in the event of a prolonged shutdown.

Our Energy Storage segment generates revenues mainly from participating in the energy and ancillary services markets, run by regional transmission operators and independent system operators in the various markets where our assets operate. Therefore, the revenues these assets generate are directly impacted by the prevailing market prices for energy and/or ancillary services.

In addition, we have experienced and continue to experience delays and increased costs related to permitting and construction for new projects in all business segments.

The extent to which the COVID-19 pandemic ultimately impacts our business, operations, financial results and financial condition will depend on numerous evolving factors, which are currently uncertain and cannot be predicted, including:

the duration and scope of the pandemic;

governmental, business and individuals’ actions taken in response;

the effect on our customers and customers’ demand for our services and products;

the effect on our suppliers and disruptions to the global supply chain;

our ability to sell and provide our services and products, including as a result of travel restrictions and people working from home;

disruptions to our operations resulting from the illness of any of our employees;

our ability to oversee remote operations due to travel restrictions;

restrictions or disruptions to transportation, including reduced availability of ground or air transport; and

decrease in electricity demand and the ability of our customers to pay for our services and products.

 

In order to safeguardaddition, the impact of COVID-19 on macroeconomic conditions may impact the proper functioning of financial and capital markets, foreign currency exchange rates, commodity and interest rates. Any of the events described above could amplify the other risks and uncertainties described in this report and could materially adversely affect our unpatented proprietary know-how, trade secrets and technology, we rely primarily upon trade secret protection and non-disclosure provisions in agreements with employees and others having access to confidential information. These measures may not adequately protect us from disclosure business, financial condition, results of operations and/or misappropriation of our proprietary information.stock price.

 

Even if we adequately protectThe existence of a prolonged force majeure event or a forced outage affecting a power plant, or the transmission systems could reduce our intellectual property rights, litigation may be necessary to enforce these rights, which could result in substantial costs to usnet income and a substantial diversion of management attention. Also, while we have attempted to ensure thatmaterially and adversely affect our technologybusiness, financial condition, future results and thecash flow.

The operation of our business do not infringe other parties’ patents and proprietary rights, our competitorssubsidiaries’ geothermal power plants is subject to a variety of risks, including events such as fires, explosions, earthquakes, landslides, floods, severe storms, volcanic eruptions, lava flow or other partiessimilar events. If a power plant experiences an occurrence resulting in a force majeure event, although our subsidiary that owns that power plant would be excused from its obligations under the relevant PPA, the relevant power purchaser may assertnot be required to make any capacity and/or energy payments with respect to the affected power plant for as long as the force majeure event continues and, pursuant to certain of our PPAs, will have the right to prematurely terminate the PPA. Additionally, to the extent that a forced outage has occurred, and if as a result the power plant fails to attain certain aspectsperformance requirements under certain of our PPAs, the power purchaser may have the right to permanently reduce the contract capacity (and correspondingly, the amount of capacity payments due pursuant to such agreements in the future), seek refunds of certain past capacity payments, and/or prematurely terminate the PPA. As a consequence, we may not receive any net revenues from the affected power plant other than the proceeds from any business interruption insurance that applies to the force majeure event or forced outage after the relevant waiting period and may incur significant liabilities in respect of past amounts required to be refunded.

On May 3, 2018, the Kilauea volcano located in close proximity to our Puna 38 MW geothermal power plant in the Puna district of Hawaii's Big Island erupted following a significant increase in seismic activity in the area. The lava ultimately covered the wellheads of three geothermal wells, monitoring wells and the substation of the Puna complex and an adjacent warehouse that stored a drilling rig that was also consumed by the lava. We recently resumed operations and the Puna power plant is operating at approximately 13 MW. Further details on the status of the power plant is described under "Recent Development" below. The Company continues to assess the accounting implications of this event on its balance sheet and whether an impairment will be required.

In addition to our power plant in Puna, Hawaii, our power plant in Amatitlan, Guatemala is located in proximity to an active volcano.  As a result of recent events impacting our Puna facility, we cannot be certain how investors will assess the risks to which our facilities are subject and whether this assessment will adversely impact perceptions of our business or technology may be covered by patents held by them. Infringement or other intellectual property claims, regardless of merit or ultimate outcome, can be expensive and time-consuming and can divert management’s attention from our core business.share price.

 

Threats of terrorism, natural catastrophes or public health crises and other catastrophic events that could result from terrorism, cyber-attacks, or individuals and/or groups attempting to disrupt our business, or the businesses of third parties, may impact our operations in unpredictable ways and could adversely affect our business, financial condition, future results and cash flow.

 

We are subject to the potentially adverse operating and financial effects of terrorist acts and threats, natural disasters, public health crises, fire, power loss and telecommunication failures, as well as cyber-attacks, including, among others, malware, computer viruses and attachments to e-mails, phishing attacks, denial of service or information, remote interruption to the operation of our power plants and other disruptive activities of individuals or groups.groups, including traditional computer hackers, persons involved with organized crime or foreign state or foreign state-supported actors. Our generation and transmission facilities, information technology systems and other infrastructure facilities, systems and physical assets, including our Viridity business’s VPowerTMVPowerTM software platform, as well as the information technology systems of our third-party vendors, could be directly or indirectly affected by such activities. Terrorist actsevents or other similar events could harm our business by limiting our ability to generate or transmit power and by delaying the development and construction of new generating facilities and capital improvements to existing facilities. These events, and governmental actions in response, could result in a material decrease in revenues and significant additional costs to repair and insure our assets, and could adversely affect operations by contributing to the disruption of supplies and markets for geothermal and recovered energy. Such events could also impair our ability to raise capital by contributing to financial instability and lower economic activity.activities.

 

We operate in a highly regulated industry that requires the continued operation of sophisticated information technology systems and network infrastructure. Despite our implementation of security measures, all of our and our third-party vendors’ technology systems (and any programs or data stored thereon or therein) are vulnerable to security breaches, disruptions, failures, data leakage or unauthorized access due to such activities. Those breaches and events may result from acts of our employees, contractors or third parties. If our technology systems were to fail or be breached and we were unable to recover in a timely way, we would be unable to fulfill critical business functions, and sensitive confidential and other data could be compromised, which could adversely affect our business, financial condition, future results and cash flow.

The implementation of security guidelines and measures and maintenance of insurance, to the extent available, addressing such activities could increase costs. These types of events could adversely affect our business, financial condition, future results and cash flow. In addition, such events or activities could require significant management attention and resources and could adversely affect our reputation among customers and the public. The implementation of security guidelines and measures and maintenance of insurance, to the extent available, addressing such events or activities could significantly increase our costs. Furthermore, there is no guarantee that such security guidelines and measures will adequately anticipate or prevent such events or activities and our insurance may not cover any or all losses arising out of such events or activities.

 

A disruption of transmission or the transmission infrastructure facilities of third parties could negatively impact our business. Because generation and transmission systems are part of an interconnected system, we face the risk of possible loss of business due to a disruption caused by the impact of an event on the interconnected system within our systems or within a neighboring system. Any such disruption could adversely affect our business, financial condition, future results and cash flow.

 

Possible fluctuations in the cost of construction, raw materials, commodities and drilling may materially and adversely affect our business, financial condition, future results, and cash flow.

Risks Related to Our manufacturing operations are dependent on the supply of various raw materials, including primarily steel and aluminum, commodities and industrial equipment components that we use. We currently obtain all such raw materials, commodities and equipment at prevailing market prices. We are not dependent on any one supplier and do not have any long-term agreements with any of our suppliers. Future cost increases of such raw materials, commodities and equipment, to the extent not otherwise passed along to our customers, could adversely affect our profit margins.

Conditions in and around Israel, where the majority of our senior management and our main production and manufacturing facilities are located, may adversely affect our operations and may limit our ability to produce and sell our products or manage our power plants.

The majority of our senior management and our main production and manufacturing facilities are located in Israel. As such, political, economic and security conditions in Israel directly affect our operations.

Since the establishment of the State of Israel in 1948, a number of armed conflicts have taken place between Israel and its Arab neighbors, and the continued state of hostility, varying in degree and intensity, has led to security and economic problems for Israel.

Negotiations between Israel and representatives of the Palestinian Authority in an effort to resolve the state of conflict have been sporadic and have failed to result in peace. The establishment in 2006 of a government in the Gaza territory by representatives of the Hamas militant group has created additional unrest and uncertainty in the region. In each of December 2008, November 2012 and July 2014, Israel engaged in an armed conflict with Hamas, each of which involved additional missile strikes from the Gaza Strip into Israel and disrupted most day-to-day civilian activity in the proximity of the border with the Gaza Strip. Our production facilities in Israel are located approximately 26 miles from the border with the Gaza Strip.

The political instability and civil unrest in the Middle East and North Africa (including the ongoing civil war in Syria) as well as the increased tension between Iran and Israel have raised new concerns regarding security in the region and the potential for armed conflict or other hostilities involving Israel. We could be adversely affected by any such hostilities, the interruption or curtailment of trade between Israel and its trading partners, or a significant downturn in the economic or financial condition of Israel. In addition, the sale of products manufactured in Israel may be adversely affected in certain countries by restrictive laws, policies or practices directed toward Israel or companies having operations in Israel.

In addition, some of our employees in Israel are subject to being called upon to perform military service in Israel, and their absence may have an adverse effect upon our operations. Generally, unless exempt, male adult citizens of Israel under the age of 41 are obligated to perform up to 36 days of military reserve duty annually. Additionally, all such citizens are subject to being called to active duty at any time under emergency circumstances.

These events and conditions could disrupt our operations in Israel, which could materially and adversely affect our business, financial condition, future results, and cash flow.

We are a holding company and our revenues depend substantially on the performance of our subsidiaries and the power plants they operate, most of which are subject to restrictions and taxation on dividends and distributions.

We are a holding company whose primary assets are our ownership of the equity interests in our subsidiaries. We conduct no other business and, as a result, we depend entirely upon our subsidiaries’ earnings and cash flow.

The agreements pursuant to which most of our subsidiaries have incurred debt restrict the ability of these subsidiaries to pay dividends, make distributions or otherwise transfer funds to us prior to the satisfaction of other obligations, including the payment of operating expenses, debt service and replenishment or maintenance of cash reserves. In the case of some of our power plants that are owned jointly with other partners, there may be certain additional restrictions on dividend distributions pursuant to our agreements with those partners. In all of the foreign countries where our existing power plants are located, dividend payments to us are also subject to withholding taxes. Each of the events described above may reduce or eliminate the aggregate amount of revenues we can receive from our subsidiaries.

We have identified a material weakness in our internal control over financial reporting which, if not timely remediated, may adversely affect the accuracy and reliability of our financial statements, and our reputation, business and the price of our common stock, as well as lead to a loss of investor confidence in us.

In connection with the change in our repatriation strategy and the related release of the US income tax valuation allowance in the second quarter of 2017, we did not perform an effective risk assessment related to our internal controls over the accounting for income taxes.  As a result, we identified a deficiency in the design of our internal control over financial reporting related to our accounting for income taxes, which affected the recording of income tax accounts by us in our interim and annual consolidated financial statements during 2017, including audit adjustments to the income tax accounts. As described under “Item 9A. Controls and Procedures” below, our management has concluded that this deficiency constitutes a material weakness in our internal control over financial reporting and, accordingly, internal control over financial reporting was not effective as of December 31, 2017.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim consolidated financial statements will not be prevented or detected on a timely basis.

  While we have developed and are in the process of implementing a remediation plan to remediate this material weakness and believe, based on our most recent assessment, that this material weakness will be remediated during 2018, there can be no assurance that this will occur within the expected timeline.  We may identify additional material weaknesses in our internal control over financial reporting in the future.  If we are unable to remediate this material weakness or we identify additional material weaknesses in our internal control over financial reporting in the future, our ability to analyze, record and report financial information accurately, to prepare our financial statements within the time periods specified by the rules and forms of the SEC and to otherwise comply with our reporting obligations under the federal securities laws, will likely be adversely affected.  The occurrence of, or failure to remediate, this material weakness and any future material weaknesses in our internal control over financial reporting may adversely affect the accuracy and reliability of our financial statements, and our reputation, business and the price of our Common Stock or any other securities we may issue, as well as lead to a loss of investor confidence in us.

U.S. federal income tax reform could adversely affect us.

On December 22, 2017, U.S. federal tax legislation, commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”) was signed into law, significantly reforming the U.S. Internal Revenue Code. The Tax Act, among other things, includes changes to U.S. federal tax rates (including reduction of the corporate tax rate from 35% to 21%), imposes significant additional limitations on the deductibility of interest, allows for the expensing of capital expenditures, puts into effect the migration from a “worldwide” system of taxation to a territorial system and modifies or repeals many business deductions and credits.

The Tax Act is likely to make some borrowing more expensive.  It denies interest deductions on debt starting in 2018 to the extent a company's net interest expense exceeds 30 percent of its adjusted taxable income.  Its income for this purpose means income ignoring interest expense, interest income, net operating losses and -- only through 2021 -- depreciation, amortization and depletion.  Thus, the 30-percent limit is more likely to come into play after 2021 when depreciation, amortization and depletion are no longer added back to the 30-percent base. Any interest that cannot be deducted in a year can be carried forward indefinitely. 

The Tax Act subjects U.S. corporations with offshore subsidiaries to a one-time U.S. tax on untaxed earnings in offshore holding companies as if the earnings had been brought back to the U.S. thereby triggering a tax.  All post-1986 net "earnings and profits" in offshore holding companies will be taxed at a 15.5 percent rate to the extent they are being held in cash or cash equivalents and at an eight percent rate otherwise.  Companies must calculate the earnings as of November 2, 2017 and December 31, 2017 and pay U.S. tax on whichever amount is higher. The tax can be paid ratably over eight years.  Eight percent of the tax would have to be paid in each of the first five years starting in 2017, increasing to 15 percent in year six, 20 percent in year seven and 25 percent in year eight.

Corporations will no longer be able to use net operating losses incurred after 2017 to reduce income by more than 80 percent in a year, and corporations will no longer be able to carry such losses back two years as they have been allowed to do in the past. 

Starting in 2018, the U.S. will no longer allow some cross-border interest and royalty payments to related companies to be deducted. This would happen if the other country treats the payments as something other than interest or royalties for its tax purposes or the two countries treat the U.S. company making the payments differently: for example, one treats it as a corporation and the other treats it as fiscally transparent or vice versa. Once the provision is triggered, deductions would be denied in the U.S. to the extent the payment does not have to be reported as income in the foreign country.

We continue to examine the impact the Tax Act may have on our business. Notwithstanding the reduction in the corporate income tax rate, the overall impact of the Tax Act is uncertain, and our business, financial condition, future results and cash flow, as well as our stock price, could be adversely affected.

Possible application of the new base erosion anti-avoidance tax in the U.S. may adversely affect us. 

     The recently enacted Tax Act in the U.S. included a base erosion and anti-abuse tax, or BEAT, that could apply to us and, more importantly, could reduce the amount of tax equity that can be raised on geothermal projects on which PTCs will be claimed.  The aim of the base erosion tax is to prevent multinational companies from reducing their U.S. taxes by “stripping” earnings across the U.S. border by making payments to foreign affiliates that can be deducted in the U.S. An example of such a payment is interest on an intercompany loan or a payment to a back office in a foreign country for equipment or services. The goal of the base erosion tax is to ensure that multinational companies do not use cross-border payments to reduce their U.S. taxes to less than 10 percent of an expanded definition of taxable income. The base erosion tax requires an annual calculation.  The tax only applies to companies with at least $500 million in average annual gross receipts in the three prior years before the calculation.  If the tax applies to us, our tax equity raised on geothermal projects on which PTCs can be claimed may be reduced, which in turn may materially and adversely affect our business, financial condition, future results and cash flow.

The Israeli Tax Ruling we obtained in connection with our acquisition of Ormat Industries imposes conditions that may limit our flexibility in operating our business and our ability to enter into certain corporate transactions.

The Israel Tax Ruling we obtained in connection with the acquisition of Ormat Industries imposes a number of conditions that limit our flexibility in operating our business and in engaging in certain corporate transactions. Until the end of 2018, we agreed to maintain (and, to the extent that our operations expand, likewise expand) the production activities we currently carry out in Israel. Under certain circumstances, these conditions may not allow us the flexibility that we need to operate our business and may prevent us from taking advantage of strategic opportunities that would benefit our business and our stockholders.

 

A substantial percentage of our common stock is held by stockholders whose interests may conflict with the interests of our other stockholders.

 

On July 26, 2017, ORIX Corporation (“ORIX”) purchased approximately 22% of our shares of common stock outstanding and following Ormat's recent equity public offering, in November 2020, ORIX holds 19.7% of our shares of common stock outstanding. Pursuant to the Governance Agreement between the Companyus and ORIX entered into in connection with this stock purchase transaction, ORIX has the right to designate three directors to our Board for as long as ORIX and its affiliates collectively hold at least 18% of the voting power of all of theour outstanding voting securities, of the Company as well as the right to representation on certain committees of our Board.Board as well as preemptive rights pursuant to the Governance Agreement.  In addition, the Governance Agreement provides ORIX preemptive rights in the event we issue common stock or other securities that entitle the holder to vote for the election of directors. ORIX may also exercise certain registration rights pursuant to the Registration Rights Agreement between the Companyus and ORIX.

 

As a result of these rights and ORIX’sORIX’s beneficial ownership of our common stock, ORIX could exert influence through its Board representation on theour and our subsidiaries’ business, operations and management, of the Company and its subsidiaries, including our strategic plans, or, as a significant stockholder, on matters submitted to a vote of our stockholders, including mergers, consolidations and the sale of all or substantially all of our assets. This concentration of ownership of our common stock could delay or prevent proxy contests, mergers, tender offers, or other purchases of our common stock that might otherwise give our stockholders the opportunity to realize a premium over the then-prevailing market price for our shares. If ORIX exercises its registration rights to require the Companyus to register for sale the common stock held by ORIX or ORIX otherwise sells its common stock in the public markets, the price of our common stock may decline. This concentration of ownership may also adversely affect the liquidity of our common stock.

The price of our common stock may fluctuate substantially, and your investment may decline in valuevalue..

 

The market price of our common stock may be highly volatile and may fluctuate substantially due to many factors, including:including:

 

 

actual or anticipated fluctuations in our results of operations including as a result of seasonal variations in our Electricity segment-based revenues or variations from year-to-year in our Product segment-based revenues;revenues;

 

 

variance in our financial performance from the expectations of market analysts;analysts;

 

 

conditions and trends in the end markets we serve, and changes in the estimation of the size and growth rate of these markets;markets;

 

 

our ability to integrate acquisitions;

 

 

announcements of significant contracts by us or our competitors;competitors;

 

 

changes in our pricing policies or the pricing policies of our competitors;competitors;

 

 

restatements of historical financial results and changes in financial forecasts;

 

 

loss of one or more of our significant customers;customers;

 

 

legislation;

 

 

changes in market valuation or earnings of our competitors;competitors;

 

 

the trading volume of our common stock;

 

 

the trading of our common stock on multiple trading markets, which takes place in different currencies and at different times; and

 

general economic conditions.conditions.

 

In addition, the stock market in general, and the NYSE and the market for energy companies in particular, have experienced extreme price and volume fluctuations that have often been unrelated or disproportionate to the operating performance of particular companies affected. These broad market and industry factors may materially harm the market price of our common stock, regardless of our operating performance. In the past, following periods of volatility in the market price of a company’scompany’s securities, securities class-action litigation has often been instituted against that company. Such litigation, if instituted against us, such as the recent class action filed on June 2018 by Mac Costas and discussed elsewhere in this report, could result in substantial costs and a diversion of management’s attention and resources, which could materially harm our business, financial condition, future results and cash flow.

Regulations related to conflict minerals may force us to incur additional expenses and may damage our relationship with certain customers.

On August 22, 2012, the SEC adopted requirements regarding mandatory disclosure for companies regarding their use of "conflict minerals" (including tantalum, tin, tungsten and gold) in their products. In general, while we do not directly purchase or use any of these “conflict minerals” as raw materials in the products we manufacture or as part of our manufacturing processes, we will need to examine whether such minerals are contained in the products supplied to us by third parties and, if so, whether such minerals originate from the Democratic Republic of Congo or adjoining countries. If we utilize any of these minerals and they are necessary to the production or functionality of any of our products or products we are contracted to manufacture, we will need to conduct specified due diligence activities and file with the SEC a report disclosing, among other things, whether such minerals originate from the Democratic Republic of Congo or adjoining countries. The implementation of these SEC rules could adversely affect the sourcing, availability and pricing of minerals used in the manufacture of certain components incorporated in our products. In addition, we expect to incur additional costs to comply with the disclosure requirements, including costs related to determining the source of any of the relevant minerals and metals used in our products, and possibly additional expenses related to any changes to our products we may decide are advisable based upon our due diligence findings. Since our supply chain is complex, we may not be able to sufficiently verify the origins for these minerals and metals used in our products through the diligence procedures that we implement, which may harm our reputation. In such event, we may also face difficulties in satisfying customers who require that all of the components of our products are certified as conflict mineral free.

 

 

ITEM 1B. UNRESOLVED STAFF COMMENTS

 

None.

 

ITEM 2. PROPERTIES

 

We currently lease corporate offices at 6225 Neil Road,6140 Plumas street Reno, Nevada 89511-1136.89519 to which we moved in the second quarter of 2018. We also occupy an approximately 807,000 square foot office and manufacturing facility located in the Industrial Park of Yavne, Israel, which we lease from the Israel Land Administration. See Item 13 — “Certain Relationships and Related Transactions”. We also lease small offices in each of the countries in whichIn Turkey, we operate.established and leased a facility to locally produce power plant components to our local customers.

 

We are planning to move from our current corporate offices to larger offices during the second quarter of 2018. We believe that our current offices and manufacturing facilities will be adequate for our operations as currently conducted.

 

Each of our power plants is located on property leased or owned by us or one of our subsidiaries or is a property that is subject to a concession agreement.agreement.

 

Information and descriptions of our plants and properties are included in Item 1 — “Business”, of this annual report.

 

ITEM 3. LEGAL PROCEEDINGS

 

There were no material developmentsThe information required with respect to this item can be found under “Commitments and Contingencies” in any legal proceedingsNote 21 of notes to which the Company was a party during fiscal year 2017, other than as described below.

Jon Olson and Hilary Wilt, together with Puna Pono Alliance, filed a complaint on February 17, 2015 in the Third Circuit Court for the State of Hawaii, requesting declaratory and injunctive relief requiring that Puna Geothermal Venture comply with an ordinance that the plaintiffs allege will prohibit PGV from engaging in night drilling operations at its KS-16 well site. On May 17, 2015, the original complaint was amended to add the County of Hawaii and the State of Hawaii Department of Land and Natural Resources as defendants to the case. On October 10, 2016, the court issued its decision in response to each of the plaintiffs’ and defendants’ motions for summary judgment, denying plaintiffs’ motion and granting defendant PGV's and the County of Hawaii’s cross motions for summary judgment, effectively rendering the plaintiffs’ action moot. On January 23, 2017, the plaintiffs filed a motion requesting that the Intermediate Court of Appeals address appellate jurisdiction, which was denied by the court on April 20, 2017 as premature. We believe that we have valid defenses under law, and intend to defend this action vigorously.

On July 8, 2014, Global Community Monitor, LiUNA, and two residents of Bishop, California filed a complaint in the U.S. District Court for the Eastern District of California, alleging that Mammoth Pacific, L.P., the Company and Ormat Nevada are operating three geothermal generating plants in Mammoth Lakes, California (MP-1, MP-II and PLES-I) in violation of the federal Clean Air Act and Great Basin Unified Air Pollution Control District rules. On June 26, 2015, in response to a motion by the defendants, the court dismissed all but one of the plaintiffs’ causes of action. On January 6, 2017, the court issued its order regarding several pending motions, including plaintiffs’ motion for partial summary judgment, defendants' motion for summary judgment, defendants' motion to exclude and defendants' motion for leave to file a sur-reply. The impact of the court’s January 6, 2017 order is to deny the plaintiffs’ sole remaining cause of action. No appeal by the plaintiffs is expected and we consider this case to be effectively closed.

On March 29, 2016, a former local sales representative in Chile, Aquavant, S.A., filed a claim against our subsidiaries in the 27th Civil Court of Santiago, Chile on the basis of unjust enrichment. The claim requests that the court order us to pay Aquavant $4.8 million in connection with its activities in Chile, including the EPC contract for the Cerro Pabellon project and various geothermal concessions, plus 3.75% of our geothermal products sales in Chile over the next 10 years. Pursuant to various motions submitted by the defendants and the plaintiffs to various courts, including the Court of Appeals, the case was removed from the original court and then refiled before the 11th Civil Court of Santiago. In February 2018, our preliminary defenses were denied by the lower court, and are currently pending on appeal.  We timely filed our answer to the claim on the merits, and the plaintiff filed its response (replication). We believe that we have valid defenses under law, and intend to defend this action vigorously.

On August 5, 2016, George Douvris, Stephanie Douvris, Michael Hale, Cheryl Cacocci, Hillary E. Wilt and Christina Bryan, acting for themselves and on behalf of all other similarly situated residents of the lower Puna District, filed a complaint in the Third Circuit Court for the State of Hawaii seeking certification of a class action for preliminary and permanent injunctive relief, consequential and punitive damages, attorney’s fees and statutory interest against PGV and other presently unknown defendants. On December 12, 2016, the federal district court granted plaintiffs’ motion for joinder of HELCO as a co-defendant, and the case, which had previously been removed to the U.S. District Court for the District of Hawaii, was remanded back to the Third Circuit Court. The amended complaint alleged that injuries and other damages in an undisclosed amount were caused to the plaintiffs as a result of an alleged toxic release by PGV in the wake of Hurricane Iselle in August 2014. On June 14, 2017, the Third Circuit Court denied HELCO’s motion to dismiss the complaint against HELCO. Discovery is underway. We believe that we have valid defenses under law, and intend to defend this action vigorously.

On June 20, 2016, Nadia Garcia, individually and as successor in interest to Thomas Garcia Valenzuela, and as guardian ad litem to Emerie Garcia, Khamilla Garcia and Reyene Adam, filed a complaint against the Company, Ormat Nevada and Ormesa LLC in the Superior Court of Imperial County seeking unspecified monetary damages. The complaint alleges that the Ormat defendants caused the wrongful death, personal injury and other harm to Thomas Garcia when he was employed by Martin Hydroblasting Services, Inc. and suffered injuries leading to his death while performing work at the Ormesa plant site on or around March 31, 2016. The plaintiffs and the deceased's employer’s insurer reached an out of court settlement on May 25, 2017 that was approved by the US District Court for the Southern District of California. The case has been dismissed, without liability to us.

On February 18, 2018, Western Watersheds Project ("WWP") filed a notice of appeal and petition for standing with respect to the January 16, 2018 BLM decision approving Addendum 2 to Operation Plan & Utilization Plan for the McGinness Hills Geothermal Project.  The appeal alleges that the January 2018 BLM decision authorizing construction and operation of Phase 3 of McGinness Hills causes harm to WWP and its members by allowing degradation of the wildlife habitat of the greater sage-grouse in that area.  We have filed a motion to intervene as an interested party in support of the BLM.

In addition, from time to time, the Company is named as a party to various other lawsuits, claims and other legal and regulatory proceedings that arise in the ordinary course of our business. These actions typically seek, among other things, compensation for alleged personal injury, breach of contract, property damage, punitive damages, civil penalties or other losses, or injunctive or declaratory relief. With respect to such lawsuits, claims and proceedings, the Company accrues reserves when a loss is probable and the amount of such loss can be reasonably estimated. It is the opinion of the Company’s management that the outcome of these proceedings, individually and collectively, will not be material to the Company’s consolidated financial statements as a whole.

consolidated financial statements contained in this annual report and is incorporated by reference into this Item 8.

 

ITEM 4. MINE SAFETY DISCLOSURES

 

Not applicable.

 

PART II

 

PART IIITEM 5.  

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS ITEM 5.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

 

Our common stock has traded on the NYSE under the symbol “ORA” since November 11, 2004. Prior to November 11, 2004, there was no public market for our common stock. Effective on February 10, 2015, our common stock also began trading on the TASE.TASE under the same symbol.

 

As of March 1, 2018,February 24, 2021, there were 1713 record holders of our common stock. On March 1, 2018,February 24, 2021, the closing price of our common stock as reported on the NYSE was $57.65$103.96 per share.

Dividends

We have adopted a dividend policy pursuant to which we currently expect to distribute at least 20% of our annual profits available for distribution by way of quarterly dividends. In determining whether there are profits available for distribution, our Board will take into account our business plan and current and expected obligations, and no distribution will be made that in the judgment of our Board would prevent us from meeting such business plan or obligations.

Notwithstanding this policy, dividends will be paid only when, as and if approved by our Board out of funds legally available therefor. The actual amount and timing of dividend payments will depend upon our financial condition, results of operations, business prospects and such other matters as the Board may deem relevant from time to time. Even if profits are available for the payment of dividends, the Board could determine that such profits should be retained for an extended period of time, used for working capital purposes, expansion or acquisition of businesses or any other appropriate purpose. As a holding company, we are dependent upon the earnings and cash flow of our subsidiaries in order to fund any dividend distributions and, as a result, we may not be able to pay dividends in accordance with our policy. Our Board may, from time to time, examine our dividend policy and may, in its absolute discretion, change such policy. In addition to the required Board approval for the payment of dividends, we can declare as dividends no more than 35% of annual net income as dividends due to restrictions related to its third-party debt (see Note 11 to our consolidated financial statements set forth in Item 8 of this annual report).

We have declared the following dividends over the past two years:

Date Declared

 

Dividend Amount

per Share

 

Record Date

 

Payment Date

        

February 23, 2016

 

$

0.31

 

March 15, 2016

 

March 29, 2016

May 4, 2016

 

$

0.07

 

May 18, 2016

 

May 24, 2016

August 2, 2016

 

$

0.07

 

August 16, 2016

 

August 30, 2016

November 7, 2016

 

$

0.07

 

November 21, 2016

 

December 6, 2016

February 28, 2017

 

$

0.17

 

March 15, 2017

 

March 29, 2017

May 8, 2017

 

$

0.08

 

May 22, 2017

 

May 31, 2017

August 3, 2017

 

$

0.08

 

August 15, 2017

 

August 29, 2017

November 7, 2017

 

$

0.08

 

November 21, 2017

 

December 5, 2017

March 1, 2018

 

$

0.23

 

March 14, 2018

 

March 29, 2018

High/Low Stock Prices

The following table sets forth the high and low sales prices of our common stock for the years ended December 31, 2016 and 2017, and from January 1, 2018 until March 1, 2018:

 

 

First

Quarter

2016

 

Second

Quarter

2016

 

Third

Quarter

2016

 

Fourth

Quarter

2016

 

First

Quarter

2017

 

Second

Quarter

2017

 

Third

Quarter

2017

 

Fourth

Quarter

2017

 

January 1

to

March

1, 2018

                            
                            

High

 

$

41.56

 

$

44.45

 

$

50.87

 

$

53.71

 

$

59.63

 

$

61.49

 

$

63.56

 

$

66.46

 

$

70.68

Low:

 

$

33.29

 

$

40.24

 

$

43.19

 

$

46.01

 

$

51.44

 

$

55.73

 

$

55.06

 

$

60.13

 

$

57.51

 

Stock Performance Graph

 

The following performance graph represents the cumulative total shareholder return for the period November 11, 2004 (the date upon which trading of the Company’s common stock commenced)December 30, 2015 through December 31, 20172020 for our common stock, compared to the Standard and Poor’s Composite 500 Index, and two peer groups.

 

Comparison of Cumulative Returns for the Period November 11, 2004December 31, 2015 through December 31, 20172020

 

z08.jpg

 

 

For the Year Ended December 31,

  

2015

 

2016

 

2017

 

2018

 

2019

 

2020

 
 

2004

  

2005

  

2006

  

2007

  

2008

  

2009

  

2010

  

2011

  

2012

  

2013

  

2014

  

2015

  

2016

  

2017

 

Ormat Technologies Inc

  9%  74%  145%  267%  112%  152%  97%  20%  29%  81%  81%  143%  258%  326%

Ormat Technologies Inc.

 34.2

%

 47.0

%

 75.4

%

 43.4

%

 104.3

%

 147.5

%

Standard & Poor's Composite 500 Index

  8%  11%  26%  31%  -20%  -1%  12%  12%  27%  65%  84%  82%  100%  138% -0.7

%

 9.5

%

 30.8

%

 22.6

%

 58.1

%

 83.8

%

NEX - renewable Index

  9%  30%  74%  174%  7%  50%  28%  -23%  -28%  12%  11%  7%  -2%  24%

PBW - Invesco WilderHill Clean Energy ETF

 0.2

%

 -19.0

%

 -4.2

%

 -15.1

%

 20.1

%

 186.2

%

IPP Peers*

  22%  26%  79%  79%  77%  107%  119%  131%  165%  187%  222%  111%  89%  138% -38.8

%

 8.8

%

 54.7

%

 91.4

%

 113.8

%

 116.5

%

Renewable Peers*

  41%  19%  63%  204%  20%  45%  -25%  -22%  -30%  -42%  -23%  17%  -2%  -16% 

20.4

 

-9.1

% -9.1

%

 -1.6

%

 -6.2

%

 31.9

%

 

     * IPP Peers are The AES Corporation, NRG Energy Inc., Calpine Corporation and Covanta Holding Corp.

 ** Renewable Energy (Renewable) Peers are Acciona S.A., Nextera Energy, Inc., TransAlta Renewables Inc. and U.S. Geothermal Inc.SunPower Corporation.

 

The above Stock Performance Graph shall not be deemed to be soliciting material or to be filed with the SEC under the Securities Act and the Exchange Act except to the extent that the Companywe specifically requestsrequest that such information be treated as soliciting material or specifically incorporatesincorporate it by reference into a filing under the Securities Act or the Exchange Act.Act.

 

Equity Compensation Plan Information

 

For information on our equity compensation plan, refer to Item 12 — “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters”.

 

 

ITEM 6. SELECTED FINANCIAL DATA

 

The following table sets forth our selected consolidated financial dataWe complied with the Securities and Exchange Commission's amendments to Regulation S-K from November 19, 2020 specifically eliminating the requirement for the years ended and at the dates indicated. We have derived the selected consolidated financial data for the years ended December 31, 2017, 2016 and 2015 and as of December 31, 2017 and 2016 from our audited consolidated financial statements set forth inSelected Financial Data under this Item 8 of this annual report. We have derived the selected consolidated financial data for the years ended December 31, 2014 and 2013 and as of December 31, 2015, 2014 and 2013 from our audited consolidated financial statements not included herein.

 

The information set forth below should be read in conjunction with Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements, including the notes thereto, set forth in Item 8 of this annual report.ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

  

Year Ended December 31,

 

 

 

 

2017

  

2016

  

2015

  

2014

  

2013

 
  

(Dollars in thousands, except per share data)

 
Statements of Operations Data:                    

Revenues:

                    

Electricity

 $468,329  $436,292  $375,920  $382,301  $329,747 

Product

  224,483   226,299   218,724   177,223   203,492 

Total revenues

  692,812   662,591   594,644   559,524   533,239 

Cost of revenues:

                    

Electricity

  272,266   261,573   242,612   246,630   232,874 

Product

  152,094   130,223   133,753   109,143   140,547 

Total cost of revenues

  424,360   391,796   376,365   355,773   373,421 

Gross profit

  268,452   270,795   218,279   203,751   159,818 

Operating expenses:

                    

Research and development expenses

  3,157   2,762   1,780   783   4,965 

Selling and marketing expenses

  15,600   16,424   16,077   15,425   24,613 

General and administrative expenses

  42,881   46,710   34,782   28,614   29,188 

Write-off of unsuccessful exploration activities

  1,796   3,017   1,579   15,439   4,094 

Operating Income (loss)

  205,018   201,882   164,061   143,490   96,958 

Other income (expense):

                    

Interest income

  988   971   297   312   1,332 

Interest expense, net

  (54,142)  (67,389)  (72,577)  (84,654)  (73,776)
                     

Derivatives and foreign currency transaction gains (losses)

  2,654   (5,534)  (1,622)  (5,839)  5,085 

Income attributable to sale of tax benefits

  17,878   16,503   25,431   24,143   19,945 

Gain from sale of property, plant and equipment

           7,628    

Other non-operating expense, net

  (1,666)  (5,345)  (1,991)  756   1,592 

Income (loss) from continuing operations, before income taxes and equity in income (losses) of investees

  170,730   141,088   113,599   85,836   51,136 

Income tax (provision) benefit

  1,411   (31,837)  15,258   (27,608)  (13,552)

Equity in earnings (losses) of investees, net

  (1,957)  (7,735)  (5,508)  (3,213)  (250)

Income (loss) from continuing operations

  170,184   101,516   123,349   55,015   37,334 

Discontinued operations:

                    

Income from discontinued operations (including gain on disposal of $0, $0, $0, $0, and $3,646, respectively)

              5,311 

Income tax provision

              (614)

Total income from discontinued operations

              4,697 
                     

Net Income (loss)

  170,184   101,516   123,349   55,015   42,031 

Net income attributable to noncontrolling interest

  (14,695)  (7,586)  (3,776)  (833)  (793)

Net income (loss) attributable to the Company's stockholders

 $155,489  $93,930  $119,573  $54,182  $41,238 

  

Year Ended December 31,

 

 

 

 

2017

  

2016

  

2015

  

2014

  

2013

 
  

(Dollars in thousands, except per share data)

 

Earnings (loss) per share attributable to the Company's stockholders:

                    

Basic:

                    

Income (loss) from continuing operations

 $3.10  $1.90  $2.46  $1.19  $0.81 

Discontinued operations:

              0.10 

Net Income (loss)

 $3.10  $1.90  $2.46  $1.19  $0.91 

Diluted:

                    

Income from continuing operations

 $3.06  $1.87  $2.43  $1.18  $0.81 

Discontinued operations

              0.10 

Net Income (loss)

 $3.06  $1.87  $2.43  $1.18  $0.91 

 

                    

Weighted average number of shares used in computation of earnings (loss) per share attributable to the Company's stockholders:

                    
                     

Basic

  50,110   49,469   48,562   45,508   45,440 

Diluted

  50,769   50,140   49,187   45,859   45,475 
                     
                     

Dividend per share declared

 $0.41  $0.52  $0.26  $0.21  $0.08 
                     

Balance Sheet Data (at end of year):

                    

Cash and cash equivalents

 $47,818   230,214   185,919   40,230   57,354 

Working capital

  38,301   283,579   186,635   68,121   103,001 

Property, plant and equipment, net (including construction-in process)

  2,028,233   1,863,087   1,808,170   1,734,359   1,741,163 

Total assets

  2,586,662   2,461,569   2,273,982   2,101,525   2,138,674 

Long-term debt (including current portion)

  862,102   938,844   901,403   981,379   1,057,098 

Equity

  1,320,459   1,170,007   1,083,874   786,746   745,111 

ITEM 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

You should read the following discussion and analysis of our results of operations, financial condition and liquidity in conjunction with our consolidated financial statements and the related notes. Some of the information contained in this discussion and analysis or set forth elsewhere in this annual report including information with respect to our plans and strategies for our business, statements regarding the industry outlook, our expectations regarding the future performance of our business, and the other non-historical statements contained herein are forward-looking statements. See “Cautionary Note Regarding Forward-Looking Statements.” You should also review Item 1A — “Risk Factors” for a discussion of important factors that could cause actual results to differ materially from the results described herein or implied by such forward-looking statementsstatements..

General

 

Overview of Fiscal Year 20172020 Revenues

 

For the year ended December 31, 2017,2020, our total revenues increaseddecreased by 4.6%5.5% (from $662.6$746.0 million to $692.8$705.3 million) over the previous year.year driven by lower revenues in the Product segment.

 

For the year ended December 31, 2017,2020, Electricity segment revenues were $468.3$541.4 million, compared to $436.3$540.3 million for the year ended December 31, 2016,2019, an increase of 7.3%0.2%. Product segment revenues for the year ended December 31, 20172020 were $224.5$148.1 million, compared to $226.3$191.0 million for the year ended December 31, 2016,2019, a decrease of 0.8%22.5%. Energy Storage segment revenues for the year ended December 31, 2020 were $15.8 million, compared to $14.7 million for the year ended December 31, 2019 an increase of 7.6%.

 

During the years ended December 31, 20172020 and 2016,2019, our consolidated power plants generated 5,489,2346,043,993 MWh and 5,396,9596,238,272 MWh, respectively,, an increase decreased of 1.7%3.1%. The average prices during the years ended December 31, 2020 and 2019 were $89.6 and $86.6 per MWh, respectively.

 

For the year ended December 31, 2017,2020, our Electricity segment generated approximately 67.6%76.8% of our total revenues (65.8%(72.4% in 2016)2019), while our Product segment generated approximately 32.4%21.0% of our total revenues (34.2%(25.6% in 2016)2019), and our Energy Storage segment generated 2.2% of our total revenues (2.0% in 2019).

 

For the year ended December 31, 2017,2020, approximately 85.3%98.2% of our Electricity segment revenues were from PPAs with fixed energy rates which are not affected by fluctuations in energy commodity prices. We have variable price PPAs in California and Hawaii, which provide for payments based on the local utilities’ avoided cost, which is the incremental cost that the power purchaser avoids by not having to generate such electrical energy itself or purchase it from others, as follows:

 

 

theThe energy rates under the PPAs in California for each of Heber 2 power plant in the Heber complexComplex and the G2 power plant in the Mammoth complex,Complex, a total of between 30 andto 40 MW, change primarily based on fluctuations in natural gas prices; andprices.

 

 

theThe prices paid for the electricity pursuant to the 25 MW PPA for the Puna complexComplex in Hawaii change primarily as a result of variations in the price of oil as well as other commodities. In 2019, we signed a new PPA related to Puna with fixed prices, increased capacity and extended the term until 2052.

 

Historically, we have entered into derivatives transactionsTo comply with obligations under their respective PPAs, certain of our project subsidiaries are structured as special purpose, bankruptcy remote entities and their assets and liabilities are ring-fenced. Such assets are not generally available to reducepay our economic exposuredebt, other than debt at the respective project subsidiary level. However, these project subsidiaries are allowed to fluctuationspay dividends and make distributions of cash flows generated by their assets to us, subject in the price of natural gas and oil. We recently entered into a derivative transactionsome cases to reduce our economic exposure to fluctuationsrestrictions in the price of natural gas from February 2017 to December 2017. For the year ended December 31, 2017, we recorded a net loss of $0.4 million under Derivatives and foreign currency transaction gains (losses).debt instruments, as described below.

 

Revenues attributable to our Electricity segment revenues are based on the sale of electricity generatedalso subject to seasonal variations and are affected by our geothermal and recovered energy-based power plants and, following the acquisition of our Viridity business during fiscal year 2017, the provision of energy storage, demand response and energy management services to our customers.higher-than-average ambient temperatures, as described below under “Seasonality”.

 

Revenues attributable to our Product segment are based on the sale of equipment, EPC contracts and the provision of various services to our customers. Product segment revenues may vary from period to period because of the timing of our receipt of purchase orders and the progress of our equipment manufacturing and execution of the relevant project.

Revenues attributable to our Energy Storage segment are generated by several grid-connected BESS facilities that we own and operate from selling energy, capacity and/or ancillary services in merchant markets like PJM Interconnect, ISO New England, the ERCOT and CAISO. The revenues fluctuate over time since a large portion of such revenues are generated in the merchant markets where price volatility is inherent.

 

Our management assesses the performance of our two operating segments differently. In the case of our Electricity segment, when making decisions about potential acquisitions or the development of new projects, management typically focuses on the internal rate of return of the relevant investment, technical and geological matters and other business considerations. Management evaluates our operating power plants based on revenues, expenses, and EBITDA, and our projects that are under development based on costs attributable to each such project. Management evaluates the performance of our Product segment based on the timely delivery of our products, performance quality of our products, revenues and costs actually incurred to complete customer orders compared to the costs originally budgeted for such orders.orders. We evaluate Energy Storage segment performance similar to the Electricity segment with respect to projects that we own and operate and similar to the Product segment when we provide services to third parties.

 

Recent Developments

The most significant recent developments for our company and business during 2019 and 2020 to date are described below.

As of February 2021, the Puna power plant that was shut down following the Kilauea volcano eruption in May 2018, has resumed operation and currently is operating at approximately 13 MW. On the field side, the Company connected one new production well to the power plant and the Company continues its field recovery work, which includes drilling new wells and expects a gradual increase in generation to full capacity by the middle of 2021, assuming field recovery is successfully achieved.

In December 2020, we announced that we completed the acquisition of a shovel-ready energy storage asset in Upton County, Texas. We acquired the asset from Con Edison Development. Ormat’s wholly owned subsidiary will design, build, own and operate a 25 MW BESS project at the site. Ormat is targeting commercial operation of the BESS before the end of 2021. 

In December Ormat announced several departures and appointments in its executive management team:

Zvi Krieger announced that he will step down from his role as Executive Vice President—Electricity Segment on March 31, 2021 and will continue to perform certain duties until his June 30, 2022 retirement date. 

Shimon Hatzir was appointed to the role of Executive Vice President—Electricity Segment, effective April 1, 2021.

Shlomi Argas, Executive Vice President—Operations and Products of Ormat, was appointed to serve as a President of Ormat, effective January 1, 2021.

In October and December of 2020, the Company entered into two settlement agreements with the KRA in relation to three the NoAs which were previously issued by the KRA, totaling approximately $200 million, including interest and penalties. The settlement agreements covered tax years from 2013 through 2019, included deferral of tax benefits to be utilized in years subsequent to 2019 in an amount of approximately $28 million and resulted in a tax payment of approximately $29.5 million, including interest and penalties which was made in 2020. This concluded all open audits and NoAs with the KRA. 

In November 2020, we announced that we closed a public offering of 4,150,000 shares of our common stock at a price of $74.00 per share and fully exercised the underwriters' option to purchase an additional 622,500 shares of common stock at the same price. We intend to use the net proceeds from the offering for general corporate purposes, including working capital and capital expenditures, and for potential acquisitions, including complementary businesses, technologies or assets.

In October 2020, we announced the signing of two Resource Adequacy Agreements, each for 50% of our 5 MW / 20 MWh Tierra Buena battery energy storage project currently under development in Sutter County, northern California. The agreements were signed with two Community Choice Aggregators, Redwood Coast Energy Authority and Valley Clean Energy.

In September 2020, we announced that ENEE, our customer for our Platanares geothermal power plant in Honduras, had paid the $20 million overdue payment that was outstanding from prior years.

In July 2020, we completed the acquisition of the Pomona energy storage asset in California from Alta Gas for a total net consideration of $43.3 million. The Pomona energy storage facility has been in commercial operation since December 31, 2016 under a 10-year energy storage resource adequacy agreement with Southern California Edison Company. It also participates in the energy and ancillary services markets run by the California Independent System Operator.

In July 2020, we issued approximately $290.0 million of bonds (the "Bonds") that were issued in New Israeli Shekels and were converted to U.S. Dollars using a cross-currency swap transaction (the “Swap”) at an effective fixed interest rate of 4.34%. The $290 million of bonds will mature in June 2031 and bear, prior to the Swap, a fixed interest rate of 3.35% per annum, payable semi-annually starting December 2020. The Bonds will be repaid in 10 equal installments starting June 2022, unless prepaid earlier by Ormat pursuant to the terms and conditions of the trust instrument that will govern the Bonds. The Bonds received a rating of ilAA- from Maloot S&P in Israel with a stable outlook. In April and May 2020, we also raised approximately $130 million of new corporate debt from existing lenders.

In June 2020, we completed the enhancement of our Steamboat Hills complex and increased its generating capacity by 19MW to a total of 84MW. Enhancement work included the replacement of all old generating unit equipment with new, state-of-the-art equipment and resource modifications. The new equipment will increase the productivity and efficiency of the power plant and is expected to reduce maintenance costs per kWh. The Steamboat Hills power plant continues to sell its electricity under the current 25-year long term portfolio power purchase agreement with SCPPA, with 100% of the capacity going to the Los Angeles Department of Water and Power.

In April 2020, we announced the commercial operation of the Rabbit Hill Battery Energy Storage System ("BESS") facility, providing required ancillary services and energy optimization to the wholesale markets managed by ERCOT. The facility is located in the City of Georgetown, Texas, and it is sized to provide approximately 10 MW of fast responding capacity to the ERCOT market.

In February 2020, we announced a transition of our senior management. Mr. Isaac Angel retired from his position as Chief Executive Officer a in July 1, 2020, after six years of service and became a member of Ormat’s Board of Directors and its chairman. Ormat’s Board of Directors has appointed Mr. Blachar as the Company’s Chief Executive Officer and Mr. Assaf Ginzburg as the Chief Financial Officer.

In January 2020, we signed two similar PPAs with Silicon Valley Clean Energy ("SVCE") and Monterey Bay Community Power ("MBCP"). Under the PPAs, SVCE and MBCP will each purchase 7 MW (for a total of 14 MW) of power generated by the expected 30 MW Casa Diablo-IV ("CD4") geothermal project located in Mammoth Lakes, California that is under construction. The PPAs are for a term of 10 years and have a fixed MWh price, which includes energy, capacity, environmental attributes, and all other ancillary benefits. The remaining 16 MW of generating capacity will be sold under an additional PPA with SCPPA, which was signed in early 2019. The CD4 power plant is expected to be on-line in Q1 2022, and will be the first geothermal power plant built within the CAISO balancing authority in the last 30 years and will be the first in Ormat’s portfolio that will sell its output to a Community Choice Aggregator.

 

COVID 19 Update

In March 2020, the World Health Organization declared the outbreak of the novel coronavirus ("COVID-19") a pandemic.

The Company implemented significant measures both to comply with government requirements and to preserve the health and safety of its employees. These measures include working remotely where possible and operating separate shifts in its power plants, manufacturing facilities and other locations while trying to continue operations as close to full capacity in all locations. During the year and subsequently, the Company's power plants, manufacturing facility and storage facilities have been operating at close to full capacity and there has been no material impact on our operations as a result of these measures. With respect to our employees, we have not laid-off or furloughed any employees due to the COVID-19 and continued to pay full salaries.

We experienced the following impacts on our segment operations:

In our Electricity segment, almost all of our revenues in 2020 were generated under long term contracts and the majority have a fixed energy rate. As a result, despite logistical and other challenges, we experienced limited impact of COVID-19 on our Electricity segment. Nevertheless, we received two notices declaring a force majeure event in Kenya from KPLC and in Honduras from ENEE, both had an immaterial impact on our revenues and removed. In addition, we experienced a higher rate of curtailments during the first half of 2020 by KPLC in the Olkaria complex that was reduced in the second half of 2020. The impact of the curtailments is limited because of the  structure of the PPA which secures the vast majority of our revenues with fixed capacity payments and is unrelated to the electricity actually generated (in 2019 and 2020, capacity payments represented 70.1% and 74.4% of our revenues, respectively).  ENEE has initiated discussions with several IPPs, including Ormat, on potential changes in their existing PPAs. However, our Platanares geothermal power plant has one of the lowest rates of renewable energy in the country, and we expect this fact to have positive implications for our discussions with ENEE. In addition, our future growth in the Electricity segment is and would be adversely impacted by delays we are experiencing in receiving the required development and construction permits, as well as by the implications of global and local restrictions on our ability to procure raw materials and ship to our products.  Furthermore, our future growth in the Electricity segment might be adversely impacted by a lack of funding for projects, a decrease in demand for electricity, delays in permitting and the implications of global and local restrictions on our ability to procure raw material and ship our products.

Our Product segment revenues are generated from sales of products and services pursuant to contracts, under which we have a right to payment for any product that was produced for the customer. Recognition of revenue under these contracts is impacted by delays in the progress of the third-party projects into which our products and services are incorporated. We experienced delays and significant cost increases in one of the projects in the Product segment that adversely impacted our results of operations during 2020. We had a product backlog of $33.4 million as of February 24, 2020, which includes revenues for the period between January 1, 2021 and February 24, 2020, compared to $141.9 million as of February 25, 2020. We believe that the decline in backlog resulted mainly from the impact of COVID-19 and the unwillingness of potential customers to enter into new commitments at this time. Nevertheless, for the reasons set out above, restrictions on travel and because our customers are deferring their decision to purchase, we expect that 2021 product segment revenues will be significantly lower than revenues of 2020.

Our Energy Storage segment generates revenues mainly from participating in the energy and ancillary services markets, run by regional transmission operators and independent system operators in the various markets where our assets operate. Therefore, the revenues these assets generate is directly impacted by the prevailing market prices for energy and/or ancillary services.

In addition, we experience delays in the permitting for new projects in all segments that may create penalties and cause a delay in those projects.

Despite our efforts to provide insight into the performance of our business and the trends affecting it, as of the date of this filing, significant uncertainty exists concerning the magnitude of the impact and duration of the COVID-19 pandemic. We may continue to become subject to any of the following impacts:

limitations on the ability of our suppliers to obtain raw materials that are required for the manufacturing of the products we either sell to third parties or build for ourselves or to meet delivery requirements and commitments that may result in penalty payments;

impact on our efforts to sign new contracts for our Product segment due to operational and travel restrictions and availability of our customers and their willingness to enter into new agreements;

limitations on the ability of our customers to pay us on a timely basis;

additional declarations of COVID-19 as force majeure by our customers and suppliers;

a reduction in the demand for electricity and for our products;

change in regulations, taxes and levies that may affect our operations and cost structure;

risk of infection among employees that may impact the day-to-day operations;

delays in obtaining the required permits that may create penalties and impact our ability to implement our growth plan;

limited ability to oversee remote operation due to travel restrictions.

Opportunities, Trends and Uncertainties

 

Trends,Different trends, factors and uncertainties may impact our operations and financial condition, including many that we do not or cannot foresee. However, we believe that our results of operations and financial condition for the foreseeable future will be primarily affected by the following trends, factors and uncertainties that are from time to time also subject to market cycles:

cycles:

 

 

There has been increased demand for energy generated from geothermal and other renewable resources in the U.S.United States as costs for electricity generated from renewable resources have become more competitive. Much of this is attributable to legislative and regulatory requirements and incentives, such as state RPS and federal tax credits such as PTCs or ITCs (which are discussed in more detail in the section entitled “Government Grants and Tax Benefits” below). We believe that future demand for energy generated from geothermal and other renewable resources in the U.S.United States will be driven primarily by further commitment to, and implementation of, state RPS and greenhouse gas reduction initiatives.

 

 

We accelerated our efforts to expand business development activities in developing countries where geothermal is considered a local resource that can provide a stable and cost effective solution to increase access to power. We expect that a variety of local governmental initiatives will create new opportunities for the development of new projects with the potential to realize higher returns on our equity as well as to create additional markets for our products. These initiatives include the award of long-term contracts to independent power generators, the creation of competitive wholesale markets for selling and trading energy, capacity and related energy products and the adoption of programs designed to encourage “clean” renewable and sustainable energy sources.

We expect to continue to generate the majority of our revenues from our Electricity segment through the sale of electricity from our power plants. All of our current revenues from the sale of electricity are derived from payments under long-term PPAs related to fully-contracted power plants. As a result of the operational improvements and technological advancements that were implemented and that we plan to continue to implement in our operating portfolio, including capacity additions, geographical expansion and re-contracting of existing power plants, we expect that the Electricity segment contribution to our operating income will increase further in the future. Due to the increasing contribution of our Electricity segment to our operating income compared to the contribution of our Product segment, and due to the nature of the Product segment where revenues are less stable, we are targeting to increase future revenues from our Electricity segment in order to increase revenues, profitability and stability. We also intend to continue to pursue opportunities as they arise in our recovered energy business, in the Solar PV sector, in the energy storage market and in other forms of clean energy. In addition, pursuant to our strategic plan, we acquired our Viridity business which operates in the energy storage, demand response and energy management markets and generates revenues derived primarily from software license fees and the provision of services. We are also pursuing PPAs with enterprises that will increase our potential customer base.

We have adopted a strategic plan for the growth of our company, in terms of geographic scope, customer base, and technology platforms covered by our product and service offerings, with a focus on increasing net income from operations.  Under this plan, we will continue to focus on organic growth and increasing operational efficiency of our existing business lines.  In addition, we are actively pursuing domestic and international acquisition opportunities, both within our existing business lines and the solar power generation and energy storage businesses, all of which are targeted as part of the plan. For example, we recently acquired our interest in the Bouillante geothermal power plant in Guadeloupe and signed a definitive agreement to acquire U.S. Geothermal Inc. (NYSE American: HTM), a renewable energy company focused on the development, production and sale of electricity from geothermal energy. We also completed the acquisition of our Viridity business during fiscal year 2017. As part of our services offering expansion through our Viridity business, we have developed our battery storage as a service (“BSAAS”) strategy to provide comprehensive holistic solutions for energy storage, demand response, energy management through nimble and flexible business models, technology and product solutions. We plan to develop, build, own and operate energy storage facilities and provide related services in diversified markets. We will face a number of challenges and uncertainties in implementing this plan, including integration of recently acquired assets as well as potential new acquisitions, and we may revise elements of the plan in response to market conditions or other factors as we move forward with the plan.

 

 

 

In the Electricity segment, we expect intense domestic competition from the solar, hybrid solar and energy storage and wind power generation industries to continue and increase.increase as well as increased competition from the solar combined with storage projects. While we believe the expected demand for renewable energy will be large enough to accommodate increased competition, any such increase in competition, including increasing amounts of renewable energy under contract as well as any further decline in natural gas prices attributable to increased production may contributeand reduction in energy storage costs are contributing to a reduction in electricity prices. However, despite increased competition from the solar and wind power generation industries, we believe that firm and flexible, base loadbase-load electricity, such as geothermal-based energy, will continue to be an important source of renewable energy in areas with commercially viable geothermal resources. In the geothermal industry, we have experienced a decrease in the upfront fee required to secure geothermal leases largely as a result of reduced competition for such leases.resources.

 

 

In the Product segment, we see new opportunities in New Zealand, Turkey, the U.S., Asia Pacific and Central and South America. We have experienced increased competition from binary power plant equipment suppliers including the major steam turbine manufacturers. While we believe that we have a distinct competitive advantage based on our technology, accumulated experience and current worldwide share of installed binary generation capacity, an increase in competition may impact our ability to secure new purchase orders from potential customers. The increased competition may also lead to further reductionreductions in the prices that we are able to charge for our binary equipment which in turn may reduce our profitability.

 

 

The 38 MW Puna complex has three PPAs,average price per MWh, which is one of which (the 25 MW PPA) has a monthly variable energy rate based on the local utility’s avoided costs. A decrease in the price of oil as well as in other commodities will result in a decrease in the incremental cost that the power purchaser avoids by not generating its electrical energy needs from oil, which will result in a reduction of the energy rate that wemetrics some investors may charge under this PPA. In orderuse to reduce our exposure to oil we signed fixed rate PPAs for the remaining 13 MW.

The pricing under our PPAs for the G2evaluate power plant revenues, can fluctuate from period to period. Based on our Electricity segment, we earned, on average, $89.6 and $86.6 per MWh in the Mammoth complex2020 and Heber 2 power plant in the Heber complex for a total of between 30 MW2019, respectively. Oil and 40 MW is variable rate based on SRAC pricing that is impacted by natural gas prices. In 2016, we signed a fixed rate PPA that reduced our exposure to fluctuations in natural gas prices, attogether with other factors that affect our Electricity segment revenues, could cause changes in our average price per MWh in the Ormesa complex starting in November 2017. In addition, to further reduce our exposure to natural gas prices, we enter, from time to time, into derivative transactions. In January 2017, we acquired put options with a strike price of $3.00 to hedge our exposure to decreasing natural gas prices to below $3.00 per MMBtu.future.

 

 

The amounts that we are paid under our PPAs for electricity, capacity and other energy attributes vary for a number of reasons, including:

market conditions when the PPA is signed;

the competitive environment in the power market where the power plant is located and the power and other energy attributes are sold; and

in the case of contracts described in the prior bullets with variable pricing components, current oil and natural gas prices.

This means, among other things, that the average price per MWh, which is one of the metrics some investors may use to evaluate power plant revenues, can fluctuate from period to period. Based on total Electricity segment revenues (excluding revenues related to our Viridity business), we earned, on average, $84.80 and $80.80 per MWh in 2017 and 2016, respectively. Oil and natural gas prices, together with other factors that affect our Electricity segment revenues, could cause changes in our average price per MWh in the future.

The viability of a geothermal resource depends on various factors such as the resource temperature, the permeability of the resource (i.e., the ability to get geothermal fluids to the surface) and operational factors relating to the extraction and injection of the geothermal fluids. Such factors, together with the possibility that we may fail to find commercially viable geothermal resources in the future, represent significant uncertainties that we face in connection with our growth expectations.

As our power plants (including their respective well fields) age, they may require increased maintenance with a resulting decrease in their availability, potentially leading to the imposition of penalties if we are not able to meet the requirements under our PPAs as a result of any decrease in availability.

Our foreign operations are subject to significant political, economic and financial risks, which vary by country as well as hostilities that may arise in the countries we operate. As of the date of this annual report, those risks include security conditions in Israel, the partial privatization of the electricity sector in Guatemala and the political uncertainty currently prevailing in some of the countries in which we operate as further discussed above under “Risk Factors”. Although we maintain among other things political risk insurance for most of our investments in foreign power plants to mitigate these risks, insurance does not provide complete coverage with respect to all such risks.

Turkey’sTurkey’s geothermal market is one of the fastest growing markets in the geothermal industry worldwide, mainly due to governmental and regulatory support. Turkey is ranked seventhfourth globally with an installed geothermal capacity of approximately 1,000over 1,600 MW. Since 2006,In 2020 we have supplied our state of the art binary equipment to over 20 projects in Turkey, which account for over 40% of the total installed geothermal capacity in Turkey as of December 2017. As a major equipment supplier in the Turkish geothermal market we are involved in a number of projects that are currently under construction and plan to continue our marketing efforts to secure new contracts. Ourhad less revenue exposure to the Turkish market, is increasing and we expect higher exposuredue to a slowdown in 2018, as we signed a number of new contractsproject development in Turkey. While we do not see any immediate impactthat market, with further impacts from the failed coupCOVID-19 outbreak. The continued deterioration in Turkeythat Turkish economy, devaluation in the Turkish Lira and the recent vote for the constitutional amendment bill on our business and operations, adverse economic developmentsincrease in this regionlocal interest rates or a decline in government support for the development of geothermal power in the country could affect local demand for the geothermal equipment and services we provide, collection from our customers or the prices we may charge for such equipment and services. In February 2021, the incentive plan and regulation for renewable energy generation in Turkey was renewed and the updated FIT is lower than the previous one. This recent update and the economic status of the country lead us to estimate that the slowdown in development of new sites will continue. In addition, the impact of threatened or actual U.S. sanctions on the Turkish economy and the straining of U.S.-Turkey diplomatic relations may harm regional demand or price competitiveness for the geothermal equipment and services we provide in the Turkish market, in turn decreasing our Product segment profit margins, cash flows and financial condition. For the year ended December 31, 2020, we derived 9% and 44% of our Total revenues and Product revenues, respectively, from our Turkish operations. We are monitoring any change in the political and business environments that may affect our future business and operations in the country.

 

 

WeOrmat established a manufacturing facility in Turkey in order to locally produce several power plant components that entitle our customers to increased incentives under the renewable energy laws. The use of local equipment in renewable energy based generating facilities in Turkey entitles such facilities to significant benefits under Turkish law, provided such facilities have obtained an RER Certificate from EMRA, which requires the issuance of a local certificate. If we do not obtain the local certificate, then some of our customers under the relevant supply agreements in Turkey may not be issued a RER Certificate based on the equipment we supply to them, and we will be required to make a payment to such customers equal to the amount of the expected lost benefit.

FERC is allowed under PURPA to terminate, upon the request of a utility, the obligation of the utility to purchase the output of a Qualifying Facility if FERC finds that there is an accessible competitive market for energy and capacity from the Qualifying Facility. FERC has granted the California investor-owned utilities a waiver of the mandatory purchase obligations from Qualifying Facilities above 20 MW. If the utilities in the regions in which our domestic power plants operate were to be relieved of the mandatory purchase obligation, they would not be required to purchase energy from us upon termination of the existing PPA, which could have an adverse effect on our revenues.

The Trump Administration has expressed skepticism regarding climate change. The final outcome of this Administration’s policies and efforts regarding climate change and resulting effects to the geothermal industry remain uncertain.

While the recently enacted U.S. federal tax legislation (referred to herein as the Tax Act) reduces the corporate tax rate, it also contains provisions which may impact companies engaged in the renewable energy industry as well as companies with international operations, such as us. The Tax Act includes provisions that would impact eligibility to claim production tax credits, reduce the amount of production tax credits, and affect depreciation and interest deduction.  Other provisions would change earnings stripping rules, potentially reduce the deductibility of cross-border payments (other than cost of goods sold), and impose a tax on unrepatriated foreign earnings. For example, among other things, the Tax Act (i) allows the cost of new or used equipment purchased from third parties to be "expensed" or deducted immediately; (ii) is likely to make some borrowing more expensive, as it denies interest deductions on debt starting in 2018 to the extent a company's net interest expense exceeds 30 percent of its adjusted taxable income; (iii) subjects U.S. corporations with offshore subsidiaries to a one-time U.S. tax on untaxed earnings in offshore holding companies as if the earnings had been brought back to the U.S., thereby triggering a tax; (iv) prohibits corporations from using net operating losses incurred after 2017 to reduce income by more than 80 percent in a year and from carrying such losses back two years as they have been allowed to do in the past; and (v) prohibits some cross-border interest and royalty payments to related companies from being deducted starting in 2018. We continue to examine the impact that the recently enacted tax legislation may have on our business and operations.

 

 

Revenues

Sources of Revenues

 

We generate our revenues from the sale of electricity from our geothermal and recovered energy-based power plants; the design, manufacture and sale of equipment for electricity generation; and the construction, installation and engineering of power plant equipmentequipment; and the sale of energy storage services and electricity from our operating energy storage facilities .

 

Revenues attributable to our Electricity segment are derived from the sale of electricity from our power plants pursuant to long-term PPAs. While approximately 85.3%98.2% of our Electricity revenues for the year ended December 31, 20172020 were derived from PPAs with fixed price components we haveand the balance from variable price PPAs in California and Hawaii. Our SO#4 PPAs totaling approximately 50 MW in California are subject to the impact of fluctuations in natural gas prices, while the price paid for electricity pursuant to the 25 MW PPA for the Puna complex in Hawaii is impacted by the price of oil as well as other commodities. Accordingly, our revenues from those power plants may fluctuate.

 

Our Electricity segment revenues are also subject to seasonal variations, as more fully described in “Seasonality” below.

 

Our PPAs generally provide for energy payments alone, or energy and capacity payments. Generally, capacity payments are payments calculated based on the amount of time and capacity that our power plants are available to generate electricity. Some of our PPAs provide for bonus payments in the event that we are able to exceed certain capacity target capacity levels and the potential forfeiture of payments if we fail to meet certain minimum capacity target capacity levels. Energy payments, on the other hand, are payments calculated based on the amount of electrical energy delivered to the relevant power purchaser at a designated delivery point. The rates applicable to such payments are either fixed (subject, in certain cases, to certain adjustments) or are based on the relevant power purchaser’s avoided costs. Our more recent PPAs generally provide for energy payments alone with an obligation to compensate the off-taker for its incremental costs as a result of shortfalls in our supply.

 

Revenues attributable to our Product segment fluctuate between periods, primarily based on our ability to receive customer orders, the status and timing of such orders, delivery of raw materials and the completion of manufacturing. Larger customer orders for our products are typically the result of our sales efforts, our participation in, and winning tenders or requests for proposals issued by potential customers in connection with projects they are developing as well asand orders by returning customers. Such projects often take a significant amount of time to design and develop and are subject to various contingencies, such as the customer’s ability to raise the necessary financing for a project. Consequently, we are generally unable to predict the timing of such orders for our products and may not be able to replace existing orders that we have completed with new ones. As a result, revenues from our Product segment fluctuate (sometimes extensively) from period to period.

Revenues attributable to our Energy Storage segment are generated by several grid-connected BESS facilities that we own and operate from selling energy, capacity and/or ancillary services in merchant markets like PJM Interconnect, ISO New England, ERCOT and CAISO. The revenues fluctuate over time since a large portion of such revenues are generated in the merchant markets, where price volatility is inherent.

We are pursuing the development of additional grid-connected BESS projects in multiple regions, with expected revenues coming from providing energy, capacity and/or ancillary services on a merchant basis, and/or through bilateral contracts with load serving entities, investor owned utilities, publicly owned utilities and community choice aggregators. We also pursue financial instruments, where appropriate, to hedge some of the merchant risk.

 

 

The following table sets forth a breakdown of our revenues for the years indicated:indicated:

 

 

Revenues

 

% of Revenues for Period Indicated

 
 

Revenues (dollars in thousands)

  

% of Revenues for Period Indicated

  

Year Ended December 31,

 

Year Ended December 31,

 
 

Year Ended December 31,

  

Year Ended December 31,

  

2020

  

2019

  

2018

  

2020

  

2019

  

2018

 
 

2017

  

2016

  

2015

  

2017

  

2016

  

2015

  

(Dollars in thousands)

            

Revenues:

                                             

Electricity

 $468,329  $436,292  $375,920   67.6

%

  65.8

%

  63.2

%

 $541,393  $540,333  $509,879  76.8

%

 72.4

%

 70.9

%

Product

  224,483   226,299   218,724   32.4   34.2   36.8  148,125  191,009  201,743  21.0  25.6  28.0 

Energy Storage

  15,824   14,702   7,645   2.2   2.0   1.1 

Total revenues

 $692,812  $662,591  $594,644   100.0

%

  100.0

%

  100.0

%

 $705,342  $746,044  $719,267   100.0

%

  100.0

%

  100.0

%

 

Geographic Breakdown of RevenuesResults of Operations

 

The following table sets forth the geographic breakdown of the revenues attributable to our Electricity, Product and ProductEnergy Storage segments for the years indicated:indicated:

 

 

Revenues

 

% of Revenues for Period Indicated

 
 

Revenues in Thousands

  

% of Revenues for Period Indicated

  

Year Ended December 31,

 

Year Ended December 31,

 
 

Year Ended December 31,

  

Year Ended December 31,

  

2020

  

2019

  

2018

  

2020

  

2019

  

2018

 
 

2017

  

2016

  

2015

  

2017

  

2016

  

2015

  

(Dollars in thousands)

            

Electricity Segment:

                                             

United States

 $298,220  $288,842  $261,478   63.7

%

  66.2

%

  69.6

%

 $341,399  $333,797  $305,962  63.1

%

 61.8

%

 60.0

%

Foreign

  170,109   147,450   114,442   36.3   33.8   30.4 

International

  199,994   206,536   203,917   36.9   38.2   40.0 

Total

 $468,329  $436,292  $375,920   100.0

%

  100.0

%

  100.0

%

 $541,393  $540,333  $509,879   100.0

%

  100.0

%

  100.0

%

                         

Product Segment:

                                     

United States

 $2,912  $18,183  $675   1.3

%

  8.0

%

  0.3

%

 $5,800  $30,562  $14,999  3.9

%

 16.0

%

 7.4

%

Foreign

  221,571   208,116   218,049   98.7   92.0   99.7 

International

  142,325   160,447   186,744   96.1   84.0   92.6 

Total

 $224,483  $226,299  $218,724   100.0

%

  100.0

%

  100.0

%

 $148,125  $191,009  $201,743   100.0

%

  100.0

%

  100.0

%

 

Energy Storage Segment:

             

United States

 $15,824  $13,597  $7,645  100.0

%

 92.5

%

 100.0

%

International

     1,105      0.0   7.5   0.0 

Total

 $15,824  $14,702  $7,645   100.0

%

  100.0

%

  100.0

%

In 2020, 2019 and 2018, 49%, 49% and 54% of our revenues were derived from international operations of all 3 segments combined, respectively, and our international operations were more profitable than our U.S. operations in each of those years. A substantial portion of international revenues came from Kenya and Turkey and, to a lesser extent, from Honduras, Guadeloupe, Guatemala and other countries. Our operations in Kenya contributed disproportionately to gross profit and net income. The contribution to combined pre-tax income of our domestic and foreign operations within our Electricity segment and Product segment to combined pre-tax income differ in a number of ways.

 

Electricity Segment. Our Electricity segment domestic revenues were approximately 75%63%, 62% and 96% higher than60% of our total Electricity segment foreign revenues for the years ended December 31, 20172020, 2019 and 2016,2018, respectively. However, domestic operations in our Electricity segment have higher costs of revenues and expenses than the foreign operations in our Electricity segment. Our foreign power plants are located in lower-cost regions, like Kenya, Guatemala, Honduras and Guadeloupe, which favorably impact payroll and maintenance expenses among other items. They are also newer than most of our domestic power plants and therefore tend to have lower maintenance costs and higher availability factors than our domestic power plants. Consequently, in 2020 the international operations of the segment accounted for 51% of our total gross profits, 70% of our net income and 45% of our EBITDA. However, financing costs related to the international projects are higher than financing costs related to our domestic activity.

 

Product Segment. Our Product segment foreign revenues were 99%96%,  84% and 92%93% of our total Product segment revenues for the years ended December 31, 20172020, 2019 and 2016,2018, respectively. Our Product segment foreign activity also benefits from lower costs of revenues and expenses than Product segment domestic activity such as lower labor and transportation costs. Accordingly, our Product segment foreign activity contributes more than our Product segment domestic activity to our pre-tax income from operations.

 

Relative Contributions. While our combined (domestic and foreign) Electricity segment revenues exceeded our combined Product segment revenues by approximately $243.8 million and $210.0 million for the years ended December 31, 2017 and 2016, respectively, Product segment revenues (that are primarily foreign) resulted in higher pre-tax income from foreign operations for both of those periods.

Seasonality

 

Electricity generation from some of our geothermal power plants is subject to seasonal variations; in the winter, our power plants produce more energy primarily attributable to the lower ambient temperature, which has a favorable impact on the energy component of our Electricity segment revenues.revenues and the prices under many of our contracts are fixed throughout the year with no time-of-use impact. The prices (primarily for capacity) paid for electricity under the PPAs with Southern California Edison and PG&E in California for the Heber 2 power plant in the Heber complex,Complex, the Mammoth complexComplex and the North Brawley power plant in California, the Raft River power plant in Idaho and the Neal Hot Springs power plant in Oregon, are higher in the months of June through September. The higher payments payable by Southern California Edison and PG&Eunder these PPAs in the summer months partially offset the negative impact on our revenues from lower generation in the summer attributable to thea higher ambient temperature. As a result, we receive,expect the revenues and expect to continue to receivegross profit in the future,winter months to be higher than the revenues from these power plants and complexes during suchgross profit in the summer months.

 

Breakdown of Cost of Revenues

 

Electricity Segment

 

The principal cost of revenues attributable to our operating power plants includesare operation and maintenance expenses comprised of salaries and related employee benefits, equipment expenses, costs of parts and chemicals, costs related to third-party services, lease expenses, royalties, startup and auxiliary electricity purchases, property taxes, insurance, depreciation and amortization and, for some of our projects, purchases of make-up water for use in our cooling towers and also depreciation and amortization.towers. In our California power plants, our principal cost of revenues also includes transmission charges and scheduling charges. In some of our Nevada power plants we also incur transmission and wheeling charges. Some of these expenses, such as parts, third-party services and major maintenance, are not incurred on a regular basis. This results in fluctuations in our expenses and our results of operations for individual power plants from quarter to quarter. Payments made to government agencies and private entities on account of site leases where power plants are located are included in cost of revenues. Royalty payments, included in cost of revenues, are made as compensation for the right to use certain geothermal resources and are paid as a percentage of the revenues derived from the associated geothermal rights. Royalties constituted approximately 4.1%3.8% and 3.9%4.1% of Electricity segment revenues for the years ended December 31, 20172020 and December 31, 2016, respectively.2019, respectively.

Product Segment

 

The principal cost of revenues attributable to our Product segment includesare materials, salaries and related employee benefits, expenses related to subcontracting activities, and transportation expenses. Sales commissions to sales representatives are included in selling and marketing expenses. Some of the principal expenses attributable to our Product segment, such as a portion of the costs related to labor, utilities and other support services are fixed, while others, such as materials, construction, transportation and sales commissions, are variable and may fluctuate significantly, depending on market conditions. As a result, the cost of revenues attributable to our Product segment, expressed as a percentage of total revenues, fluctuates. Another reason for such fluctuation is that in responding to bids for our products, we price our products and services in relation to existing competition and other prevailing market conditions, which may vary substantially from order to order.order.

 

Cash and Cash EquivalentsEnergy Storage Segment

 

Our cashThe principal cost of revenues attributable to our Energy Storage segment are direct costs attributable to providing services to our customers, direct costs associated with software development and cash equivalents, asthe direct cost of December 31, 2017, decreased to $47.8 million from $230.2 million as of December 31, 2016. This decrease is principally attributable to: (i) our use of $259.2 million to fund capital expenditures; (ii) repayment of $66.2 million of long-term debt; (iii)  an investment in an unconsolidated company of $46.3 million; (iv) $35.3 million net cash paid for the acquisitionBESS that we own. Direct costs include labor costs of our Viridity business; (v) $21.3 million paidnetwork operations center, the labor of software development effort and the labor associated with operations and maintenance of owned BESS.  Cost of revenues attributable to noncontrolling interest; (vi) paymentour Energy Storage segment also include cost of equipment sold to customers in delivering our automated demand response and software services at a $20.5 million dividend; (vii) a net change in restricted cash and cash equivalentscustomer’s location.

 

Critical Accounting Estimates and Assumptions

 

Our significant accounting policies are more fully described in Note 1 to our consolidated financial statements set forth in Item 8 of this annual report. However, certain of our accounting policies are particularly important to an understanding of our financial position and results of operations. In applying these critical accounting estimates and assumptions, our management uses its judgment to determine the appropriate assumptions to be used in making certain estimates. Such estimates are based on management’smanagement’s historical experience, the terms of existing contracts, management’s observance of trends in the geothermal industry, information provided by our customers and information available to management from other outside sources, as appropriate. Such estimates are subject to an inherent degree of uncertainty and, as a result, actual results could differ from our estimates. Our critical accounting policies include:

 

 

Revenues and Cost of Revenues. Revenues related togenerated from the saleconstruction of electricity from our geothermal and REGrecovered energy-based power plantsplant equipment and capacity payments paid in connection with such sales (electricityother equipment on behalf of third parties (Product revenues) are recordedrecognized using the percentage of completion method, which requires estimates of future costs over the full term of product delivery. Such cost estimates are made by management based upon output deliveredon prior operations and capacity provided by such power plants at rates specified pursuantspecific project characteristics and designs. If management’s estimates of total estimated costs with respect to our Product segment are inaccurate, then the relevant PPAs. Revenues related to PPAs accounted for as operating leases with minimum lease rentals which vary over time are generally recognizedpercentage of completion is inaccurate resulting in an over- or under-estimate of gross margins. As a result, we review and update our cost estimates on significant contracts on a straight-linequarterly basis, overand at least on an annual basis for all others, or when circumstances change and warrant a modification to a previous estimate. Changes in job performance, job conditions, and estimated profitability, including those arising from the termapplication of the PPA. PPAs with contingent rentalspenalty provisions in relevant contracts and final contract settlements, may result in revisions to costs and revenues and are recognized when earned.in the period in which the revisions are determined. Provisions for estimated losses relating to contracts are made in the period in which such losses are determined. Revenues generated from engineering and operating services and sales of products and parts are recorded once the service is provided or product delivery is made, as applicable.

 

Revenues generated from the construction of geothermal and recovered energy-based power plant equipment and other equipment on behalf of third parties (product revenues) are recognized using the percentage of completion method, which requires estimates of future costs over the full term of product delivery. Such cost estimates are made by management based on prior operations and specific project characteristics and designs. If management’s estimates of total estimated costs with respect to our Product segment are inaccurate, then the percentage of completion is inaccurate resulting in an over- or under-estimate of gross margins. As a result, we review and update our cost estimates on significant contracts on a quarterly basis, and at least on an annual basis for all others, or when circumstances change and warrant a modification to a previous estimate. Changes in job performance, job conditions, and estimated profitability, including those arising from the application of penalty provisions in relevant contracts and final contract settlements, may result in revisions to costs and revenues and are recognized in the period in which the revisions are determined. Provisions for estimated losses relating to contracts are made in the period in which such losses are determined. Revenues generated from engineering and operating services and sales of products and parts are recorded once the service is provided or product delivery is made, as applicable.

 

Property, Plant and Equipment. We capitalize all costs associated with the acquisition, development and construction of power plant facilities. Major improvements are capitalized and repairs and maintenance (including major maintenance) costs are expensed. We estimate the useful life of our power plants to range between 25 and 30 years. Such estimates are made by management based on factors such as prior operations, the terms of the underlying PPAs, geothermal resources, the location of the assets and specific power plant characteristics and designs. Changes in such estimates could result in useful lives which are either longer or shorter than the depreciable lives of such assets. We periodically re-evaluate the estimated useful life of our power plants and revise the remaining depreciable life on a prospective basis.

 

We capitalize costs incurred in connection with the exploration and development of geothermal resources beginning when we acquire land rights to the potential geothermal resource. Prior to acquiring land rights, we make an initial assessment that an economically feasible geothermal reservoir is probable on that land using available data and external assessments vetted through our exploration department and occasionally outside service providers. Costs incurred prior to acquiring land rights are expensed. It normally takes two to three years from the time we start active exploration of a particular geothermal resource to the time we have an operating production well, assuming we conclude the resource is commercially viable.viable.

 

In most cases, we obtain the right to conduct our geothermal development and operations on land owned by the BLM, various states or with private parties. In consideration for certain of these leases, we may pay an up-front non-refundable bonus payment which is a component of the competitive lease process. This payment and other related costs are capitalized and included in construction-in-process. Once we acquire land rights to the potential geothermal resource, we perform additional activities to assess the commercial viability of the resource. Such activities include, among others, conducting surveys and other analyses,analysis, obtaining drilling permits, creating access roads to drilling sites, and exploratory drilling which may include temperature gradient holes and/or slim holes. Such costs are capitalized and included in construction-in-process. Once our exploration activities are complete, we finalize our assessment as to the commercial viability of the geothermal resource and either proceed to the construction phase for a power plant or abandon the site. If we decide to abandon a site, all previously capitalized costs associated with the exploration project are written off.off.

 

Our assessment of economic viability of an exploration project involves significant management judgment and uncertainties as to whether a commercially viable resource exists at the time we acquire land rights and begin to capitalize such costs. As a result, it is possible that our initial assessment of a geothermal resource may be incorrect and we will have to write off costs associated with the project that were previously capitalized. For example, during the years ended December 31, 2017 and 2016, we determined that the geothermal resource at four and three of our exploration projects, respectively, would not support commercial operations and as such, we discontinued exploration activities at those sites. As a result of this determination, we expensed $1.8 million and $3.0 million of capitalized costs during the years ended December 31, 2017 and 2016, respectively. Due to the uncertainties inherent in geothermal exploration, these historical impairments may not be indicative of future impairments. Included in construction-in-process are costs related to projects in exploration and development of $63.9$51.5 million and $54.4$84.6 million at December 31, 20172020 and 2016,2019, respectively. Included in these amounts at December 31, 20172020 and 2016,2019, respectively, are $5.3 million and $17.0 million, and $17.4 million thatrespectively, which relate to up-front bonus payments.payments.

 

 

 

Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed of. We evaluate long-lived assets, such as property, plant and equipment and construction-in-process for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Factors which could trigger an impairment include, among others, significant underperformance relative to historical or projected future operating results, significant changes in our use of assets or our overall business strategy, negative industry or economic trends, a determination that an exploration project will not support commercial operations, a determination that a suspended project is not likely to be completed, a significant increase in costs necessary to complete a project, legal factors relating to our business or when we conclude that it is more likely than not that an asset will be disposed of or sold.

  

We test our operating plants that are operated together as a complex for impairment at the complex level because the cash flows of such plants result from significant shared operating activities. For example, the operating power plants in a complex are managed under a management combined operation management generally with one central control room that controls all of the power plants in a complex and one maintenance group that services all of the power plants in a complex. As a result, the cash flows from individual plants within a complex are not largely independent of the cash flows of other plants within the complex. We test for impairment of our operating plants which are not operated as a complex, as well as our projects under exploration, development or construction that are not part of an existing complex, at the plant or project level. To the extent an operating plant becomes part of a complex in the future, we will test for impairment at the complex level.level.

 

Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated future net undiscounted cash flows expected to be generated by the asset. The significant assumptions that we use in estimating our undiscounted future cash flows include (i) projected generating capacity of the power plant and rates to be received under the respective PPA and (ii) projected operating expenses of the relevant power plant. Estimates of future cash flows used to test recoverability of a long-lived asset under development also include cash flows associated with all future expenditures necessary to develop the asset. If future cash flows are less than the assumptions we used in such estimates, we may incur impairment losses in the future that could be material to our financial condition and/or results of operations.operations.

 

If our assets are considered to be impaired, the impairment to be recognized is the amount by which the carrying amount of the assets exceeds their fair value. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. We believe that for the year ended December 31, 2017,2020, no impairment exists for any of our long-lived assets; however, estimates as to the recoverability of such assets may change based on revised circumstances. Estimates of the fair value of assets require estimating useful lives and selecting a discount rate that reflects the risk inherent in future cash flows.flows.

 

 

Goodwill. Goodwill represents the excess of the fair value of consideration transferred in the business combination transactions over the fair value of tangible and intangible assets acquired, net of the fair value of liabilities assumed and the fair value of any noncontrolling interest in the acquisitions. Goodwill is not amortized but rather subject to a periodic impairment testing on an annual basis (on December 31 of each year) or if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount. Additionally, we are permitted to first assess qualitative factors to determine whether a quantitative goodwill impairment test is necessary. Further testing is only required if the entity determines, based on the qualitative assessment, that it is more likely than not that a reporting unit’s fair value is less than its carrying amount. Otherwise, no further impairment testing is required. An entity has the option to bypass the qualitative assessment for any reporting unit in any period and proceed directly to step one of the quantitative goodwill impairment test. This would not preclude the entity from performing the qualitative assessment in any subsequent period. The first step compares the fair value of the reporting unit to its carrying value, including goodwill.  In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350), which was adopted by us in 2018, under which step two of the goodwill impairment test was eliminated. Step two measured a goodwill impairment test by comparing the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill. Under ASU 2017-04, Intangibles – Goodwill and Other, an entity should recognize an impairment charge for the amount by which the carrying amount of the reporting unit exceeds its fair value as calculated under step one described above. However, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. 

Obligations Associated with the Retirement of Long-Lived Assets. We record the fair market value of legal liabilities related to the retirement of our assets in the period in which such liabilities are incurred. These liabilities include our obligation to plug wells upon termination of our operating activities, the dismantling of our power plants upon cessation of our operations, and the performance of certain remedial measures related to the land on which such operations were conducted. When a new liability for an asset retirement obligation is recorded, we capitalize the costs of such liability by increasing the carrying amount of the related long-lived asset. Such liability is accreted to its present value each period and the capitalized cost is depreciated over the useful life of the related asset. At retirement, we either settle the obligation for its recorded amount or report either a gain or a loss with respect thereto. Estimates of the costs associated with asset retirement obligations are based on factors such as prior operations, the location of the assets and specific power plant characteristics. We review and update our cost estimates periodically and adjust our asset retirement obligations in the period in which the revisions are determined. If actual results are not consistent with our assumptions used in estimating our asset retirement obligations, we may incur additional losses that could be material to our financial condition or results of operations.

 

 

Accounting for Income Taxes. Significant estimates are required to arrive at our consolidated income tax provision and other tax balances.provision. This process requires us to estimate our actual current tax exposure and to make an assessment of temporary differences resulting from differing treatments of items for tax and accounting purposes. Such differences result in deferred tax assets and liabilities which are included in our consolidated balance sheets. For those jurisdictions where the projected operating results indicate that realization of our net deferred tax assets is not more likely than not, a valuation allowance is recorded.

 

We evaluate our ability to utilize the deferred tax assets quarterly and assess the need for thea valuation allowance. In assessing the need for a valuation allowance, we estimate future taxable income, including the impacts of the passing of the recently enacted Tax Act, consideringtax law, the feasibility of ongoing tax planning strategies and the realizationrealizability of tax credits and tax loss carryforwards. Valuation allowances related to deferred tax assets can be affected by changes in tax laws, statutory tax rates, and future taxable income. We have recorded a partial valuation allowance related to our U.S. deferred tax assets. In the future, if there is sufficient evidence that we will be able to generate sufficient future taxable income in the U.S.,United States, we may be required to reduce this valuation allowance, resulting in income tax benefits in our consolidated statement of operations.

 

In the ordinary course of business, there iscan be inherent uncertainty in quantifying our income tax positions. We assess our income tax positions and record tax benefits for all years subject to examination based upon management’smanagement’s evaluation of the facts, circumstances and information available at the reporting date. For those tax positions where it is more likely than not that a tax benefit will be sustained, which is greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information, we recognize between 0 to 100% of the tax benefit. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, we do not recognize any tax benefit in the consolidated financial statements. Resolution of these uncertainties in a manner inconsistent with our expectations could have a material impact on our financial condition or results of operations.

 

New Accounting Pronouncements

 

See Note 1 to our consolidated financial statements set forth in Item 8 of this annual report for information regarding new accounting pronouncements.pronouncements.

  

 

Results of Operations

 

Our historical operating results in dollars and as a percentage of total revenues are presented below. A comparison of the different years described below may be of limited utility due to (i) our recent construction or disposition of new power plants and enhancement of acquired power plants and (ii) fluctuation in revenues from our Product segment.

 

 

Year Ended December 31,

  

Year Ended December 31,

 

 

2017

  

2016

  

2015

  

2020

  

2019

  

2018

 
 

(Dollars in thousands, except per share data)

  

(Dollars in thousands, except per share data)

 

Revenues:

                        

Electricity

 $468,329  $436,292  $375,920  $541,393  $540,333  $509,879 

Product

  224,483   226,299   218,724  148,125  191,009  201,743 
  692,812   662,591   594,644 

Energy storage

  15,824   14,702   7,645 

Total revenues

  705,342   746,044   719,267 

Cost of revenues:

                        

Electricity

  272,266   261,573   242,612  300,059  312,835  298,255 

Product

  152,094   130,223   133,753  114,948  145,974  140,697 
  424,360   391,796   376,365 

Gross profit

            

Energy storage

  14,060   17,912   9,880 

Total cost of revenues

  429,067   476,721   448,832 

Gross profit (loss)

            

Electricity

  196,063   174,719   133,308  241,334  227,498  211,624 

Product

  72,389   96,076   84,971  33,177  45,035  61,046 
  268,452   270,795   218,279 

Energy storage

  1,764   (3,210)  (2,235)

Total gross profit

 276,275  269,323  270,435 

Operating expenses:

                        

Research and development expenses

  3,157   2,762   1,780  5,395  4,647  4,183 

Selling and marketing expenses

  15,600   16,424   16,077  17,384  15,047  19,802 

General and administrative expenses

  42,881   46,710   34,782  60,226  55,833  47,750 

Impairment charge

     13,464 

Write-off of unsuccessful exploration activities

  1,796   3,017   1,579      126 

Business interruption insurance income

  (20,743)      

Operating income

  205,018   201,882   164,061  214,013  193,796  185,110 

Other income (expense):

                        

Interest income

  988   971   297  1,717  1,515  974 

Interest expense, net

  (54,142)  (67,389)  (72,577) (77,953) (80,384) (70,924)

Derivatives and foreign currency transaction gains (losses)

  2,654   (5,534)  (1,622) 3,802  624  (4,761)

Income attributable to sale of tax benefits

  17,878   16,503   25,431  25,720  20,872  19,003 

Other non-operating expense, net

  (1,666)  (5,345)  (1,991)

Income from continuing operations before income taxes and equity in losses of investees

  170,730   141,088   113,599 

Other non-operating income (expense), net

  1,418   880   7,779 

Income from operations before income tax and equity in earnings (losses) of investees

 168,717  137,303  137,181 

Income tax (provision) benefit

  1,411   (31,837)  15,258  (67,003) (45,613) (34,733)

Equity in earnings (losses) of investees, net

  (1,957)  (7,735)  (5,508)  92   1,853   7,663 

Net income

  170,184   101,516   123,349 

Net Income

 101,806  93,543  110,111 

Net income attributable to noncontrolling interest

  (14,695)  (7,586)  (3,776)  (16,350)  (5,448)  (12,145)

Net income attributable to the Company's stockholders

 $155,489  $93,930  $119,573  $85,456  $88,095  $97,966 

Earnings per share attributable to the Company's stockholders:

                   

Basic:

             $1.66  $1.73  $1.93 

Net income

 $3.10  $1.90  $2.46 

Diluted:

             $1.65  $1.72  $1.92 

Net income

 $3.06  $1.87  $2.43 

Weighted average number of shares used in computation of earnings per share attributable to the Company's stockholders:

                   

Basic

  50,110   49,469   48,562   51,567   50,867   50,643 

Diluted

  50,769   50,140   49,187   51,937   51,227   50,969 

 

 

  

Year Ended December 31,

 
  

2017

  

2016

  

2015

 

Revenues:

            

Electricity

  67.6

%

  65.8

%

  63.2

%

Product

  32.4   34.2   36.8 
   100.0   100.0   100.0 

Cost of revenues:

            

Electricity

  58.1   60.0   64.5 

Product

  67.8   57.5   61.2 
   61.3   59.1   63.3 

Gross profit

            

Electricity

  41.9   40.0   35.5 

Product

  32.2   42.5   38.8 
   38.7   40.9   36.7 

Operating expenses:

            

Research and development expenses

  0.5   0.4   0.3 

Selling and marketing expenses

  2.3   2.5   2.7 

General and administrative expenses

  6.2   7.0   5.8 

Write-off of unsuccessful exploration activities

  0.3   0.5   0.3 

Operating income

  29.6   30.5   27.6 

Other income (expense):

            

Interest income

  0.1   0.1   0.0 

Interest expense, net

  (7.8)  (10.2)  (12.2)

Derivatives and foreign currency transaction gains (losses)

  0.4   (0.8)  (0.3)

Income attributable to sale of tax benefits

  2.6   2.5   4.3 

Other non-operating expense, net

  (0.2)  (0.8)  (0.3)

Income from continuing operations before income taxes and equity in losses of investees

  24.6   21.3   19.1 

Income tax (provision) benefit

  0.2   (4.8)  2.6 

Equity in earnings (losses) of investees, net

  (0.3)  (1.2)  (0.9)

Net income

  24.6   15.3   20.7 

Net income attributable to noncontrolling interest

  (2.1)  (1.1)  (0.6)

Net income attributable to the Company's stockholders

  22.4

%

  14.2

%

  20.1

%

Results as a percentage of revenues

  

Year Ended December 31,

 
  

2020

  

2019

  

2018

 

Revenues:

            

Electricity

  76.8

%

  72.4

%

  70.9

%

Product

  21.0   25.6   28.0 

Energy storage

  2.2   2.0   1.1 

Total revenues

  100.0   100.0   100.0 

Cost of revenues:

            

Electricity

  55.4   57.9   58.5 

Product

  77.6   76.4   69.7 

Energy storage

  88.9   121.8   129.2 

Total cost of revenues

  60.8   63.9   62.4 

Gross profit (loss)

            

Electricity

  44.6   42.1   41.5 

Product

  22.4   23.6   30.3 

Energy storage

  11.1   (21.8)  (29.2)

Total gross profit

  39.2   36.1   37.6 

Operating expenses:

            

Research and development expenses

  0.8   0.6   0.6 

Selling and marketing expenses

  2.5   2.0   2.8 

General and administrative expenses

  8.5   7.5   6.6 

Impairment charge

  0.0   0.0   1.9 

Business interruption insurance income

  (2.9)  0.0   0.0 

Operating income

  30.3   26.0   25.7 

Other income (expense):

            

Interest income

  0.2   0.2   0.1 

Interest expense, net

  (11.1)  (10.8)  (9.9)

Derivatives and foreign currency transaction gains (losses)

  0.5   0.1   (0.7)

Income attributable to sale of tax benefits

  3.6   2.8   2.6 

Other non-operating income (expense), net

  0.2   0.1   1.1 

Income from continuing operations before income tax and equity in earnings (losses) of investees

  23.9   18.4   19.1 

Income tax (provision) benefit

  (9.5)  (6.1)  (4.8)

Equity in earnings (losses) of investees, net

  0.0   0.2   1.1 

Net Income

  14.4   12.5   15.3 

Net income attributable to noncontrolling interest

  (2.3)  (0.7)  (1.7)

Net income attributable to the Company's stockholders

  12.1

%

  11.8

%

  13.6

%

 

Comparison of the Year Ended December 31, 20172020 and the Year Ended December 31, 20162019

 

Total Revenues

  

Year Ended

December 31, 2020

  

Year Ended

December 31, 2019

  

Increase (Decrease)

 
  

(Dollars in millions)

     

Electricity segment revenues

 $541.4  $540.3  $1.1   0.2

%

Product segment revenues

  148.1   191.0   (42.9)  (22.5)

Energy Storage segment revenues

  15.8   14.7   1.1   7.6 

Total Revenues

 $705.3  $746.0  $(40.7)  (5.5)%

 

Total revenues for the year ended December 31, 20172020 were $692.8$705.3 million, compared to $662.6$746.0 million for the year ended December 31, 2016, representing2019, which represented a 4.6% increase5% decrease from the prior year period. This increasedecrease was attributable to a $42.9 million or 22% decrease in our ElectricityProduct segment in which revenuesincreased by 7.3% compared to the corresponding period in 2016.2019, as discussed below. The decrease was partially offset by a slight increase in our Electricity segment revenues and Energy Storage segment revenues.

Electricity Segment

 

Revenues attributable to our Electricity segment for the year ended December 31, 2017,2020 were $468.3$541.4 million, compared to $436.3$540.3 million for the year ended December 31, 2016,2019, representing a 7.3%0.2% increase from the prior period. This increase was primarily attributable to: (i) the full year consolidation of our Bouillante power plant in Guadeloupe, effective July 5, 2016, with revenues of $21.7 million for the year ended December 31, 2017, compared to $8.1 million for the year ended December 31, 2016; (ii) the commencement of commercial operation of our Platanares power plant in Honduras, effective September 2017, with revenues of $10.0 million for the year ended December 31, 2017 and of our Tungsten Mountain power plant in Nevada, effective December 2017, with revenues of $2.2 million for the year ended December 31, 2017; (iii) an increase in generation at our Puna power plant attributable to successful improvement of the resource performance; and (iv) $2.7 million generated by our Viridity business from the provision of energy storage and demand response services. The increase was partially offset by a decrease in generation at some of our power plants that we had scheduled to take offline to address maintenance issues.

 

Power generation in our power plants increaseddecreased by 1.7%3.1% from 5,396,9596,238,272 MWh for the year ended December 31, 2019 to 6,043,993 MWh in the year ended December 31, 20162020, due to 5,489,234 MWh in the year ended December 31, 2017, primarily because of an increase inlower generation at our Puna power plant, the consolidation of our Bouillante power plant in Guadeloupe, and the commencement of operations of our Platanares power plant in Honduras and Tungsten Mountain power plant in Nevada, partially offset by a decrease in generation in some of our power plants, mainlyincluding our OREG facilities and Olkaria complex that were impacted by lower demand due to scheduled outages.COVID-19. However, revenues remained unchanged due to higher average energy rate per MWh of our entire portfolio.

 

Product Segment

 

Revenues attributable to our Product segment for the year ended December 31, 20172020 were $224.5$148.1 million, compared to $226.3$191.0 million for the year ended December 31, 2016,2019, representing a 0.8%22.5% decrease from the prior period. The slight decrease in our Product segment revenues was primarily attributablemainly due to completion or near-completion of our contracts for the Cerro Pabellon geothermal power plant in Chile, the Sarulla geothermal power plant in Indonesia, and other projects in Turkey and the U.S., which were completed during 2016. Thisin 2019 and accounted for $75.9 million in revenues in the year ended December 31, 2019. The decrease was partially offset by revenue recognition from two new geothermalother projects in Turkey, New Zealand and China (onChile, which we started constructionin 2019, and provided $98.3 million in revenue recognized during the year ended December 31, 2020 compared to $86.6 million for the year ended December 31, 2019, and other projects in mainly in Turkey, which started in 2020 and provided $29.6 million for the year ended December 31, 2020. The overall decrease in Product revenues is also attributable to the impact of COVID-19 which resulted in delays in the first quarterprogress of 2017) andthe third-party projects as well as unwillingness of potential customers to enter into new projectscommitments.

Energy Storage Segment

Revenues attributable to our Energy Storage segment for the year ended December 31, 2020 were $15.8 million compared to $14.7 million for the year ended December 31, 2019, representing a 7.6% increase.  The increase was mainly driven by $4.8 million of revenues from the acquisition of the Pomona energy storage asset as well as the commissioning of Rabitt Hill in TurkeyTexas, offset by $2.8 million in revenues from a one-time EPC project in the amounts of $31.7 million, $23.1 million and $121.3 million, respectively.year ended December 31, 2019.

 

Total Cost of Revenues

  

Year Ended

December 31, 2020

  

Year Ended

December 31, 2019

  

Increase (Decrease)

 
  

(Dollars in millions)

     

Electricity segment cost of revenues

 $300.1  $312.8  $(12.8)  (4.1

)%

Product segment cost of revenues

  114.9   146.0   (31.0)  (21.3)

Energy Storage segment cost of revenues

  14.1   17.9   (3.9)  (21.5)

Total Cost of Revenues

 $429.1  $476.7  $(47.7)  (10.0

)%

 

Total cost of revenues for the year ended December 31, 20172020 was $424.4$429.1 million compared to $391.8$476.7 million for the year ended December 31, 2016, representing2019, which represented a 8.3% increase from the prior period.10.0% decrease. This increasedecrease was attributable to an increasea decrease of $12.8 million, or 4.1%, in cost of revenues from both theour Electricity segment, a decrease of $31.0 million, or 21.3%, in cost of revenues from our Product segment and Product segments.a decrease of $3.9 million, or 21.5%, in cost of revenues from our Energy Storage segment, all as discussed above. As a percentage of total revenues, our total cost of revenues for the year ended December 31, 2017 increased2020 decreased to 61.3%, compared to 59.1%60.8% from 63.9% for the year ended December 31, 2016. This increase was mainly attributable to an increase in cost2019.

 

Electricity Segment

 

Total cost of revenues attributable to our Electricity segment for the year ended December 31, 20172020 was $272.3$300.1 million, compared to $261.6$312.8 million for the year ended December 31, 2016,2019, representing a 4.1% increasedecrease from the prior period. This increase decrease was primarily attributable to additionala decrease in cost of revenues from the consolidation ofat our BouillantePuna power plant in Guadeloupe, effective July 5, 2016,that was shut down immediately following the commencement of commercial operation of our Platanares power plant in Honduras, effective September 2017,Kilauea volcanic eruption on May 3, 2018, as well asthe cost of revenues at our Puna power plant for the year ended December 31, 2020 includes a decrease in the amountlease expense of $5.4 million relateddue to our energy storage and demand response activitythe termination of the lease transaction. The decrease was also due to lower operational costs in some of our Viridity business.power plants in the year ended December 31, 2020 compared to the year ended December 31, 2019. Cost of revenues at our Puna power plant included business interruption recovery of $7.8 million in the year ended December 31, 2020, compared to $9.3 million in the year ended December 31, 2019. As a percentage of total Electricity segment revenues, the total cost of revenues attributable to our Electricity segment for the year ended December 31, 20172020 was 58.1%55.4%, compared to 60.0%57.9% for the year ended December 31, 2016. This decrease was primarily2019. The cost of revenues attributable to higher efficiency in someour international power plants was 21.5% of our operating power plants.Electricity segment cost of revenues for the year ended December 31, 2020.

 

Product Segment

 

Total cost of revenues attributable to our Product segment for the year ended December 31, 20172020 was $152.1$114.9 million, compared to $130.2$146.0 million for the year ended December 31, 2016,2019, representing a 16.8% increase21.3% decrease from the prior period. This increasedecrease was primarily attributable to additional costs associated with our projectthe decrease in Chile, as well as aProduct segment revenues, different product mixscope and different margins in the various sales contracts we entered into mainly in Turkey, New Zealand and Chile for the Product segment during these periods. As a percentage of total Product segment revenues, our total cost of revenues attributable to theour Product segment for the year ended December 31, 20172020 was 67.8%77.6%, compared to 57.5%76.4% for the year ended December 31, 2016.2019. This increase is mainly related to the higher cost of revenues related to the Nawgha project that we are constructing in New Zealand and that was impacted, among other things, by the restrictions and limitations in the country associated with COVID-19.

 

revenues attributable to our Energy Storage segment for the year ended December 31, 2020 were $14.1 million as compared to $17.9 million in the year ended December 31, 2019.  The decrease was mainly driven by cost of revenues from a one-time EPC project in the amount of $2.2 million in the year ended December 31, 2019, and a decrease in payroll, professional fees and consulting, offset partially by $3.1 million in cost of revenues from the acquisition of the Pomona energy storage asset. The Energy Storage segment includes cost of revenues related to the delivery of energy storage services.

 

Research and Development Expenses

 

Research and development expenses for the year ended December 31, 20172020 were $3.2$5.4 million, compared to $2.8$4.6 million for the year ended December 31, 2016.2019. The increase is mainly due to new development projects that took place during the year ended December 31, 2020.

 

Selling and Marketing Expenses

 

Selling and marketing expenses for the year ended December 31, 20172020 were $15.6$17.4 million, compared to $16.4$15.0 million for the year ended December 31, 2016. This decrease2019.  The increase was primarilymainly due to loweran increase in sales commissions relateddue to our Product segment because of a different commissions mix.product mix and increase in marketing activities. Selling and marketing expenses for the year ended December 31, 2017 constituted 2.3%2.5% of total revenues for such year, compared to 2.5% of such revenues for the year ended December 31, 2016.2020, compared to 2.0%, for the year ended December 31, 2019.

 

General and Administrative Expenses

 

General and administrative expenses for the year ended December 31, 20172020 were $42.9$60.2 million, compared to $46.7$55.8 million for the year ended December 31, 2016. This decrease2019. The increase was mainly dueprimarily attributable to (i) $11.0 million of expensesan increase in the year ended December 31, 2016 related to the settlement of a qui tam claimprofessional fees, and (ii) a $2.1 million adjustment in respect of an earn out related to the acquisition of our Viridity business, partially offset by (i) a $2.1 million charge for stock-based compensation expense associated with the acceleration of the vesting period of the stock options previously held by our CEO and CFO and exercised in connection with ORIX’s acquisition of approximately 22% of our shares of common stock; (ii) general and administrative expenses related to our Viridity business; and (iii) $2.5$1.3 million in costs associated with one of our legal claims, partially offset by a $1.3 million gain from the ORIX transaction and other acquisitions and sales activitiessale of a concession in the year ended December 31, 2017.one of our foreign locations. General and administrative expenses for the year ended December 31, 2017,2020 constituted 8.5% of total revenues for such period, compared to 7.5%, excluding the one-time charge of $2.1 million for stock-based compensation, constituted 5.9% of total revenuesearn out adjustment, for the year ended December 31, 2017, compared to 5.5%, excluding the one-time charge2019.

 

Write-off of Unsuccessful Exploration Activities

Write-off of unsuccessful exploration activities for the year ended December 31, 2017 was $1.8 million, compared to $3.0 million for the year ended December 31, 2016. The write-off of unsuccessful exploration activities for the year ended December 31, 2017 included costs related to the Glass Buttes site in Oregon, which we determined in the fourth quarter of 2017 would not support commercial operations. The majority of the write-off of unsuccessful exploration activities for the year ended December 31, 2016 consisted of costs related to the Twilight site in Oregon and a concession in Chile, which we determined would not support commercial operations.

OperatingBusiness Interruption Insurance Income

 

OperatingBusiness interruption insurance income for the year ended December 31, 2017 was $205.0 million, compared2020 is attributable to $201.9 million forbusiness interruption recoveries relating to the Puna power plant. For the year ended December 31, 2016, representing a 1.6% increase from2020, the prior period. The increaseCompany recognized business insurance income of $28.6 million which was included in operating income was primarily attributablecost of revenues up to the increase in our gross margin in our Electricity segment primarilyamount covering the related costs and the remainder, totaling $20.7 million, was included as a resultbusiness interruption insurance income under operating expenses in the consolidated statements of the increase in revenuesoperations and higher efficiency in some of our operating power plants, and the decrease in general and administrative expenses, as discussed above. The increase was partially offset by a decrease in our gross margin in our Product segment, also discussed above. Operating income attributable to our Electricity segment for the year ended December 31, 2017 was $154.5 million, compared to $126.8 million for the year ended December 31, 2016. Operating income attributable to our Product segment for the year ended December 31, 2017 was $50.5 million, compared to $75.1 million for the year ended December 31, 2016.comprehensive income.

 

Interest Expense, Net

 

Interest expense, net, for the year ended December 31, 20172020 was $54.1$78.0 million, compared to $67.4$80.4 million for the year ended December 31, 2016,2019, representing a 19.7%3.0% decrease from the prior period. This decrease was primarily due to:to (i) the repayment, in September 2016, of $250 million of our senior unsecured bonds which bore interest at a fixed rate of 7% per annum, through the issuance of $67 million and $137 million, respectively of two new series of senior unsecured bonds, which bear interest at a fixed rate of 3.7% and 4.45% per annum, respectively, as discussed below; (ii) lower interest expense as a result of principal payments of long term debt and revolving credit lines with banks; and (iii) a $3.9$2 million decrease in interest related to anthe sale of tax benefits; and (ii) $7 million increase in interest capitalized to projects,projects. The decrease was partially offset by the December 2016 issuanceinterest expense from: (i) $79.4 million of proceeds from a senior secured notes issued by our subsidiary that owns phase 1unsecured bonds series 3 received in April and May 2020; (ii) $50.0 million of the Don A. Campbell power plant.

proceeds from bonds series 4 received in July 2020.

 

Derivatives and Foreign Currency Transaction Gains (Losses)

 

Derivatives and foreign currency transaction gains for the year ended December 31, 20172020 were $2.7$3.8 million, compared to losses of $5.5$0.6 million for the year ended December 31, 2016. 2019. Derivatives and foreign currency transaction gains for the year ended December 31, 20172020 were attributable primarily to gains from foreign currency forward contracts, which were not accounted for as hedge transactions. Derivatives and foreign currency transaction losses for the year ended December 31, 2016 were primarily attributable to $2.6 million in losses from future contracts entered into to reduce our economic exposure to fluctuations in prices of natural gas and oil under our SO#4 and Puna PPAs, which were not accounted for as hedge transactions, and $1.5 million in losses due to changes in the fair value of the contract obligation in relating to the acquisition of our interest in the Bouillante power plant in Guadeloupe.

Income Attributable to Sale of Tax Benefits

Income attributable to the sale of tax benefits to institutional equity investors (as described below under “OPC Transaction”, “ORTP Transaction” and “Opal Geo Transaction”) for the year ended December 31, 2017 was $17.9 million, compared to $16.5 million for the year ended December 31, 2016. This income primarily represents the value of PTCs and taxable income or loss generated by Opal Geo and ORTP and allocated to investors in the year ended December 31, 2017 compared to PTCs and taxable income or loss generated by ORTP and OPC and allocated to investors in the year ended December 31, 2016.

Other Non-Operating Expense, Net

Other non-operating expense, net for the year ended December 31, 2017 was $1.7 million, compared to $5.4 million for the year ended December 31, 2016. Other non-operating expense, net for the year ended December 31, 2017 includes a make whole premium of $1.9 million resulting from the prepayment of $14.3 million aggregate principal amount of our OFC Senior Secured Notes and $11.8 million aggregate principal amount of our DEG Loan (as described below). Other non-operating expense, net for the year ended December 31, 2016 includes: (i) prepayment fees of approximately $5.0 million due to the repayment of our senior unsecured bonds in September 2016 and (ii) a make whole premium of $0.6 million resulting from the repurchase of $6.8 million aggregate principal amount of our OFC Senior Secured Notes.

Income from operations, before income taxes and equity in losses of investees

Income from operations, before income taxes and equity in losses of investees for the year ended December 31, 2017 was $170.7 million, compared to $141.1 million for the year ended December 31, 2016, representing a 21.0% increase from the prior period. The income is primarily attributable to our foreign operations. This increase was driven by the increase in our domestic operations resulting mainly from the $11.0 million one-time expense in the year ended December 31, 2016 related to the settlement of a qui tam claim, approximately $5.0 million due to the repayment of the senior unsecured bonds in September 2016 and the associated decrease in interest expense, as described above.

Income Taxes 

Income tax benefit for the year ended December 31, 2017, was $1.4 million, compared to an income tax provision of $31.8 million for the year ended December 31, 2016. The decrease in income tax provision from $31.8 million in the year ended December 31, 2016 to income tax benefit of $1.4 million in the year ended December 31, 2017, primarily resulted from changes in valuation allowance and the impact of the U.S. tax reform legislation. Our effective tax rate for the years ended December 31, 2017 and 2016, was (0.8)% and 22.5%, respectively. Our effective tax rate is principally based upon the composition of the income in different countries, the impact of U.S. tax reform legislation and changes related to valuation allowances for certain countries. Our aggregate effective tax rate is lower than the 35% U.S federal statutory tax rate due to: (i) as a substantial portion of our income is derived in Israel which is taxed at the corporate tax rate of 16%, partially offset by taxes on earnings in Kenya which are taxed at statutory rate of 37.5%; (ii) a tax credit and tax exemption related to the Company’s subsidiaries in Guatemala and Honduras; (iii) a partial valuation allowance release against the Company's U.S. deferred tax assets offset by withholding taxes; and (iv) impacts of U.S. tax reform legislation, specifically the remeasurement of deferred taxes and the inclusion in taxable income of the amount of certain repatriated earnings of foreign subsidiaries (see Note 18 to our consolidated financial statements set forth in Item 8 of this annual report for further details regarding the Company's income tax provision and the Tax Act).

For the year ended December 31, 2017 and 2016, we recorded a valuation allowance in the amount of approximately $50.9 million and $109.6 million, respectively, against our unutilized foreign tax credits (FTCs, PTCs and ITCs) and U.S. deferred tax assets related to net operating loss (NOL) carryforwards. As of December 31, 2017, we had U.S. federal NOLs in the amount of approximately $145.0 million, state NOLs in the amount of approximately $222.2 million and unutilized tax credits of approximately $172.2 million, all of which can be carried forward for 10-20 years. The related deferred tax assets totaled approximately $133.0 million. Realization of these deferred tax assets and tax credits is dependent on generating sufficient taxable income in the U.S. prior to expiration of the NOL carryforwards and tax credits. The scheduled reversal of deferred tax liabilities, projected future taxable income, estimated impacts of tax reform and tax planning strategies were considered in determining the amount of valuation allowance. A valuation allowance in the amount of $50.9 million was recorded against the U.S. deferred tax assets as of December 31, 2017 because we believe it is more likely than not that the deferred tax assets will not be realized.  If sufficient additional evidence of our ability to generate taxable income is established, we may be required to reduce or fully release the valuation allowance, resulting in income tax benefits in our consolidated statement of operations.

Equity in losses of investees, net

Equity in losses of investees, net in the year ended December 31, 2017 was $2.0 million, compared to $7.7 million in the year ended December 31, 2016. Equity in losses of investees, net derived from our 12.75% share in the losses of the Sarulla project and from profits elimination.

Net Income

Net income for the year ended December 31, 2017 was $170.2 million, compared to $101.5 million for the year ended December 31, 2016, representing an increase of $68.7 million from the prior period. This increase in net income was primarily attributable to $11.0 million in one-time general and administrative expenses in the year ended December 31, 2016 related to the settlement of a qui tam claim, a decrease in interest expense of $13.2 million and a decrease in income taxes of $33.2 million, each as discussed above.

Comparison of the Year Ended December 31, 2016 and the Year Ended December 31, 2015

Total Revenues

Total revenues for the year ended December 31, 2016 were $662.6 million compared to $594.6 million for the year ended December 31, 2015, representing a 11.4%increase from the prior period. This increase was attributable to both our Electricity and Product segments, in which revenues increased by 16.1% and 3.5%, respectively, compared to the corresponding period in 2015.

Electricity Segment

Revenues attributable to our Electricity segment for the year ended December 31, 2016 were $436.3 million, compared to $375.9 million for the year ended December 31, 2015, representing a 16.1% increase from the prior period. This increase was primarily attributable to: (i) the commencement of operations of the second phase of the McGinness Hills and Don A. Campbell power plants in Nevada in February 2015 and September 2015, respectively, as well as the commencement of operations of our Plant 4 at the Olkaria III complex in Kenya in January 2016; (ii) higher energy rates under the Heber 1 PPA commencing in December 2015, and (iii) the consolidation of our Bouillante power plant in Guadeloupe, effective July 5, 2016, following the acquisition of an approximately 60% equity interest in GB. The increase was partially offset by a reduction in revenues generated by some of our power plants due to lower oil and natural gas prices.

Power generation in our power plants increased by 11.6% from 4,835,109 MWh in the year ended December 31, 2015 to 5,396,959 MWh in the year ended December 31, 2016, mainly due to commencement of commercial operation of the second phase of the McGinness Hills power plant and Don A. Campbell power plant in Nevada, and the commencement of operations of our Plant 4 at the Olkaria III complex in Kenya.

Product Segment

Revenues attributable to our Product segment for the year ended December 31, 2016 were $226.3 million, compared to $218.7 million for the year ended December 31, 2015, representing a 3.5% increase from the prior period. The increase in our Product segment revenues was primarily due to the start of revenue recognition from a new geothermal project we built. We recognized approximately $58 million of revenue from this project in the year ended December 31, 2016, compared to approximately $34 million in the year ended December 31, 2015. The total contract price for the project is approximately $99.0 million and it is scheduled to be completed in the first half of 2017. The increase was partially offset by a net decrease of approximately $11 million in revenues from projects we built in Turkey, of which some were completed in the year ended December 31, 2015, and due to timing of revenue recognition and different product mix.

Total Cost of Revenues

Total cost of revenues for the year ended December 31, 2016 was $391.8 million, compared to $376.4 million for the year ended December 31, 2015, representing a 4.1% increase from the prior period. As a percentage of total revenues, our total cost of revenues for the year ended December 31, 2016 decreased to 59.1%, compared to 63.3% for the year ended December 31, 2015. 

Electricity Segment

Total cost of revenues attributable to our Electricity segment for the year ended December 31, 2016 was $261.6 million, compared to $242.6 million for the year ended December 31, 2015, representing a 7.8% increase from the prior period. This increase was primarily due to: (i) additional cost of revenues from the second phase of the McGinness Hills and Don A. Campbell power plants, the commencement of operations of our Plant 4 at the Olkaria III complex, and the consolidation of our Bouillante power plant all discussed above; and (ii) reimbursement of $2.5 million of mining tax imposed on us based on an audit performed by the state of Nevada for the years ended December 31, 2008, 2009 and 2010 following our successful appeal of the audit decision in the first quarter of 2015. As a percentage of total Electricity segment revenues, the total cost of revenues attributable to our Electricity segment for the year ended December 31, 2016 was 60.0%, compared to 64.5% for the year ended December 31, 2015. This decrease was primarily due to higher efficiency in some of our operating power plants as well as lower costs of operating the three new power plants mentioned above.

Product Segment

Total cost of revenues attributable to our Product segment for the year ended December 31, 2016 was $130.2 million, compared to $133.8 million for the year ended December 31, 2015, representing a 2.6% decrease from the prior period. This decrease was primarily attributable to efficiencies, cost savings and project management, offset partially due to the increase in Product segment revenues as discussed above. As a percentage of total Product segment revenues, our total cost of revenues attributable to the Product segment for the year ended December 31, 2016 was 57.5%, compared to 61.2% for the year ended December 31, 2015. This decrease was mainly attributable to improvements made at our manufacturing facility and our project management and construction costs as well as the different product mix and different margins in the various sales contracts we entered into for this segment during these periods. 

Research and Development Expenses

Research and development expenses for the year ended December 31, 2016 were $2.8 million, compared to $1.8 million for the year ended December 31, 2015.

Selling and Marketing Expenses

Selling and marketing expenses for the year ended December 31, 2016 were $16.4 million, compared to $16.1 million for the year ended December 31, 2015. Selling and marketing expenses for the year ended December 31, 2016 constituted 2.5% of total revenues for such year, compared to 2.7% of such revenues for the year ended December 31, 2015.

General and Administrative Expenses

General and administrative expenses for the year ended December 31, 2016 were $46.7 million, compared to $34.8 million for the year ended December 31, 2015. This increase was mainly due to $11.0 million expenses related to a settlement with certain of our former employees to settle claims brought by such employees against us under qui tam provisions of the False Claims Act, partially offset by $3.8 million of expenses related to the share exchange with Ormat Industries, recorded in the first quarter of 2015. General and administrative expenses excluding the one-time costs and the costs related to the share exchange, constituted 5.5% and 5.2% of total revenues for the years ended December 31, 2016 and 2015, respectively.

Write-off of Unsuccessful Exploration Activities

Write-off of unsuccessful exploration activities for the year ended December 31, 2016 was $3.0 million compared to $1.6 million for the year ended December 31, 2015. The majority of the write-off of unsuccessful exploration activities for the year ended December 31, 2016 represented the costs related to the Twilight site in Oregon and concession in Chile, which we determined would not support commercial operation. The majority of the write-off of unsuccessful exploration activities for the year ended December 31, 2015 represented the costs related to the Maui prospect in Hawaii, which we determined in the fourth quarter of 2015 would not support commercial operations.

Operating Income

Operating income for the year ended December 31, 2016 was $201.9 million, compared to $164.1 million for the year ended December 31, 2015, representing a 23.1% increase from the prior period. The increase in operating income was primarily attributable to the increase in our gross margin in both our Electricity and Product segments primarily due to the increase in revenues, as discussed above, partially offset by $11.0 million one-time expenses related to a settlement with certain of our former employees of a claims brought by such employees against us under qui tam provisions of the False Claim Act. Operating income attributable to our Electricity segment for the year ended December 31, 2016 was $126.8 million, compared to $99.3 million for the year ended December 31, 2015. Operating income attributable to our Product segment for the year ended December 31, 2016 was $75.1 million, compared to $64.7 million for the year ended December 31, 2015.

Interest Expense, Net

Interest expense, net, for the year ended December 31, 2016 was $67.4 million, compared to $72.6 million for the year ended December 31, 2015, representing a 7.1% decrease from the prior period. This decrease was primarily due to: (i) the repayment, in September 2016, of the senior unsecured bonds in the amount of $250 million which bore interest at a fixed rate of 7% per annum, by issuance of new series of senior unsecured bonds in the amounts of $67 million and $137 million, respectively which bear interest at a fixed rate of 3.7% and 4.45% per annum, respectively, as discussed below; and (ii) a lower interest expense as a result of principal payments of long term debt and revolving credit lines with banks; partially offset due to $0.8 million decrease related to interest capitalized to projects.

Derivatives and Foreign Currency Transaction Losses

Derivatives and foreign currency transaction losses for the year ended December 31, 2016 were $5.5 million, compared to $1.6 million for the year ended December 31, 2015. Derivatives and foreign currency transaction losses for the year ended December 31, 2016 were attributable primarily to $2.6 million in losses from future contracts to reduce our economic exposure to fluctuations in prices of natural gas and oil under our SO#4 and Puna PPAs, which were not accounted for as hedge transactions, and $1.5 million in losses due to changes in the fair value of the contract obligation in the Guadeloupe transaction. Derivatives and foreign currency transaction losses for the year ended December 31, 2015 were attributable primarily to losses on foreign currency forward contracts, which were not accounted for as hedge transactions.

 

Income Attributable to Sale of Tax Benefits

 

Income attributable to the sale of tax benefits to institutional equity investors (as described below under “OPC Transaction” and “ORTP Transaction”) for the year ended December 31, 20162020 was $16.5$25.7 million, compared to $25.4$20.9 million for the year ended December 31, 2015.2019. Tax equity is a form of financing used for renewable energy projects. This income primarily represents mainly the value of PTCs and taxable income or loss generated by ORTP andcertain of our power plants allocated to investors. This decrease was primarily attributable to a lower taxable loss in ORTP.investors under tax equity transactions.

 

Other non-operating income (loss)Non-Operating Income (Expense), Net

 

Other non-operating lossincome, net for the year ended December 31, 20162020 was $5.4$1.4 million, compared to $2.0$0.9 million in the year ended December 31, 2015. Other non-operating loss for the year ended December 31, 2016 includes: (i) prepayment fees of approximately $5.0 million due to the repayment of the senior unsecured bonds in September 2016, as discussed below; and (ii) a premium of $0.6 million related to the repurchase of $6.8 million aggregate principal amount of our OFC Senior Secured Notes.2019. Other non-operating lossincome for the year ended December 31, 20152020 mainly includes a capital lossincome of $1.7$0.6 million resultingfor property damage recovery related to the Puna power plant. Other non-operating income for the year ended December 31, 2019 mainly includes income of $1.0 million from the repurchasesale of $30.6 million aggregate principal amount of our OFC Senior Secured Notes.PG&E receivables relating to the January 2019 monthly invoice which was not paid as it occurred before PG&E filed for reorganization under Chapter 11 bankruptcy.

  

Income from operations, before income taxes and equity in lossesearnings of investees

Income from operations, before income taxes and equity in lossesearnings of investees for the year ended December 31, 20162020 was $141.1$168.7 million, compared to $113.6$137.3 million for the year ended December 31, 2015,2019, representing a 24.2%an 22.9% increase from the prior period. This income is attributable in total to our foreign operations. The increase compared to the year ending December 31, 2015 was mainly driven by the increase in Product Segment revenues in Indonesia and Chile. The small loss in our domestic operations resulted mainly from the $11.0business interruption insurance income of $20.7 million, one-time expenses related to a settlement with certain of our former employees of claims brought by such employees against us under qui tam provisions of the False Claim Act and the approximately $5.0 million due to the repayment of the senior unsecured bonds in September 2016.as described above.

 

Income Taxes

Income tax provision for the year ended December 31, 20162020, was $31.8$67.0 million, an increase of $21.4 million compared to an income tax benefitprovision of $15.3$45.6 million for the year ended December 31, 2015. Income2019. Our effective tax benefitrate for the year ended December 31, 2015 includes a $49.4 million deferred tax asset relating to2020 and 2019, was 39.7% and 33.2%, respectively. The effective rate differs from the releasefederal statutory rate of the valuation allowance for the additional 50% investment deduction for our Olkaria 3 power plant based on amendments to the Kenya Income Tax Act that came into effect on September 11, 2015 and which extended the period to utilize such investment deduction from five years to ten years. Income tax provision21% for the year ended December 31, 2015, excluding2020 due to: (i) the $49.4 million, was $34.1 million. The increasemix of business in incomevarious countries with higher statutory tax provision from $34.1 million, excluding the $49.4 million, in the year ended December 31, 2015 to $36.5 million, excluding $4.7 million of tax benefit pertaining to our operations in Kenya (see Note 18 to our consolidated financial statements set forth in Item 8 of this annual report) in the year ended December 31, 2016, primarily resulted from the increase in income before taxes in jurisdictions outside the U.S. Our effective tax rate for the years ended December 31, 2016, and 2015, excluding the $49.4 million, was 22.5% and 28.8%, respectively. Our effective tax rate is principally based upon the composition of the income in different countries and changes related to valuation allowances for certain countries. Our aggregate effective tax rate is lowerrates than the 35% U.S federal statutory tax rate, asand (ii) a substantial portion of our income is derived in Israel which is taxed at the corporate tax rate of 16%, partially offset by taxes on earnings in Kenya which are taxed at statutory rate of 37.5%. There is no impact on the Company’s income tax expense (benefit) related to the U.S. earnings (losses) due to the offsetting impact on the provision related to the changenet increase in the valuation allowance on the Company’s U.S. net deferred tax asset position.

For the year ended December 31, 2016 and 2015, we recorded a valuation allowance in the amount of approximately $109.6 million and $70.5 million respectively, against our U.S. deferred tax assets related to net operating loss (NOL) carryforwards and unutilizedU.S. tax credits (PTCs and ITCs). Asattributes, offset by the release of December 31, 2016 we had U.S. federal NOLsuncertain tax positions in the amountforeign jurisdictions.

 

Equity in lossesEarnings (losses) of investees, net

 

Equity in lossesearnings (losses) of investees, net in the year ended December 31, 20162020 was $7.7$0.1 million, compared to $5.5$1.9 million in the year ended December 31, 2015.2019. Equity in lossesearnings of investees, net is primarily derived from our 12.75% share in the earnings or losses ofin the Sarulla complex and indirect costs related to our 49% ownership interest in the Ijen project, and from profits elimination.

operations due to well-field issues in the NIL power plant which resulted in lower generation. Sarulla is currently developing a remediation plan with a target to increase generation in the near-term. We are following the remediation plans in Sarulla as well as the potential accounting impact on our financial statements in respect of our investment in Sarulla.

 

Net Income attributable to the Company’s Stockholders

 

Net income attributable to the Company’s stockholders for the year ended December 31, 20162020 was $101.5$85.5 million, compared to $123.3$88.1 million for the year ended December 31, 2015, representing2019, which represents a decrease of $21.8 million from the prior period.$2.6 million. This decrease was attributable to a $10.9 million in net income was primarily attributable to $11.0 million in one-time general and administrative expenses relatednoncontrolling interest, which increased mainly due to the settlement paidbusiness interruption recovery of the Puna power plant in connection with the FCA claim, as discussed above, the $47.1 million increase in income tax provision, a decrease of $8.9 million in income attributable to sale of tax benefits, and $3.4 million increase in other non-operating loss,Hawaii, offset partially offset by an increase in net income of $53.3 million in gross margin and a decrease in interest expense of $5.2$8.3 million, all as discussed above.

Comparison of the year ended December 31, 2019 and the year ended December 31, 2018 

 

A discussion of changes in our results of operations in 2019 compared to 2018 has been omitted from this Form10-K, but may be found in “Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations” of our Form 10-K for the fiscal year ended December 31, 2019, filed with the SEC on March 2, 2020, which is available free of charge on the SECs website at www.sec.gov and at www.Ormat.com, by clicking “Investors” located at the top of the home page.

Liquidity and Capital Resources

 

Our principal sources of liquidity arehave been derived from cash flows from operations, proceeds from third party debt such as borrowings under our credit facilities, and private offerings and issuances of debt securities, equity offerings, project financing and tax monetization transactions, short term borrowing under our lines of credit, and proceeds from the sale of equity interests in one or more of our projects. We have utilized this cash to develop and construct power plants, fund our acquisitions, pay down existing outstanding indebtedness, and meet our other cash and liquidity needs.

 

As of December 31, 2017,2020, we had access to the following sources of funds:to: (i) $47.8$448.3 million in cash and cash equivalents, of which $25.0$42.4 million was held by our foreign subsidiaries; and (ii) $107.9$389.4 million of unused corporate borrowing capacity under existing lines of credit with different commercial banks.

 

Our estimated capital needs for 20182021 include approximately $300.0$445 million for capital expenditures on new projects under development or construction including storage projects, exploration activity and maintenance capital expenditures for our existing projects, as well as $109.0projects. In addition, we expect $78.6 million for long-term debt repayment.repayments.

As of December 31, 2020, $190.3 million in the aggregate was outstanding under credit agreements with several banks as detailed below under “Letters of Credits under the Credit Agreements”.

 

We expect to finance these requirements with: (i) the sources of liquidity described above; (ii) positive cash flows from our operations; and (iii) future project financingfinancings and refinancingre-financings (including construction loans)construction loans and tax equity). Management believes that, based on the current stage of implementation of the newour strategic plan, the sources of liquidity and capital resources described above will address our anticipated liquidity, capital expenditures, and other investment requirements.

 

During the second quarter of 2017, in conjunction2019, we have revised our assertion to no longer indefinitely reinvest foreign funds held by our foreign subsidiaries, with the final approvalexception of the ONGP Portfolio PPA which will require us to make significant capital expenditures in the U.S., the fact that we are currently looking for acquisitions in the U.S, and the acquisition of our Viridity business for a price of $35.3 million with an additional earn-out payment expected to be made in 2021, we have re-evaluated our position with respect to a portion of the unrepatriated earnings of Ormat Systems, our wholly owned subsidiarycertain balance held in Israel and determined thathave accrued the incremental foreign withholding taxes. As a result, we can no longer maintainhave further liquidity to move funds freely.

Letters of Credits under the permanent reinvestment position with respectCredit Agreements

Some of our customers require our project subsidiaries to a portionpost letters of its unrepatriated earnings which will be repatriatedcredit in order to support our capital expenditures in the U.S. Accordingly, and as further described in Note 18 to our consolidated financial statements set forth in Item 8 of this annual report, the permanent reinvestment assertion of foreign unremitted earnings of Ormat Systems was reassessed and removed and the related deferred tax assets and liabilities as well as the estimated withholding taxes on the expected remittance of Ormat Systems earnings to the U.S. were recorded in the second quarter of 2017. The estimated U.S. deferred tax assets and liabilities were adjusted as part of the year-end provision based on changes to U.S. tax law resulting from U.S. tax reform, which is discussed further in Note 18 to our consolidated financial statements set forth in Item 8 of this annual report.

.

Although we plan to repatriate undistributed earnings related to Ormat Systems to support expected capital expenditure requirements in the U.S., based upon our plans to increase operations outside of the U.S. it is our intention to reinvest undistributed earnings of its other foreign subsidiaries and thereby indefinitely postponeguarantee their remittance given that we require existing and future cash to fund our anticipated investment and development activities as well as debt service requirements in those jurisdictions. In addition, we believe that existing and anticipated cash flows as well as borrowing capacity in the U.S. and cash to be remitted to the U.S. from Ormat Systems will be sufficient to meet our needs in the U.S. If plans change, we may berespective performance under relevant contracts. We are also required to accrue and pay U.S. taxespost letters of credit to repatriate these funds.

Third-Party Debt

Our third-party debt consists of (i) non-recourse and limited-recourse project finance debt or acquisition financing that we orsecure our subsidiaries have obtained for the purpose of developing and constructing, refinancing or acquiring our various projects and (ii) full-recourse debt incurred by us or our subsidiaries for general corporate purposes.

Non-Recourse and Limited-Recourse Third-Party Debt

OFC Senior Secured Notes — Non-Recourse

In February 2004, our subsidiary Ormat Funding Corp. (“OFC”) issued $190.0 million of Senior Secured Notes (“OFC Senior Secured Notes”) for the purpose of refinancing the acquisition cost of the Brady, Ormesa and Steamboat 1, 1A, 2 and 3 power plants, and the financing of the acquisition cost of 50% of the Mammoth complex. Principal and interest on the OFC Senior Secured Notes, which had a final maturity date of December 30, 2020, were payable in semi-annual installment. The OFC Senior Secured Notes were collateralized by substantially all of the assets of OFC and those of its wholly owned subsidiaries and were fully and unconditionally guaranteed by all of the wholly owned subsidiaries of OFC. In September 2017, the Company fully prepaid the outstanding amount of $14.3 million of OFC Senior Secured Notes, plus an additional make-whole premium of $1.3 million.

OrCal Geothermal Senior Secured Notes — Non-Recourse

In December 2005, OrCal, one of our subsidiaries, issued $165.0 million of OrCal Senior Secured Notes for the purpose of refinancing the acquisition cost of the Heber complex. The OrCal Senior Secured Notes have been rated BBB- by Fitch Ratings. The OrCal Senior Secured Notes have a final maturity date of December 30, 2020. Principal and interest on the OrCal Senior Secured Notes are payable in semi-annual installments. The OrCal Senior Secured Notes are collateralized by substantially all of the assets of OrCal and those of its wholly owned subsidiaries and are fully and unconditionally guaranteed by all of the wholly owned subsidiaries of OrCal. There are various restrictive covenants under the OrCal Senior Secured Notes which include limitations on additional indebtedness of OrCal and its wholly owned subsidiaries. Failure to comply with these and other covenants will, subject to customary cure rights, constitute an event of default by OrCal. In addition, there are restrictions on the ability of OrCal to make distributions to its shareholders, which include a required historical and projected 12-month DSCR of not less than 1.25 (measured semi-annually as of June 30 and December 31 of each year). If OrCal fails to comply with the DSCR ratio it will be prohibited from making distributions to its shareholders.  We are only required to measure these covenants on a semi-annual basis and as of December 31, 2017 (the last measurement date of the covenants) the actual historical 12-month DSCR was 1.54, and the pro-forma 12-months DSCR was 2.63. There was $32.1 million aggregate principal amount of OrCal Senior Secured Notes outstanding as of December 31, 2017.

OFC 2 Senior Secured Notes — Limited Recourse

 In September 2011, our subsidiary OFC 2 LLC (“OFC 2”) and its wholly owned project subsidiaries (collectively, the “OFC 2 Issuers”) entered into a note purchase agreement (the “Note Purchase Agreement”) with the OFC 2 Noteholder Trust, as purchaser, John Hancock Life Insurance Company (USA), as administrative agent, and the Department of Energy (DOE), as guarantor, in connection with the offer and sale of up to $350.0 million aggregate principal amount of OFC 2 Senior Secured Notes.

The OFC 2 Senior Secured Notes may be issued in up to six distinct series associated with the phased construction (Phase I and Phase II) of the Jersey Valley, McGinness Hills and Tuscarora geothermal power plants, which are owned by the OFC 2 Issuers. The OFC 2 Senior Secured Notes are rated “BBB” by Standard and Poor’s. The OFC 2 Senior Secured Notes are collateralized by substantially all of the assets of OFC 2 and those of its wholly owned subsidiaries and are fully and unconditionally guaranteed by all of the wholly owned subsidiaries of OFC 2. There are various restrictive covenants under the OFC 2 Senior Secured Notes, which include limitations on additional indebtedness of OFC 2 and its wholly owned subsidiaries. Failure to comply with these and other covenants will, subject to customary cure rights, constitute an event of default by OFC 2. In addition, there are restrictions on the ability of OFC 2 to make distributions to its shareholders, including a historical debt service coverage ratio requirement of at least 1.2 (on a blended basis for all OFC 2 power plants), measured, at the time of any proposed distribution, over each of the two six-month periods comprised of distinct consecutive fiscal quarters immediately preceding the proposed distribution, and a projected future DSCR requirement of at least 1.5 (on a blended basis for all OFC 2 power plants), measured, at the time of any proposed distribution, over each of the two six-month periods comprised of distinct consecutive fiscal quarters immediately following such proposed distribution. As of December 31, 2017, our historical DSCR was 2.70 and 2.25, respectively, for each of the two six-month periods, and our projected future DSCR was 2.04 and 2.13, respectively, for each of the two six-month periods. The OFC 2 Senior Secured Notes mature on December 31, 2034 and the principal amount thereof is payable in equal quarterly installments. Each series of notes will bear interest at a rate calculated based on a spread over the U.S. Treasury yield curve that will be set at least ten business days prior to the issuance of such series of notes. Interest will be payable quarterly in arrears. The DOE guarantees payment of 80% of principal and interest on the OFC 2 Senior Secured Notes pursuant to Section 1705 of Title XVII of the Energy Policy Act of 2005, as amended.

In October 2011, the OFC 2 Issuers completed the sale of $151.7 million aggregate principal amount of 4.687% Series A Notes due 2032 (the “Series A Notes”). The proceeds from the sale of the Series A Notes net of transaction fees and expenses were approximately $141.1 million, and were used to finance a portion of the construction costs of Phase I of the McGinness Hills and Tuscarora power plants and to fund certain reserves. Principal and interest on the Series A Notes are payable quarterly in arrears on the last day of March, June, September and December of each year.

On June 20, 2014, Phase I of the Tuscarora facility achieved project completion under the Note Purchase Agreement. In accordance with the terms of the Note Purchase Agreement, we made a principal payment of $4.3 million on the Series A Notes.

On August 29, 2014, OFC 2 sold $140.0 million principal amount of OFC 2 Senior Secured Notes (the “Series C Notes”) to finance the construction of Phase II of the McGinness Hills project. The Series C Notes, which mature in December 2032, are the last tranche under the Note Purchase Agreement and bear interest at a rate of 4.61%, with principal to be repaid on a quarterly basis.

There were $232.5 million and $247.2 million of OFC 2 Senior Secured Notes outstanding as of December 31, 2017 and December 31, 2016, respectively.

We provided a guarantee in connection with the issuance of the Series A Notes and Series C Notes, which may be drawn upon if any loss, liability, damage, expense or cost to the Jersey Valley facility is incurred as a result of any interconnection related agreements for the Dixie Meadows project that we may develop in the future.

Olkaria III Finance Agreement with OPIC — Limited Recourse

In August  2012, OrPower 4, one of our subsidiaries, entered into a finance agreement with OPIC, an agency of the U.S. government, to provide limited-recourse senior secured debt financing in an aggregate principal amount of up to $310.0 million (the OPIC Loan) for the refinancing and financing of our Olkaria III geothermal power plant complex in Kenya. The finance agreement was amended on November 9, 2012.

The OPIC Loan is comprised of three tranches:

Tranche I in an aggregate principal amount of $85.0 million, which matures on December 15, 2030 and bears interest at a fixed rate of 6.34%, was drawn in November 2012 and used to prepay approximately $20.5 million (plus associated prepayment penalty and breakage costs of $1.5 million) of the DEG Loan, as described below under “Full Recourse Third Party Debt”. The remainder of the Tranche I proceeds were used for reimbursement of prior capital expenditures and other corporate purposes. As of December 31, 2017, Tranche I had an outstanding balance of $61.4 million.

Tranche II in an aggregate principal amount of $180.0 million, which matures on June 15, 2030 and bears interest at a fixed rate of 6.29%, was used to fund the construction and well field drilling for Plant 2 of the Olkaria III complex. In November 2012 and February 2013, $135.0 million and the remaining $45.0 million, respectively, was drawn under this Tranche II. As of December 31, 2017, Tranche II had an outstanding balance of $132.4 million.

Tranche III in an aggregate principal amount of $45.0 million, which matures on December 15, 2030 and bears interest at a fixed rate of 6.12%, was used to fund the construction of Plant 3 of the Olkaria III complex and was drawn down in full in November 2013. As of December 31, 2017, Tranche III had an outstanding balance of $34.9 million.

OrPower 4 may voluntarily prepay all or a portion of the OPIC Loan, subject to prior notice, minimum prepayment amounts, and a prepayment premium of 2% in the first two years after the Plant 2 commercial operation date, declining to 1% in the third year after the Plant 2 commercial operation date, and without premium thereafter, plus a redemption premium. In addition, the OPIC Loan is subject to customary mandatory prepayment in the event of certain reductions in generation capacity of the power plants in the Olkaria III complex, unless such reductions will not cause the projected ratio of cash flow to debt service to fall below 1.7.

The OPIC Loan is secured by substantially all of OrPower 4’s assets and by a pledge of all of the equity interests in OrPower 4.

The finance agreement includes customary events of default, including failure to pay any principal, interest or other amounts when due, failure to comply with covenants, breach of representations and warranties, non-payment or acceleration of other debt of OrPower 4, bankruptcy of OrPower 4 or certain of its affiliates, judgments rendered against OrPower 4, expropriation, change of control, and revocation or early termination of security documents or certain project-related agreements, subject to various exceptions and notice, cure and grace periods.

There are various restrictive covenants under the OPIC Loan, which include a required historical and projected 12-month DSCR of not less than 1.4 (measured as of March 15, June 15, September 15 and December 15 of each year).  If OrPower 4 fails to comply with these financial ratios it will be prohibited from making distributions to its shareholders.  In addition, if the DSCR falls below 1.1, subject to certain cure rights such failure will constitute an event of default by OrPower 4. This covenant in respect of Tranche I became effective on December 15, 2014. As of December 31, 2017, the actual historical and projected 12-month DSCR was 2.64 and 3.09, respectively.

As of December 31, 2017, $228.6 million of the OPIC Loan was outstanding.

Amatitlan Financing — Limited Recourse

On July 31, 2015, one of our indirect wholly-owned subsidiaries, Ortitlản, Limitada, obtained a 12-year secured term loan in the principal amount of $42.0 million for the 20 MW Amatitlan power plant in Guatemala. Under the credit agreement with Banco Industrial S.A. and Westrust Bank (International) Limited, we can expand the Amatitlan power plant with financing to be provided either via equity, additional debt from Banco Industrial S.A. or from other lenders, subject to certain limitations on expansion financing in the credit agreement.

The loan is payable in 48 quarterly payments commencing September 30, 2015. The loan bears interest at a rate per annum equal to the sum of the LIBO Rate (which cannot be lower than 1.25%) plus a margin of (i) 4.35% as long as the Company’s guaranty of the loan (as described below) is outstanding or (ii) 4.75% otherwise. Interest is payable quarterly, on March 30, June 30, September 30 and December 30 of each year, on the stated maturity date of the loan and on any prepayment or payment of the loan. The loan must be prepaid upon the occurrence of certain events, such as casualty, condemnation, asset sales and expansion financing not provided by the lenders under the credit agreement, among others. The loan may be voluntarily prepaid if certain conditions are satisfied, including payment of a premium (ranging from 100-50 basis points) if prepayment occurs prior to the eighth anniversary of the loan.

There are various restrictive covenants under the Amatitlan credit agreement. These include, among others, (i) a financial covenant to maintain a Debt Service Coverage Ratio (as defined in the credit agreement) of not less than 1.15 to 1.00 as of the last day of any fiscal quarter and (ii) limitations on Restricted Payments (as defined in the credit agreement) that among other things would limit dividends that could be paid to us unless the historical and projected Debt Service Coverage Ratio is not less than 1.25 to 1.00 for the four fiscal quarterly periods (calculated as a single accounting period). As of December 31, 2017, the actual historical and projected 12-month Debt Service Coverage Ratio was 1.49 and 1.89, respectively. The credit agreement includes various events of default that would permit acceleration of the loan (subject in some cases to grace and cure periods). These include, among others, a Change of Control (as defined in the credit agreement) and failure to maintain certain required balances in debt service and maintenance reserve accounts. The credit agreement includes certain equity cure rights for failure to maintain the Debt Service Coverage Ratio and the minimum amounts required in the debt service and maintenance reserve accounts.

The loan is secured by substantially all the assets of the borrower and a pledge of all of the membership interests of the borrower.

The Company has guaranteed payment of all obligations under the credit agreementvarious leases and related financing documents. The guaranty is limited in the sense that the Company is only required to pay the guaranteed obligations if a “trigger event” occurs. A trigger event is the occurrencelicenses and continuation of a default by INDE in its payment obligations under the PPA for the Amatitlàn power plant or a refusal by INDE to receive capacity and energy sold under that PPA. Our obligations under the guaranty may, be terminated prior to payment in full of the guaranteed obligations under certain circumstances described in the guaranty. If our guaranty is terminated early, the interest rate payable on the loan would increase as described above.

As of December 31, 2017, $33.3 million of this loan is outstanding.

Don A. Campbell Senior Secured Notes — Non-Recourse

On November 29, 2016, ORNI 47 LLC (“ORNI 47”) entered into a note purchase agreement (the “ORNI 47 Note Purchase Agreement”) with MUFG Union Bank, N.A., as collateral agent, Munich Reinsurance America, Inc. and Munich American Reassurance Company (the “Purchasers”) pursuant to which ORNI 47 issued and sold to the Purchasers $92.5 million aggregate principal amount of its 4.03% Senior Secured Notes due September 27, 2033 (the “DAC 1 Senior Secured Notes”) in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended. ORNI 47 is the owner of phase I of the Don A. Campbell (“DAC 1”) geothermal power plant.

The net proceeds to ORNI 47 from the sale of the DAC 1 Senior Secured Notes, after deducting certain transaction expenses and the funding of a debt service reserve account, were approximately $87.1 million. ORNI 47 intends to use the proceeds from the sale of the DAC 1 Senior Secured Notes to refinance the development and construction costs of the DAC 1 geothermal power plant, which were originally financed using equity.

ORNI 47 began paying a scheduled amount of principal of the DAC 1 Senior Secured Notes on December 27, 2016 and now makes principal payments quarterly, on the 27th day of each of March, June, September and December, until maturity.

The DAC 1 Senior Secured Notes constitute senior secured obligations of ORNI 47 and are secured by all of the assets of ORNI 47. Under the ORNI 47 Note Purchase Agreement, ORNI 47 may prepay at any time all, or from time to time, any partdecide to post letters of the DAC 1 Senior Secured Notescredit in an amount equallieu of cash deposits in reserve accounts under certain financing arrangements. In addition, our subsidiary, Ormat Systems, is required from time to at least $2 million or such lesser amount as may remain outstanding under the DAC 1 Senior Secured Notes at 100%time to post performance letters of the principal amount to be prepaid plus the applicable make-whole amount determined for the prepayment datecredit in favor of our customers with respect to such principal amount. Upon the occurrenceorders of a Change of Control (as defined in the ORNI 47 Note Purchase Agreement), ORNI 47 must make an offer to each holder of DAC 1 Senior Secured Notes to repurchase all of the holder’s DAC 1 Senior Secured Notes at 101% of the aggregate principal amount of DAC 1 Senior Secured Notes to be repurchased plus accrued and unpaid interest, if any, on the DAC 1 Senior Secured Notes to be repurchased, but not including, the date of repurchase. Each holder of DAC 1 Senior Secured Notes may accept such offer in whole or in part. In certain events, including certain asset sales outside the ordinary course of business, ORNI 47 must make mandatory prepayments of the DAC 1 Senior Secured Notes at 100% of the principal amount to be prepaid. The ORNI 47 Note Purchase Agreement requires ORNI 47 to comply with certain covenants, including, among others, restrictions on the incurrence of indebtedness or liens, amendment or modification of material project documents, the ability of ORNI 47 to merge or consolidate with another entity. The ORNI 47 Note Purchase Agreement also contains customary events of default.  In addition, there are restrictions on the ability of ORNI 47 to make distributions to its shareholders, which include a required historical and projected DSCR not less than 1.20 for the four fiscal quarterly periods. As of December 31, 2017, the historical and projected DSCR were 1.47 and 1.81, respectively.products.

  

As of December 31, 2017, $88.3 million of DAC 1 Senior Secured Notes is outstanding.

Full-Recourse Third-Party Debt

Credit Agreements

Issued

Union Bank. In February 2012, Ormat Nevada, our wholly owned subsidiary, entered into an amendedAmount

Issued and restated credit agreement with Union Bank. Under the credit agreement the credit termination date is June 30, 2018. On

Outstanding as of

Termination
Date

December 31, 2016, the aggregate amount available under the2020

(Dollars in millions)

Committed lines for credit agreement was increased by $10 million to $60.0 million. The facility is limited to the issuance, extension, modification or amendment of letters of credit. Union Bank is currently the sole lender and issuing bank under the credit agreement, but is also designated as an administrative agent on behalf of banks that may, from time to time in the future, join the credit agreement as lenders. In connection with this transaction, we entered into a guarantee in favor of the administrative agent for the benefit of the banks, pursuant to which we agreed to guarantee Ormat Nevada’s obligations under the credit agreement. Ormat Nevada’s obligations under the credit agreement are otherwise unsecured.

There are various restrictive covenants under the credit agreement, including a requirement for Ormat Nevada to comply with the following financial ratios, which are measured quarterly: (i) a 12-month debt to EBITDA ratio not to exceed 4.5; (ii) 12-month DSCR of not less than 1.35; and (iii) distribution leverage ratio not to exceed 2.0. As of December 31, 2017: (i) the actual 12-month debt to EBITDA ratio was 2.17; (ii) the 12-month DSCR was 2.96; and (iii) the distribution leverage ratio was 0.99. In addition, there are restrictions on dividend distributions in the event of a payment default or noncompliance with such ratios, and subject to specified carve-outs and exceptions, a negative pledge on the assets of Ormat Nevada in favor of Union Bank.

As of December 31, 2017, letters of credit in the aggregate amount of $37.4 million remained issued and outstanding under this committed credit agreement with Union Bank.

$478.0$113.6

April 2021-July 2022

HSBC. In May 2013, Ormat Nevada entered into a credit agreement with HSBC Bank USA, N.ACommitted lines for one year with annual renewals. The current expiration date of the credit facility is August 31, 2018. The aggregate amount available under the credit agreement was increased by $10 million to $35.0 million. Other than $10.0 million of this credit facility which may be drawn for our working capital needs, this credit facility is limited to the issuance, extension, modification or amendment of letters of credit. HSBC is currently the sole lender and issuing bank under the credit agreement, but is also designated as an administrative agent on behalf of banks that may, from time to time in the future, join the credit agreement as lenders. In connection with this transaction, we entered into a guarantee in favor of the administrative agent for the benefit of the banks, pursuant to which we agreed to guarantee Ormat Nevada’s obligations under the credit agreement. Ormat Nevada’s obligations under the credit agreement are otherwise unsecured.

145.066.6

April 2021-December 2021

Non-committed lines

-10.1

There are various restrictive covenants under the credit agreement, including a requirement to comply with the following financial ratios, which are measured quarterly: (i) a 12-month debt to EBITDA ratio not to exceed 4.5; (ii) 12-month DSCR of not less than 1.35; and (iii) distribution leverage ratio not to exceed 2.0. As of December 31, 2017: (i) the actual 12-month debt to EBITDA ratio was 2.17; (ii) the 12-month DSCR was 2.96; and (iii) the distribution leverage ratio was 0.99. In addition, there are restrictions on dividend distributions in the event of a payment default or noncompliance with such ratios, and subject to specified carve-outs and exceptions, a negative pledge on the assets of Ormat Nevada in favor of HSBC.2021

Total

As of December 31, 2017, letters of credit in the aggregate amount of $16.2 million remain issued and outstanding under this committed credit agreement.

CHUBB Surety Bond. In May 2017, the Company entered into a surety bond agreement (the “Surety Agreement”) with Chubb Limited (“Chubb”) pursuant to which the Company may request that Chubb issue up to an aggregate $200.0 million of surety bonds with respect to the contractual obligations of the Company and its subsidiaries in exchange for bank letters of credit or as otherwise may be required.  There is no expiration date for the Surety Agreement, but it may be terminated by the Company at any time upon twenty days’ prior written notice to Chubb. Delivery of such termination notice will not affect any surety bonds issued and outstanding prior to the date on which such notice is delivered. As of December 31, 2017, Chubb issued a surety bond in the amount of $106.2 million under the Surety Agreement, primarily in in respect of the Company’s obligations under the PPA with SCPPA.

Other Banks. We also have committed credit agreements with five other commercial banks for an aggregate amount of $373.0 million. Under the terms of these credit agreements, we or our Israeli subsidiary, Ormat Systems, can request: (i) extensions of credit in the form of loans and/or the issuance of one or more letters of credit in the amount of up to $233.0 million; and (ii) the issuance of one or more letters of credit in the amount of up to $140.0 million. The credit agreements mature at the end of March 2018 and July 2019. We are currently negotiating the extension of the credit agreements maturing in March 2018. Loans and draws under the credit agreements or under any letters of credit will bear interest at the respective bank’s cost of funds plus a margin. As of December 31, 2017, $51.5 million was outstanding under these credit agreements.

As of December 31, 2017, letters of credit with an aggregate stated amount of $224.1 million were issued and outstanding under these credit agreements.

$623.0$190.3

Restrictive covenants

Our obligations under the credit agreements, the loan agreements, and the trust instrument governing the bonds described above, are unsecured, but we are subject to a negative pledge in favor of the banks and the other lenders and certain other restrictive covenants. These include, among other things, a prohibition on: (i) creating any floating charge or any permanent pledge, charge or lien over our assets without obtaining the prior written approval of the lender; (ii) guaranteeing the liabilities of any third party without obtaining the prior written approval of the lender; and (iii) selling, assigning, transferring, conveying or disposing of all or substantially all of our assets, or a change of control in our ownership structure. Some of the credit agreements, the term loan agreements, and the trust instrument contain cross-default provisions with respect to other material indebtedness owed by us to any third party. In some cases, we have agreed to maintain certain financial ratios, which are measured quarterly, such as: (i) equity of at least $750 million and in no event less than 25% of total assets; (ii) 12-month debt, net of cash, cash equivalents, and short-term bank deposits to Adjusted EBITDA ratio not to exceed 6.0; and (iii) dividend distributions not to exceed 50% of net income in any calendar year. As of December 31, 2020: (i) total equity was $1,941.4 million and the actual equity to total assets ratio was 49.9% and (ii) the 12-month debt, net of cash and cash equivalents to Adjusted EBITDA ratio was 2.36. During the year ended December 31, 2020, we distributed interim dividends in an aggregate amount of $22.5 million. The failure to perform or observe any of the covenants set forth in such agreements, subject to various cure periods, would result in the occurrence of an event of default and would enable the lenders to accelerate all amounts due under each such agreement.

As described above, we are currently in compliance with our covenants with respect to the credit agreements, the loan agreements and the trust instrument, and believe that the restrictive covenants, financial ratios and other terms of any of our full-recourse bank credit agreements will not materially impact our business plan or operations.

Future minimum payments

Future minimum payments under long-term obligations, excluding revolving credit lines with commercial banks, as of December 31, 2020, are detailed under the caption Contractual Obligations and Commercial Commitments, below.

Third-Party Debt

Our third-party debt consists of (i) non-recourse and limited-recourse project finance debt or acquisition financing that we or our subsidiaries have obtained for the purpose of developing and constructing, refinancing or acquiring our various projects and (ii) full-recourse debt incurred by us or our subsidiaries for general corporate purposes.

Non-Recourse and Limited-Recourse Third-Party Debt

Loan

 

Line of

Credit

  

Amount

Outstanding

as of

  

Interest
Rate

  

Maturity
Date

 

Related Projects

Location

      

December 31, 2020

         
  

(Dollars in millions)

         

OFC 2 Senior Secured Notes – Series A

 $151.7  $86.9  4.69%  2032 

McGinness Hills
phase 1 and
Tuscarora

United States

OFC 2 Senior Secured Notes – Series B

  140.0   101.3  4.61%  2032 

McGinness Hills
phase 2

United States

Olkaria III Financing Agreement with DFC – Tranche 1

  85.0   47.2  6.34%  2030 

Olkaria III

Complex

Kenya

Olkaria III Financing Agreement with DFC – Tranche 2

  180.0   100.6  6.29%  2030 

Olkaria III

Complex

Kenya

Olkaria III Financing Agreement with DFC – Tranche 3

  45.0   26.9  6.12%  2030 

Olkaria III

Complex

Kenya

Amatitlan Financing (1)

  42.0   22.8  

LIBOR+4.35%

  2027 

Amatitlan

Guatemala

Don A. Campbell Senior Secured Notes

  92.5   73.1  4.03%  2033 

Don A.

Campbell

Complex

United States

Prudential Capital Group Idaho Loan (2)

 

20.0

   17.5  5.8%  2023 

Neal Hot Springs

and Raft River

United States

U.S. Department of Energy loan (3)

  96.8   42.0  2.61%  2035 

Neal Hot Springs

United States

Prudential Capital Group Nevada Loan

  30.7   26.3  6.75%  2037 

San Emidio

United States

Platanares Loan with DFC

  114.7   96.3  7.02%  2032 

Platanares

Honduras

Viridity - Plumstriker

  23.5   18.1  

LIBOR+3.5%

  2026 

Plumsted+Striker

United States

Geothermie Bouillante (4)

  8.9   7.8  1.52%  2026 

Geothermie

Bouillante

Guadeloupe

Geothermie Bouillante (4)

  8.9   9.8  1.93%  2026 

Geothermie

Bouillante

Guadeloupe

Total

 $1,039.7  $676.6         

(1) LIBOR Rate cannot be lower than 1.25%. Margin of 4.35% as long as the Company’s guaranty of the loan is outstanding (current situation) or 4.75% otherwise. Current interest is 5.6%.

(2)Secured by equity interest.

(3)Secured by the assets.

(4)Loan in Euros and issued amount is EUR 8.0 million

Full-Recourse Third-Party Debt

Loan

 

Amount

Issued

  

Amount

Outstanding as of

  

Interest
Rate

 

Maturity
Date

      

December 31, 2020

     
  

(Dollars in millions)

     

Senior Unsecured Bonds Series 3

 $218.0   218.0  4.45% 

September 2022

Senior Unsecured Bonds Series 4 (1)

 $289.8   311.0  3.35% 

June 2031

Senior Unsecured Loan 1

  100.0   100.0  4.80% 

March 2029

Senior Unsecured Loan 2

  50.0   50.0  4.60% 

March 2029

Senior Unsecured Loan 3

  50.0   50.0  5.44% 

March 2029

DEG Loan 2

  50.0   37.5  6.28% 

June 2028

DEG Loan 3

  41.5   32.8  6.04% 

June 2028

Total

 $799.3  $799.3     

(1) Bonds issued in total aggregate principal amount of NIS 1.0 billion.

For additional description of our long term debt, see Note 11, Long-term Debt, Credit Agreements and Commercial Paper to our consolidated financial statements.

 

Letters of Credits under the Credit Agreements

Some of our customers require our project subsidiaries to post letters of credit in order to guarantee their respective performance under relevant contracts. We are also required to post letters of credit to secure our obligations under various leases and licenses and may, from time to time, decide to post letters of credit in lieu of cash deposits in reserve accounts under certain financing arrangements. In addition, our subsidiary, Ormat Systems is required from time to time to post performance letters of credit in favor of our customers with respect to orders of products.

As of December 31, 2017, committed letters of credit in the aggregate amount of $277.7 million remained issued and outstanding under the credit agreements with Union Bank, HSBC and five of the commercial banks as described under “Credit Agreements”.

Term Loans. We had a $20.0 million term loan with a group of institutional investors which matured on August 1, 2017. The loan was payable in 12 semi-annual installments commencing February 1, 2012 and bore interest at 6-month LIBOR plus 5.0%. On August 1, 2017, the loan was fully paid.

Senior Unsecured Bonds. We issued approximately $142.0 million aggregate principal amount of senior unsecured bonds in August 2010 and an additional $107.5 million aggregate principal amount of senior unsecured bonds in February 2011. Subject to early redemption, the principal of the bonds was repayable in a single bullet payment upon the final maturity of the bonds on August 1, 2017. The bonds bore interest at a fixed rate of 7.00%, payable semi-annually. The bonds that we issued in February 2011 were issued at a premium which reflected an effective fixed interest rate of 6.75%.

On September 8, 2016, we concluded an auction tender and accepted subscriptions for $204 million aggregate principal amount of two tranches of senior unsecured bonds comprised of approximately $67 million aggregate principal amount of  Series 2 Bonds (the “Series 2 Bonds”) and approximately $137 million aggregate principal amount of Series 3 Bonds (the “Series 3 Bonds”). The proceeds from the Series 2 Bonds and Series 3 Bonds were used on September 29, 2016, to prepay our $250 million senior secured bonds that were payable on August 1, 2017 described above.

The Series 2 Bonds will mature in September 2020 and bear interest at a fixed rate of 3.7% per annum, payable semi-annually. The Series 3 Bonds will mature in September 2022 and bear interest at a fixed rate of 4.45% per annum, payable semi-annually. The Series 2 Bonds and Series 3 Bonds will be repaid at maturity in a single bullet payment, unless earlier prepaid pursuant to the terms and conditions of the trust instrument that governs such bonds. Both tranches received a rating of ilA+ from Maloot S&P in Israel with a stable outlook.

Loan Agreements with DEG (the Olkaria III Complex).OrPower 4 entered into a project financing loan (the “DEG Loan”) to refinance its investment in Plant 1 of the Olkaria III complex located in Kenya with a group of European development finance institutions arranged by DEG. The DEG Loan will mature on December 15, 2018 and is payable in 19 equal semi-annual installments. Interest on the loan wasvariable based on 6-month LIBOR plus 4.0%. We fixed the interest rate on most of the loan at 6.90%. In September 2017, we fully prepaid the outstanding amount of $11.8 million of the DEG Loan, plus an additional prepayment fee of $0.1 million.

On October 20, 2016, OrPower 4 entered into a new $50 million subordinated loan agreement with DEG (the “DEG 2 Loan Agreement”) and on December 21, 2016, OrPower 4 completed a drawdown of the full loan commitment amount of $50 million, which bears interest at a fixed rate of 6.28% for the duration of the loan (the “DEG 2 Loan”). The DEG 2 Loan, which matures on June 21, 2028, will be repaid in 20 equal semi-annual principal installments commencing December 21, 2018. Proceeds of the DEG 2 Loan were used by Orpower 4 to refinance Plant 4 of the Olkaria III Complex, which was originally financed using equity. The DEG 2 Loan is subordinated to the senior loan provided by OPIC for Plants 1-3 of the Olkaria III complex. The DEG 2 Loan is guaranteed by the Company.

Under the DEG 2 Loan Agreement, OrPower 4 may prepay at any time all, or from time to time any part of the DEG 2 Loan in an amount equal to at least $5 million or such lesser amount as may remain outstanding under the DEG 2 Loan at 100% of the principal amount to be prepaid plus the applicable make-whole amount and certain prepayment premium amount determined for the prepayment date with respect to such principal amount. In certain events, OrPower 4 must make mandatory prepayments of the DEG 2 Loan at 100% of the principal amount to be prepaid plus the applicable make-whole amount and certain prepayment premium amount determined for the prepayment date with respect to such principal amount. The DEG 2 Loan Agreement requires OrPower 4 to comply with certain covenants, including, among others, restrictions on the incurrence of indebtedness or liens. The DEG 2 Loan Agreement also contains customary events of default.

As of December 31, 2017, $50.0 million is outstanding under the DEG 2 Loan.

Restrictive covenants

Our obligations under the credit agreements, the loan agreements, and the trust instrument governing the bonds described above, are unsecured, but we are subject to a negative pledge in favor of the banks and the other lenders and certain other restrictive covenants. These include, among other things, a prohibition on: (i) creating any floating charge or any permanent pledge, charge or lien over our assets without obtaining the prior written approval of the lender; (ii) guaranteeing the liabilities of any third party without obtaining the prior written approval of the lender; and (iii) selling, assigning, transferring, conveying or disposing of all or substantially all of our assets, or a change of control in our ownership structure. Some of the credit agreements, the term loan agreements, and the trust instrument contain cross-default provisions with respect to other material indebtedness owed by us to any third party. In some cases, we have agreed to maintain certain financial ratios, which are measured quarterly, such as: (i) equity of at least $600 million and in no event less than 25% of total assets; (ii) 12-month debt, net of cash, cash equivalents, and short-term bank deposits to Adjusted EBITDA ratio not to exceed 6.0; and (iii) dividend distributions not to exceed 35% of net income in any calendar year. As of December 31, 2017: (i) total equity was $1,320.5 million and the actual equity to total assets ratio was 51.1% and (ii) the 12-month debt, net of cash, cash equivalents, to Adjusted EBITDA ratio was 2.6. During the year ended December 31, 2017, we distributed interim dividends in an aggregate amount of $20.5 million. The failure to perform or observe any of the covenants set forth in such agreements, subject to various cure periods, would result in the occurrence of an event of default and would enable the lenders to accelerate all amounts due under each such agreement.

As described above, we are currently in compliance with our covenants with respect to the credit agreements, the loan agreements and the trust instrument, and believe that the restrictive covenants, financial ratios and other terms of any of our (or Ormat Systems’) full-recourse bank credit agreements will not materially impact our business plan or operations.

Future minimum payments

Future minimum payments under long-term obligations, excluding revolving credit lines with commercial banks and lease payments under the Puna lease transaction described below, as of December 31, 2017, are as follows:

  

(Dollars in

thousands)

 

Year ending December 31:

    

2018

 $57,807 

2019

  55,539 

2020

  123,093 

2021

  46,579 

2022

  184,148 

Thereafter

  409,898 

Total

 $877,064 

Puna Power Plant Lease Transactions

In May 2005, our Hawaiian subsidiary, PGV, entered into a transaction involving the original geothermal power plant of the Puna complex located on the Big Island (the Puna Power Plant).

Pursuant to a 31-year head lease (the Head Lease), PGV leased the Puna Power Plant to an unrelated lessor (the Puna lessor) in return for prepaid lease payments in the total amount of $83.0 million. The carrying value of the leased assets as of December 31, 2017 amounted to $25.3 million, net of accumulated depreciation of $35.6 million. The Puna Lessor simultaneously leased back the Puna Power Plant to PGV under a 23-year lease (the Project Lease). PGV’s rent obligations under the Project Lease will be paid solely from revenues generated by the Puna Power Plant under a PPA that PGV has with HELCO. The Head Lease and the Project Lease are non-recourse lease obligations to the Company. PGV’s rights in the geothermal resource and the related PPA have not been leased to the Puna Lessor as part of the Head Lease but are part of the Puna Lessor’s security package.

The transaction was concluded with financing parties by means of a leveraged lease transaction. A secondary stage of the lease transaction relating to two new geothermal wells that PGV drilled in the second half of 2005 (for production and injection) was completed on December 30, 2005. Pursuant to a 31-year head lease, PGV leased its geothermal power plant to the abovementioned financing parties in return for payments of $83.0 million by such financing parties to PGV, which are accounted for as deferred lease income.

There are various restrictive covenants under the lease agreement, including a requirement to have certain reserve funds that need to be managed by the indenture trustee in accordance with certain balance requirements. Such reserve funds amounted to $7.9 million and $2.9 million as of December 31, 2017 and December 31, 2016, respectively, and were included in restricted cash accounts in the consolidated balance sheets and were classified as current as they were used for current payments.

Opal Geo Transaction

On December 16, 2016, Ormat Nevada entered into an equity contribution agreement (the “Equity Contribution Agreement”) with OrLeaf LLC (“OrLeaf”) and JPM Capital Corporation (“JPM”) with respect to Opal Geo. Also on December 16, 2016, OrLeaf, a newly formed limited liability company formed by Ormat Nevada and ORPD LLC, entered into an amended and restated limited liability company agreement of Opal Geo (the “LLC Agreement”) with JPM. The transactions contemplated by the Equity Contribution Agreement and LLC Agreement will allow the Company to monetize federal production tax credits (“PTCs”) and certain other tax benefits relating to the operation of five geothermal power plants located in Nevada.

In connection with the transactions contemplated by the Equity Contribution Agreement and the LLC Agreement, Ormat Nevada transferred its indirect ownership interest in the McGinness Hills (Phase I and Phase II), Tuscarora, Jersey Valley and phase 2 of the Don A. Campbell (“DAC 2”) geothermal power plants to Opal Geo. Prior to such transfer, Ormat Nevada held an approximately 63.25% indirect ownership interest in DAC 2 through ORPD LLC, a joint venture between Ormat Nevada and Northleaf Geothermal Holdings LLC (“Northleaf”), an affiliate of Northleaf Capital Partners, and held, directly or indirectly, a 100% ownership interest in the remaining geothermal power plants that were transferred to Opal Geo.

Pursuant to the Equity Contribution Agreement, JPM contributed approximately $62.1 million to Opal Geo in exchange for 100% of the Class B Membership Interests of Opal Geo. JPM also agreed to make deferred capital contributions to Opal Geo based on the amount of electricity generated by the DAC 2 and McGinness Hills Phase II power plants which are eligible for the federal PTC. We expect the aggregate amount of JPM’s deferred capital contributions to equal approximately $21 million and to be paid over time covering the period through December 31, 2022.

Under the LLC Agreement, until December 31, 2022, OrLeaf will receive distributions of 97.5% of any distributable cash generated by operation of the power plants while JPM will receive distributions of 2.5% of any distributable cash generated by operation of the power plants. Unless JPM has already achieved its target internal rate of return on its investment in Opal Geo, from December 31, 2022 until JPM has achieved its target internal rate of return, JPM will receive 100% of any distributable cash generated by operation of the power plants. Thereafter, OrLeaf will receive distributions of 97.5%, and JPM will receive 2.5%, of any distributable cash generated by operation of the power plants.

Under the LLC Agreement, all items of Opal Geo income and loss, gain, deduction and credit (including the federal PTCs relating to the operation of the two PTC eligible power plants) will be allocated, until JPM has achieved its target internal rate of return on its investment in Opal Geo (and for so long as the two PTC eligible power plants are generating PTCs), 99% to JPM and 1% to OrLeaf, or 5% to JPM and 95% to OrLeaf if PTCs are no longer available to either of the two PTC eligible power plants. Once JPM achieves its target internal rate of return, all items of Opal Geo income and loss, gain, deduction and credit will be allocated 5% to JPM and 95% to OrLeaf.

Under the LLC Agreement, OrLeaf, which owns 100% of the Class A Membership Interests in Opal Geo, will serve as the managing member of Opal Geo and control the day-to-day management of Opal Geo and its portfolio of five power plants. However, in certain limited circumstances (such as bankruptcy of Orleaf, fraud or gross negligence by OrLeaf) JPM may remove OrLeaf as the managing member of Opal Geo. JPM, as the Class B Member of Opal Geo, has consent and approval rights with respect to certain items that are designated as major decisions for Opal Geo and the five power plants. In addition, by virtue of certain provisions in OrLeaf’s own limited liability company agreement, and consistent with the ORPD formation documents, Northleaf has similar consent and approval rights with respect to OrLeaf’s determination of major decisions pertaining to the DAC 2 power plant. In both cases, these major decisions are generally equivalent to customary minority protection rights. As a result, the Company’s wholly owned subsidiary, Ormat Nevada, which serves as the managing member of OrLeaf and as the managing member of ORPD, will effectively retain the day-to-day control and management of Opal Geo and its portfolio of five power plants.

The LLC Agreement contains certain customary restrictions on transfer applicable to both OrLeaf and JPM with respect to their respective membership interests in Opal Geo, and also provides OrLeaf with a right of first offer in the event JPM desires to transfer any of its Class B Membership Interests, pursuant to which OrLeaf may purchase such Class B Membership Interests. The LLC Agreement also provides OrLeaf with the option to purchase all of the Class B Membership Interests on either December 31, 2022 or the date that is 9 years after the closing date under the Equity Contribution Agreement at a price equal to the greater of (i) the fair market value of the Class B Membership Interests as of the date of purchase (subject to certain adjustments) and (ii) $3 million.

Pursuant to the Equity Contribution Agreement, the Company has provided a guaranty for the benefit of JPM of certain of OrLeaf’s indemnification obligations to JPM under the LLC Agreement. In addition, Ormat Nevada also provided a guaranty for the benefit of JPM of all present and future payment and performance obligations of OrLeaf under the LLC Agreement and each ancillary document to which OrLeaf is a party.

JPM’s $62.1 million capital contribution to Opal Geo was recorded as a $3.7 million allocation to noncontrolling interests and a $58.5 million allocation to Liabilities associated with sale of tax benefits as described in Note 1 to our consolidated financial statements set forth in Item 8 of this annual report.

OPC Transaction

In June 2007, Ormat Nevada entered into agreements with affiliates of Morgan Stanley & Co. Incorporated and Lehman Brothers Inc. (Morgan Stanley Geothermal LLC and Lehman-OPC LLC, respectively), under which those investors purchased, for cash, interests in a newly formed subsidiary of Ormat Nevada, OPC, entitling the investors to certain tax benefits (such as PTCs and accelerated depreciation) and distributable cash associated with four geothermal power plants in Nevada.

The first closing under the agreements occurred in 2007 and covered our Desert Peak 2, Steamboat Hills, and Galena 2 power plants. The investors paid $71.8 million at the first closing. The second closing under the agreements occurred in 2008 and covered the Galena 3 power plant. The investors paid $63.0 million at the second closing.

Ormat Nevada continued to operate and maintain the power plants. Under the agreements, Ormat Nevada initially received all of the distributable cash flow generated by the power plants, while the investors received substantially all of the PTCs and the taxable income or loss (together, the Economic Benefits). Once Ormat Nevada recovered the capital that it invested in the power plants, which occurred in the fourth quarter of 2010, the investors received both the distributable cash flow and the Economic Benefits. Once the investors reached a target after-tax yield on their investment in OPC (the OPC Flip Date), Ormat Nevada received 95% of both distributable cash and taxable income, on a going forward basis.

The Class B membership units have a 5% residual economic interest in OPC, which commenced as of the OPC Flip Date. This residual 5% interest represented a noncontrolling interest and is not subject to mandatory redemption or guaranteed payments. As detailed under Note 13 to our consolidated financial statements set forth in Item 8 of this annual report, the OPC Flip Date occurred on May 31, 2017 and Ormat Nevada purchased all of the Class B membership units from JP Morgan and Morgan Stanley on October 31, 2017 for $1.9 million. As a result, Ormat Nevada is now the sole owner of all the economic and voting interests in OPC and continues to consolidate OPC in its financial statements.

ORTP Transaction

On January 24, 2013, Ormat Nevada entered into agreements with JPM under which JPM purchased interests in a newly formed subsidiary of Ormat Nevada, ORTP, entitling JPM to certain tax benefits (such as PTCs and accelerated depreciation) associated with certain geothermal power plants in California and Nevada.

Under the terms of the transaction, Ormat Nevada transferred the Heber complex, the Mammoth complex, the Ormesa complex, and the Steamboat 2 and 3, Burdette (Galena 1) and Brady power plants to ORTP, and sold Class B membership units in ORTP to JPM. In connection with the closing, JPM paid approximately $35.7 million to Ormat Nevada and made additional payments to Ormat Nevada of 25% of the value of PTCs generated by the portfolio over time.

Ormat Nevada continued to operate and maintain the power plants. Under the agreements, Ormat Nevada initially received all of the distributable cash flow generated by the power plants, while JPM will received substantially all the Economic Benefits. JPM’s return was limited by the terms of the transaction. Once JPM reached a target after-tax yield on its investment in ORTP (the ORTP Flip Date), Ormat Nevada received 97.5% of the distributable cash and 95.0% of the taxable income, on a going forward basis. At any time during the twelve-month period after the end of the fiscal year in which the ORTP Flip Date occurs (but no earlier than the expiration of five years following the date that the last of the power plants was placed in service for purposes of federal income taxes), Ormat Nevada had the option to purchase JPM’s remaining interest in ORTP at the then-current fair market value. As detailed under Note 13 to our consolidated financial statements set forth in Item 8 of this annual report, the ORTP Flip Date occurred on March 30, 2017 and Ormat Nevada purchased all of the Class B membership units from JP Morgan as discussed below.

The Class B membership units entitled the holder to a 5.0% (allocation of income and loss) and 2.5% (allocation of cash) residual economic interest in ORTP. The 5.0% and 2.5% residual interest commences on achievement by JPM of a contractually stipulated return that triggers the ORTP Flip Date, which occurred on March 30, 2017. On July 10, 2017, Ormat Nevada purchased all of the Class B membership interests in ORTP from JPM for $2.4 million. As a result, Ormat Nevada is now the sole owner of all economic and voting interests in ORTP and we continue to consolidate ORTP in our consolidated financial statements.

Liquidity Impact of Uncertain Tax Positions

 

As discussed in Note 1917 - Income Taxes, to our consolidated financial statements set forth in Item 8 of this annual report, we have a liability associated with unrecognized tax benefits and related interest and penalties in the amount of approximately $8.9$2.0 million as of December 31, 2017.2020. This liability is included in long-term liabilities in our consolidated balance sheet, because we generally do not anticipate that settlement of the liability will require payment of cash within the next twelve12 months. We are not able to reasonably estimate when we will make any cash payments required to settle this liability.

 

DividendDividends

We have adopted a dividend policy pursuant to which we currently expect to distribute at least 20% of our annual profits available for distribution by way of quarterly dividends. In determining whether there are profits available for distribution, our Board will take into account our business plan and current and expected obligations, and no distribution will be made that in the judgment of our Board would prevent us from meeting such business plan or obligations.

 

The following are the dividends declared by us during the past two years:

 

Date Declared

 

Dividend

Amount per

Share

 

Record Date

 

Payment Date

February 23, 2016

 

$

0.31

 

March 15, 2016

 

March 29, 2016

May 4, 2016

 

$

0.07

 

May 18, 2016

 

May 24, 2016

August 2, 2016

 

$

0.07

 

August 16, 2016

 

August 30, 2016

November 7, 2016

 

$

0.07

 

November 21, 2016

 

December 6, 2016

February 28, 2017

 

$

0.17

 

March 15, 2017

 

March 29, 2017

May 8, 2017

 

$

0.08

 

May 22, 2017

 

May 31, 2017

August 3, 2017

 

$

0.08

 

August 15, 2017

 

August 29, 2017

November 7, 2017

 

$

0.08

 

November 21, 2017

 

December 5, 2017

March 1, 2018

 

$

0.23

 

March 14, 2018

 

March 29, 2018

Date Declared

 

Dividend
Amount per
Share

 

Record Date

Payment Date

February 26, 2019

 $0.11 

March 14, 2019

March 28, 2019

May 6, 2019

 $0.11 

May 20, 2019

May 28, 2019

August 7, 2019

 $0.11 

August 20, 2019

August 27, 2019

November 6, 2019

 $0.11 

November 20, 2019

December 4, 2019

February 25, 2020

 $0.11 

March 12, 2020

March 26, 2020

May 8, 2020

 $0.11 

May 21, 2020

June 2, 2020

August 4, 2020

 $0.11 

August 18, 2020

September 1, 2020

November 4, 2020

 $0.11 

November 18, 2020

December 2, 2020

February 24, 2021

 $0.12 

March 11, 2021

March 11, 2021

 

Historical Cash Flows

 

The following table sets forth the components of our cash flows for the relevant periods indicated:

 

 

Year Ended December 31,

  

Year Ended December 31,

 
 

2017

  

2016

  

2015

  

2020

  

2019

  

2018

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Net cash provided by operating activities

 $245,575  $159,285  $190,025  $265,005  $236,493  $145,822 

Net cash used in investing activities

  (368,121)  (158,531)  (90,971) (385,969) (254,538) (342,434)

Net cash provided by (used in) financing activities

  (59,850)  43,541   46,635  503,478  (5,765) 251,131 

Net change in cash and cash equivalents

  (182,396)  44,295   145,689 

Translation adjustments on cash and cash equivalents

  1,154   (575)  (660)

Net change in cash and cash equivalents and restricted cash and cash equivalents

 $383,668  $(24,385) $53,859 

 

For the Year Ended December 31, 20172020

 

Net cash provided by operating activities for the year ended December 31, 20172020 was $245.6$265.0 million, compared to $159.3$236.5 million for the year ended December 31, 2016.2019. This increase of $86.3$28.5 million resulted primarily from (i) an increasea decrease in receivablescosts and estimated earnings in excess of $24.0billing on uncompleted contracts, net of $22.2 million in the year ended December 31, 2017,2020, compared to $33.3an increase of $11.9 million in the year ended December 31, 2016,2019, as a result of timing of collections frombilling to our customers; and (ii) a decrease in billing in excess of costs and estimated earnings on uncompleted contracts, net of $0.1$3.5 million in our Product segmentreceivables in the year ended December 31, 2017,2020 compared to $29.3an increase of $15.1 million in the year ended December 31, 2016, as a result2019 because of timing in billing of collections from our customers;customers. and (iii) an increase in accounts payable and accrued expensesa withholding tax payment of $51.6approximately $8 million in the year ended December 31, 2017,2020 compared to a decrease of $1.4$14 million in the year ended December 31, 2016, as2019, because of a result of timing of payments to our suppliers.distribution from OSL.

 

Net cash used in investing activities for the year ended December 31, 20172020 was $368.1$386.0 million, compared to $158.5$254.5 million for the year ended December 31, 2016.2019. The principal factors that affected our net cash used in investing activities during the year ended December 31, 20172020 were: (i) capital expenditures of $259.2$320.7 million, primarily for our facilities under construction;construction that support our growth plan; (ii) $35.3 million net cash paid for the acquisition of our Viridity business;the Pomona energy storage asset in California from Alta Gas for a total net consideration of $43.4 million; and (iii) a net increase of $14.6 million in restricted cash and cash equivalents, due to timing of debt repayments; and (iv) an investment in an unconsolidated company of $46.3$21.0 million.

 

Net cash used in financing activities for the year ended December 31, 2017 was $59.9 million, compared to $43.5 million provided by for the year ended December 31, 2016. The principal factors that affected the net cash used in financing activities during the year ended December 31, 2017 were: (i) the repayment

98

 

Net cash provided by financing activities for the year ended December 31, 20162020 was $43.5$503.5 million, compared to $46.6$5.8 million used in financing activities for the year ended December 31, 2015.2019. The principal factors that affected the net cash provided by financing activities during the year ended December 31, 20162020 were: (i) $203.5 million net proceedsProceeds from issuance of two new seriescommon stock, net of Senior Unsecured Bonds;stock issuance costs of $339.5 million; (ii) net$289.9 million of proceeds from issuance of shares to a noncontrolling interest in the amount of $44.1 million;bonds series 4; (iii) $59.9 million of net proceed from the Opal Geo transaction; (iv) $92.5$79.4 million of proceeds from a term loan for our Don A. Campbell power plantsenior unsecured bonds series 3; and (v)(iv) $50.0 million of proceeds from a termsenior unsecured loan, for our Olkaria 3 Complex plant 4, reducedpartially offset by: (i) earlythe repayment of $249.5commercial paper debt of $50.0 million; (ii) net payment of $40.6 million from our revolving credit lines with commercial banks which were withdrawn primarily to secure cash in hand in order to meet our capital needs in light of Senior Unsecured Bonds; $6.8 million of cash paidthe uncertainty related to repurchase our OFC Senior Secured Notes; (ii)the COVID-19 pandemic, (iii) the repayment of long-term debt in the amount of $62.1$135.4 million; (iii) $63.7(iv) a $22.5 million ofcash dividend payment and (v) $9.7 million cash paid to a noncontrolling interests; and (iv) a $26.0 million cash dividend paid.interest.

 

For the Year Ended December 31, 2019

A discussion of changes in our cash flows in 2019 compared to 2018 has been omitted from this Form10-K, but may be found in “Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations” of our Form 10-K for the fiscal year ended December 31, 2019, filed with the SEC on March 2, 2020, which is available free of charge on the SECs website at www.sec.gov and at www.Ormat.com, by clicking “Investors” located at the top of the home page.

 

Total EBITDA and Adjusted EBITDA

 

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, adjusted for (i) termination fees, (ii) impairment of long-lived assets, (iii) write-off of unsuccessful exploration activities, (iv) any mark-to-market gains or losses from accounting for derivatives, (v) merger and acquisition transaction costs, (vi) stock-based compensation, (vii) gain or loss from extinguishment of liabilities, (viii) gain or loss on sale of subsidiary and property, plant and equipment and (ix) other unusual or non-recurring items. EBITDA and Adjusted EBITDA are not measurements of financial performance or liquidity under accounting principles generally accepted in the U.S.,United States, or U.S. GAAP, 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 U.S. GAAP. Our Board of Directors and senior management use 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.evaluate our financial performance. However, other companies in our industry may calculate EBITDA and Adjusted EBITDA differently than we do.

 

This information should not be considered in isolation from, or as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP or other non-GAAP financial measures.

 

Net income for the year ended December 31, 2020 was $101.8 million, compared to $93.5 million for the year ended December 31, 2019 and $110.1 million for the year ended December 31, 2018.

Adjusted EBITDA for the year ended December 31, 20172020 was $343.8$420.2 million, compared to $323.8$384.3 million for the year ended December 31, 20162019 and $291.3$368.0 million for the year ended December 31, 2015.2018.

 

The following table reconciles net cash provided by operating activitiesincome to EBITDA and adjusted EBITDA for the years ended December 31, 2017, 2016,2020, 2019 and 2015:2018:

 

 

Year Ended December 31,

  

Year Ended December 31,

 
 

2017

  

2016

  

2015

  

2020

 

2019

 

2018

 
 

(in thousands)

  

(Dollars in thousands)

 
             

Net cash provided by operating activities

 $245,575  $159,285  $190,025 

Net income

 $101,806  $93,543  $110,111 

Adjusted for:

             

Interest expense, net (excluding amortization of deferred financing costs)

  47,689   60,553   63,802 

Interest income

  (988)  (971)  (297)

Interest expense, net (including amortization of deferred financing costs)

 76,236  78,869  69,950 

Income tax provision (benefit)

  (1,411)  31,837   (15,258) 67,003  45,613  34,733 

Adjustment to investment in an unconsolidated company: our proportionate share in interest expense, tax and depreciation and amortization in Sarulla

  (265)  -   - 

Adjustments to reconcile net income to net cash provided by operating activities (excluding depreciation and amortization)

  39,755   48,208   40,530 

Adjustment to investment in an unconsolidated company: our proportionate share in interest expense, tax and depreciation and amortization in Sarulla complex

 11,549  13,089  9,184 

Depreciation and amortization

  151,371  143,242  127,732 
             

EBITDA

  330,355   298,912   278,802   407,965   374,356   351,710 

Mark-to-market on derivative instruments

  (1,500)  319   1,409  (1,192) (1,402) 2,032 

Stock-based compensation

  8,760   5,157   3,955  9,830  9,358  10,218 

Gain on sale of subsidiary and property, plant and equipment

  -   (686)  - 

Insurance proceeds in excess of assets carrying value

     (7,150)

Termination fee

  -   -   -      4,973 

Impairment of long-lived assets

  -   -   - 

Impairment of goodwill, net of reversal of a contingent liability

     3,142 

Loss from extinguishment of liability

  1,950   5,780   1,710    468   

Merger and acquisition transaction costs

  2,460   335   3,800  2,279  1,483  2,910 

Settlement expenses

  -   11,000   -  1,277     

Write-off of unsuccessful exploration activities

  1,796   3,017   1,579       126 
            

Adjusted EBITDA

 $343,821  $323,834  $291,255  $420,159  $384,263  $367,961 

Net cash used in investing activities

 $(368,121) $(158,531) $(90,971)
            

Net cash used in (provided by) financing activities

 $(59,850) $43,541  $46,635 

 

EBITDA includes the proportionate share (12.75%) of net depreciation, interest and tax expenses from our unconsolidated investment in the Sarulla projectcomplex that is accounted for under the equity method.

 

On May 2014, the Sarulla consortium (“SOL”) closed $1,170 million in financing. As of December 31, 2017,2020, the credit facility has an outstanding balance of $1,042.7$1,010.0 million. Our proportionate share in the SOL credit facility is $132.9$128.8 million. In October 2020, Sarulla has not met its debt service coverage ratio under the credit facility agreement and is undergoing negotiations with its lenders for a waiver covering this non-compliance as well as a remediation plan aiming to achieve compliance in the future.

 

Capital Expenditures

 

Our capital expenditures primarily relate to the enhancement of our existing power plants and the exploration, development and construction of new power plants.

 

We have budgeted approximately $366.0$454 million in capital expenditures for construction of new projects and enhancements to our existing power plants, of which we havehad invested approximately $142.0$177 million as of December 31, 2017.2020. We expect to invest $156.0approximately $200 million in 20182021 and the remaining $68.0approximately $77 million on thereafter.

 

 

In addition, we estimate approximately $144.0$245 million in additional capital expenditures in 20182021 to be allocated as follows: (i) $21.0approximately $150 million for the exploration and development of new projects;projects and enhancements of existing power plants that are not yet released for full construction; (ii) $51.0approximately $40 million for maintenance of capital expenditures to our operating power plants including $18 million investment for stand by wells that we plan to drill atdrilling in our Puna power plant; (iii) $20.0 million for continued exploration activity under various leases for geothermal resources where we have already started exploration activity; (iv) $40approximately $45 million for the construction and development of storage projects; and (v) $12.0(iv) approximately $10.0 million for enhancements to our production facilities.

 

In the aggregate, we estimate our total capital expenditures for 20182021 to be approximately $300.0$445 million.

 

Based on current conditions, we believe that we have sufficient financial resources to fund our activities and execute our business plans. However, the cost of obtaining financing for our project needs may increase significantly or such financing may be difficult to obtain.

Exposure to Market Risks

Based on current conditions, we believe that we have sufficient financial resources to fund our activities and execute our business plans. However, the cost of obtaining financing for our project needs may increase significantly or such financing may be difficult to obtain.

 

We, like other power plant operators, are exposed to electricity price volatility risk.risk. Our exposure to such market risk is currently limited because many of our long-term PPAs (except for the 25 MW PPA for the Puna complexComplex and the aggregate of between 30 MW and 40 MW PPAs in the aggregate for the Heber 2 power plant in the Heber complexComplex and the G2 power plant in the Mammoth complex)Complex) have fixed or escalating rate provisions that limit our exposure to changes in electricity prices. TheOur energy storage projects sell on "merchant" and are exposed to changes in the electricity market prices.The energy payments under the PPAs of the Heber 2 power plant in the Heber complexComplex and the G2 power plant in the Mammoth complexComplex are determined by reference to the relevant power purchaser’s SRAC. A decline in the price of natural gas will result in a decrease in the incremental cost that the power purchaser avoids by not generating its electrical energy needs from natural gas, or by reducing the price of purchasing its electrical energy needs from natural gas power plants, which in turn will reduce the energy payments that we may charge under the relevant PPA for these power plants. The Puna complexComplex is currently benefiting from energy prices which are higher than the floor under the 25 MW PPA for the Puna complex as a result of the high fuel costs that impact HELCO’s avoided costs.Complex.

 

As of December 31, 2017, 95.4%2020, 97.2% of our consolidated long-term debt was fixed rate debt and therefore was not subject to interest rate volatility risk and 4.6%2.8% of our long-term debt was floating rate debt, exposing us to interest rate risk in connection therewith. As of December 31, 2017, $40.52020, $40.8 million of our long-term debt remained subject to some interest rate risk.

 

We currently maintain our surplus cash in short-term, interest-bearing bank deposits, money market securities and commercial paper with a minimum investment grade rating of AA by Standard & Poor’sPoor’s Ratings Services.

 

Our cash equivalents are subject to interest rate risk. Fixed rate securities may have their market value adversely impacted by a rise in interest rates, while floating rate securities may produce less income than expected if interest rates fall. As a result of these factors, our future investment income may fall short of expectations because of changes in interest rates, or we may suffer losses in principal if we are forced to sell securities that decline in market value because of changes in interest rates. As of December 31, 2020, we do not hold such securities.

 

We are also exposed to foreign currency exchange risk, in particular the fluctuation of the U.S. dollar versus the NIS. NIS in Israel and Euro. Risks attributable to fluctuations in currency exchange rates can arise when we or any of our foreign subsidiaries borrow funds or incur operating or other expenses in one type of currency but receive revenues in another. In such cases, an adverse change in exchange rates can reduce such subsidiary’s ability to meet its debt service obligations, reduce the amount of cash and income we receive from such foreign subsidiary, or increase such subsidiary’s overall expenses. In Kenya, the tax asset is recorded in KES similar to the tax liability, however any change in the exchange rate in the KES versus the USD has an impact on our financial results. Risks attributable to fluctuations in foreign currency exchange rates can also arise when the currency denomination of a particular contract is not the U.S. dollar. Substantially all of our PPAs in the international markets are either U.S. dollar-denominated or linked to the U.S. dollar.dollar except for our operations on Guadeloupe, where we own and operate the Boulliante power plant which sells its power under a Euro-denominated PPA with Électricité de France S.A. Our construction contracts from time to time contemplate costs which are incurred in local currencies. The way we often mitigate such risk is to receive part of the proceeds from the contract in the currency in which the expenses are incurred. Currently, we have forward and cross-currency swap contracts in place to reduce our foreignNIS/Dollar currency exposure and expect to continue to use currency exchange and other derivative instruments to the extent we deem such instruments to be the appropriate tool for managing such exposure. We do not believe that our exchange rate exposure has or will have a material adverse effect on our financial condition, results of operations or cash flows.

 

 

WeOn July 1, 2020, we concluded an auction tender and accepted subscriptions for senior unsecured bonds comprised of NIS 1.0 billion aggregate principal amount (the “Senior Unsecured Bonds - Series 4”). The Senior Unsecured Bonds - Series 4 were issued in New Israeli Shekels and converted to approximately $290 million using a cross-currency swap transaction shortly after the completion of such issuance.We performed a sensitivity analysis on the fair values of our long-term debt obligations, and foreign currency exchange forward contracts. The foreign currency exchange forward contracts listed below principally relate to trading activities. The sensitivity analysis involved increasing and decreasing forward rates at December 31, 20172020 and 20162019 by a hypothetical 10% and calculating the resulting change in the fair values.

 

At this time, the development of our new strategic plan has not exposed us to any additional market risk. However, as the implementation of the plan progresses, we may be exposed to additional or different market risks.

 

The results of the sensitivity analysis calculations as of December 31, 20172020 and 20162019 are presented below:

 

Assuming a 10% Increase in Rates

 

Assuming a 10% Decrease in Rates

 

 

 

Assuming a 10%
Increase in Rates

 

Assuming a 10% Decrease in Rates

  

As of December 31,

 

As of December 31,

 

 

 

As of December 31,

 

As of December 31,

  

Risk

2017

 

2016

 

2017

 

2016

 

Change in the Fair Value of

  

2020

 

2019

 

2020

 

2019

 

Change in the Fair Value of

(In thousands)

 

 

 

(In thousands)

 

Foreign Currency

$

(5,181)

 

$

(4,665)

 

$

6,332

 

$

4,632

 

 

Foreign Currency Forward Contracts

  $(1,996) $(4,198) $2,439  $5,131 

Foreign Currency Forward Contracts

Interest Rate

$

-

 

$

(254)

 

$

-

 

$

260

 

OFC Senior Secured Notes

  $(3,025) $(4,574) $3,090  $4,723 

OFC 2 Senior Secured Notes

Interest Rate

$

(193)

 

$

(281)

 

$

195

 

$

284

 

OrCal Senior Secured Notes

  $(3,193) $(4,647) $3,273  $4,812 

DFC Loan

Interest Rate

$

(6,393)

 

$

(7,174)

 

$

6,662

 

$

7,496

 

OFC 2 Senior Secured Notes

  $(311) $(516) $318 ��$534 

Amatitlan loan

Interest Rate

$

-

 

$

(64)

 

$

-

 

$

65

 

DEG Loan

  $(4,278) $(1,797) $4,313  $1,822 

Senior Unsecured Bonds

Interest Rate

$

(6,710)

 

$

(7,667)

 

$

7,015

 

$

8,039

 

OPIC Loan

  $(586) $(905) $599  $934 

DEG 2 Loan

Interest Rate

$

-(1)

 

$

-(1)

 

$

-(1)

 

$

-(1)

 

Amatitlan loan 

  $(1,266) $(1,835) $1,299  $1,906 

DAC 1 Senior Secured Notes

Interest Rate

$

(3,678)

 

$

(4,351)

 

$

3,766

 

$

4,472

 

Senior Unsecured Bonds

  $(3,194) $(3,272) $3,270  $3,363 

Migdal Loan and the Additional Migdal Loan and the Second Addendum Migdal Loan

Interest Rate

$

(1,384)

 

$

(1,568)

 

$

1,442

 

$

1,639

 

DEG 2 Loan

  $(941) $(1,141) $983  $1,207 

San Emidio Loan

Interest Rate

$

(2,476)

 

$

(2,749)

 

$

2,596

 

$

2,890

 

DAC 1 Senior Secured Notes

  $(444) $(776) $450  $797 

DOE Loan

Interest Rate

$

(171)

 

$

(161)

 

$

177

 

$

167

 

Other long-term loans

  $(151) $(281) $153  $286 

Idaho Holdings Loan

Interest Rate

 $(2,146) $(2,978) $2,209  $3,099 

Platanares DFC Loan

Interest Rate

 $(452) $(728) $461  $749 

DEG 3 Loan

Interest Rate

 $(179) $(342) $181  $350 

Plumstriker Loan

Interest Rate

 $  $(295) $  $298 

Commercial Paper

Interest Rate

 $(107) $(201) $108  $204 

Other long-term loans

In July 2019, the United Kingdom’s Financial Conduct Authority, which regulates LIBOR (London Interbank Offered Rate), announced that it intends to phase out LIBOR by the end of 2021. It is unclear whether or not LIBOR will cease to exist at that time and/or whether new methods of calculating LIBOR will be established such that it will continue to exist after 2021. The U.S. Federal Reserve, in conjunction with the Alternative Reference Rates Committee, a steering committee comprised of large U.S. financial institutions, is considering replacing U.S. dollar LIBOR with a new SOFR (Secured Overnight Financing Rate) index calculated by short-term repurchase agreements, backed by Treasury securities.

 

 

(1) The applicationWe have evaluated the impact of the transition from LIBOR, and currently believe that the transition will not have a 10% increase and/or decrease to the interest rate did not exceed the minimum rate as set forth in the loan agreement.

material impact on our consolidated financial statements.

 

Effect of Inflation

 

We do not expect that inflation will not be a significant risk in the near term, given the current global economic conditions, however, that could change in the future. To address the possibility of rising inflation, some of our contracts include certain provisions that mitigate inflation risk.

 

In connection with the Electricity segment, none of our U.S. PPAs, including the SCPPA Portfolio PPA, are directly linked to the CPI. Inflation may directly impact an expense we incur for the operation of our projects, thereby increasing our overall operating costs and reducereducing our profit and gross margin. The negative impact of inflation maywould be partially offset by price adjustments built into some of our PPAs that could be triggered upon such occurrences. The energy payments pursuant to our PPAs for some of our power plants such as the Brady power plant, the Steamboat 2 and 3 power plants and the McGinness complex,Complex, increase every year through the end of the relevant terms of such agreements, thoughalthough such increases are not directly linked to the CPI or any other inflationary index. Lease payments are generally fixed, while royalty payments are generally calculated as a percentage of revenues and therefore are not significantly impacted by inflation. In our Product segment, inflation may directly impact fixed and variable costs incurred in the construction of our power plants, thereby increasing our operating costs in the Product segment. We are more likely to be able to offset all or part of this inflationary impact through our project pricing. With respect to power plants that we build for our own electricity production, inflationary pricing may impact our operating costs which may be partially offset in the pricing of the new long-term PPAs that we negotiate.

 

Contractual Obligations and Commercial Commitments

 

The following tables set forth our material contractual obligations as of December 31, 20172020 (in thousands)thousands):

 

 

Payments Due By Period

  

Payments Due by Period

 
 

 

Remaining

Total

  

2018

  

2019

  

2020

  

2021

  

2022

  

Thereafter

  

Remaining
Total

 

2021

 

2022

 

2023

 

2024

 

2025

 

Thereafter

 

Long-term liabilities principal

 $877,064  $57,807  $55,539  $123,093  $46,579  $184,148  $409,898  $1,475,853  $78,602  $337,166  $134,549  $118,395  $118,831  $688,310 

Interest on long-term liabilities (1)

  276,540   44,193   40,198   37,094   31,598   29,054   94,403  381,869  71,771  66,687  46,759  44,196  38,279  114,177 

Future minimum operating lease

  26,249   13,317   6,018   2,450   1,723   824   1,917 

Finance lease obligations

 16,723  4,177  4,116  3,015  1,156  565  3,694 

Operating lease obligations

 20,320  3,255  2,539  1,902  1,625  1,440  9,559 

Benefits upon retirement (2)

  15,171   4,258   1,803   1,242   1,418   2,112   4,338  20,454  4,968  1,910  148  686  1,160  11,582 

Asset retirement obligation

  27,110                  27,110  63,457            63,457 

Purchase commitments (3)

  113,406   113,406                  159,850  159,850           
 $1,335,540  $232,981  $103,558  $163,879  $81,318  $216,138  $537,666  $2,138,526  $322,623  $412,418  $186,373  $166,058  $160,275  $890,779 

___________

(1)Interest on the OrCal Senior Secured Notes due in 2020 is fixed at a rate of 6.21%. Interest on the OFC 2 Senior Secured Notes Series A due in 2032 is fixed at a rate of 4.687%. Interest on the DAC 1 Senior Secured Notes due in 2033 is fixed at a rate of 4.03%. Interest on the OPIC Loan due in 2030 is fixed at an average rate of 6.29%. Interest on the DEG 2 Loan due in 2028 is fixed at a rate of 6.28%. Interest on the Senior Unsecured Bonds due in 2020 is fixed at a rate of 3.7%. Interest on the Senior Unsecured Bonds due in 2022 is fixed at a rate of 4.45%. Interest on the remaining debt is variable (based primarily on changes in LIBOR rates). For purposes of the above calculation of interest payments pertaining to variable rate debt, future LIBOR rates were based on constant maturity swaps.   
 

(1)

See interest rates and maturity dates under Liquidity and Capital Resources section above.

(2)

The above amounts were determined based on the employeesemployees’ current salary rates and the number of years’ service that will have been accumulated at their expected retirement date. These amounts do not include amounts that might be paid to employees that will cease working with us before reaching their expected retirement age.

 

(3)

We purchase raw materials for inventories, construction-in-process and services from a variety of vendors. During the normal course of business, in order to manage manufacturing lead times and help assure adequate supply, we enter into agreements with contract manufacturers and suppliers that either allow them to procure goods and services based upon specifications defined by us, or that establish parameters defining our requirements. At December 31, 2017,2020, total obligations related to such supplier agreements were approximately $113.4$159.9 million (approximately $54.2$77.8 million of which relate to construction-in-process). All such obligations are payable in 2018.2021.

 

The table above does not reflect unrecognized tax benefits of $8.9$2.0 million, the timing of which is uncertain. Refer to Note 1817 to our consolidated financial statements set forth in Item 8 of this annual report for additional discussion of unrecognized tax benefits. The above table also does not reflect a liability associated with the sale of tax benefits of $44.6$111.5 million, the timing of which is uncertain.uncertain and other long-term liabilities of $6.2 million that are deemed immaterial. Refer to Note 13 to our consolidated financial statements as set forth in Item 8 of this annual report for additional discussion of our liability associated with the sale of tax benefits.

 

Concentration of Credit Risk

 

Our credit risk is currently concentrated with the following major customers: Southern California Edison, Sierra Pacific Power Company and Nevada Power Company (subsidiaries of NV Energy), KPLC SCPPA andHyundai. SCPPA. If any of these customers failselectric utilities fail to make payments under its PPAs with us, such failure would have a material adverse impact on our financial condition. Also, by implementing our multi-year strategic plan we may be exposed, by expanding our customer base, to different credit profile customers than our current customers.

 

Southern California Edison accounted for 4.3%, 5.1%, and 9.4%The Company's revenues from its primary customers as a percentage of our total revenues for the three years ended December 31, 2017, 2016, and 2015, respectively. Southern California Edison is also the power purchaser and revenues source for our Mammoth project, which we accounted for separately under the equity method of accounting through August 1, 2010.are as follows:

 

Sierra Pacific Power Company and Nevada Power Company accounted for 18.1%, 19.2%, and 19.5% of our total revenues for the three years ended December 31, 2017, 2016, and 2015, respectively.

KPLC accounted for 15.9%, 16.5%, and 14.6% of our total revenues for the three years ended December 31, 2017, 2016, and 2015, respectively.

SCPPA accounted for 10.1%, 10.2% and 5.2% of our total revenues for the three years ended December 31, 2017, 2016 and 2015, respectively.

Hyundai (Sarulla geothermal power project) accounted for 4.2%, 15.2% and 15.7% of our total revenues for the three years ended December 31, 2017, 2016 and 2015, respectively.

  

Year Ended December 31,

 
  

2020

  

2019

  

2018

 
Southern California Public Power Authority (“SCPPA”)  20.6   17.9   15.2 

Sierra Pacific Power Company and Nevada Power Company

  17.5

%

  16.8

%

  16.1

%

Kenya Power and Lighting Co. Ltd. ("KPLC")

  16.4   16.3   16.6 

 

We have historically been able to collect on substantially all of our receivable balances. Recently, we have been receiving late paymentsAs of December 31, 2020, the amount overdue from KPLC in Kenya was $48.9 million of which $16.2 million was paid in January and February of 2021. These amounts are an average of 78 days overdue. In Honduras, the Company successfully collected during the year an overdue debt from Empresa Nacional de Energía Eléctrica ("ENEE") of $20.1 million that was related to our Olkaria Complex andthe period from ENNEOctober 2018 to April 2019. However, due to continuing restrictive measures related to the COVID-19 pandemic in Honduras, relatedthe Company may experience delays in collection. As of December 31, 2020, the total amount overdue from ENEE of $2.9 million was collected in January 2021. In addition, on April 30, 2020, the Company also received from ENEE a notice declaring a force majeure event in Honduras due to our Platanares power plant. As we believe we will be able to collect all past due amounts, no provision for doubtful accounts has been recorded.the impact of COVID-19 that was ultimately withdrawn.

 

Government Grants and Tax Benefits

 

The U.S. federal government encourages production of electricity from geothermal resources or solar energy through certain tax subsidies. For a new geothermal power plant in the U.S. that started construction by December 31, 2017, we are permitted to claim an investment tax credit for 30 percent of the project cost in the year the project is put in service or production tax credits over time on the power produced. The production-based credits, which in 2017 were 2.4 cents per kWh, are adjusted annually for inflation and may be claimed for 10 years on the net electricity output sold to third parties after the project is first placed in service. Any project that started construction by December 2017 must ordinarily be put in service within four years after the end of the year in which construction started to qualify for tax credits at these rates.  For a new geothermal power plant in the U.S. that started construction after 2017, we are permitted to claim an investment tax credit of 10 percent of the project cost. subsidies:

 

PTC - the PTC rules provide an income tax credit for each kWh of electricity produced from certain renewable energy sources, including geothermal, and sold to an unrelated person during a taxable year. The PTC was first introduced in 1992 and has since been revised a number of times. The PTC, which in 2020 was 2.5 cents per kWh, is adjusted annually for inflation and may be claimed for 10 years on the net electricity output sold to third parties after the project is first placed in service. The tax extender package signed into law in December 2020 provides that any qualifying project that starts construction by December 31, 2021 would be eligible for PTC. The qualifying project must ordinarily be placed in service within four years after the end of the year in which construction started or show continued construction to qualify for PTC.  The PTC is not available for power produced from geothermal resources for projects that started construction on or after January 1, 2022.

 New solar projects that are under construction by December 2019 will qualify for a 30 percent investment tax credit. The credit will fall to 26 percent for projects starting construction in 2020 and 22 percent for projects starting construction in 2021. Projects that are under construction before these deadlines must be placed in service by December, 31 2023 to qualify for investment tax credits at these rates. Solar projects placed in service after December, 31, 2023 will only qualify for a 10 percent investment tax credit, on par with the permanent credit provided to geothermal. Under current tax rules, any unused tax credit has a one-year carry back and a twenty-year carry forward.

The ITC rules have been amended a number of times. A qualified new geothermal power plant in the United States that starts construction by the end of 2021 would be eligible to claim an ITC of 30% of the project eligible cost. New solar projects that were under construction by December 31, 2019 will qualify for a 30% ITC. The credit will phase down to 26% for solar PV projects starting construction by the end of 2022 and to 22% for solar PV projects starting construction in 2023. Projects that were under construction before these deadlines must be placed in service by December 31, 2025 to qualify for the ITC at these rates. Solar projects placed in service after December 31, 2025 will only qualify for a 10% ITC. Under current tax rules, any unused tax credit has a one-year carry back and a twenty-year carry forward. 

 

We are also permitted to depreciate or write off, most of the cost of thea new geothermal power plant. In cases where we claim the one-time 30% (or 10%) tax credit,ITC, our tax basis in the plant that we can recover throughis eligible for depreciation is reduced by one-half of the tax credit.ITC amount. In cases where we claim the production tax credit,PTC, there is no reduction in the tax basis for depreciation. Projects that arewere placed in service in 2016 and 2017 arewere eligible for “bonus” depreciation and we will be permitted to write offof 50% of the cost of that equipment in the year the power plant iswas placed in service. ProjectsFollowing the Tax Act, projects that were or will be placed in service in 2018 wouldafter September 27, 2017, could qualify for a 40%100% bonus and Projects placed in service in 2019 would qualify for a 30% bonus.depreciation with respect to its qualifying assets. After applying any depreciation bonus that is available, we can write offdepreciate the remainder of our tax basis in the plant, if any, mostly over five years on an accelerated basis, meaning that more of the cost may be deducted in the first few years than during the remainder of the depreciation period. The Tax Act, as further discussed in the MD&A section allows full expensing for certain assets acquired and placed in service after September 27, 2017.  The CompanyWe will continue to analyze this new provision under the Act and determine if an election is appropriate as it relates to theirour business needs.needs.

 

Ormat Systems received “Benefited Enterprise” status under Israel’sIsrael’s Law for Encouragement of Capital Investments, 1959 (the Investment Law), with respect to two of its investment programs through 2011. In January 2011, new legislation amending the Investment Law was enacted. Under the new legislation, a uniform rate of corporate tax will apply to all qualified income of certain industrial companies, as opposed to the previous law’s incentives that are limited to income from a “Benefited Enterprise” during their benefits period. As a result, we now pay a uniform corporate tax rate of 16% with respect to that qualified income. In January 2021, Ormat Systems received an approval from the Israeli Innovation Authority that it owns an "Innovation Promoting Enterprise" and therefore is eligible for a reduced corporate tax rate of 12% on its "Preferred Technological Income" for the tax years 2019 and 2020 (effective tax rate of approximately 13% for 2019 and 2020). This impact will be recorded in the first quarter of 2021. See Note 24 to our consolidated financial statements set forth in Item 8 of this annual report for further information.

 

Ormat SystemsKenya tax assessment for fiscal years 2010-2014audit

The Company was finalized and settled in January 2017. The settlement resulted in no impact to income statement due to release of the related uncertain tax position liability.

As previously reportedaudited by the Company, the Kenya Revenue Authority (“KRA”("KRA") conducted anfor income tax years 2013 to 2017 for which it had received during 2019 and 2020 three separate Notices of Assessments ("NoA") detailing different issues relating to certain findings in respect of the KRA review of such years.

On October 19, 2020, the Company entered into a settlement agreement in relation to the second NoA that was issued by the KRA on December 4, 2019 totaling approximately $190 million of proposed adjustments, including interest and penalties. The settlement agreement extended the audit period for the issues addressed within the assessment, to cover the period from 2013 through 2019 and resulted in a total settlement payment of approximately $28 million, including interest and penalties, related to late payment in respect of 2019 taxable income. Additionally, the settlement included a deferral of tax benefits to be utilized in years subsequent to 2019 in an amount of approximately $28 million. The assessment was paid on October 27, 2020.

On December 21, 2020, the Company’s operations entered into a settlement agreement with the KRA in Kenya for fiscal years 2012 - 2013. In January 2017, KRA concluded its audit for the subject period and issued a demand letterrelation to the Company for additional tax payments offirst and third NoA's that were issued by the KRA on June 28, 2019 and May 12, 2020, respectively, totaling approximately $16.1$9 million, including interest and penalties. KRA’s assessment, among other points, rejectedThe total settlement amount reflected in the Company's income tax deduction of 150% of its investment in geothermal well drilling duringagreement was $1.5 million, which was paid on December 28, 2020. This concluded all open audits and NoAs with the relevant period, on the basis that such work falls under mining activities (and not geothermal activities) which have a different allowable deduction under the Kenya Income Tax Act. The KRA audit and assessment is not final and is subject to objection by the Company. The Company's operations in Kenya utilize a geothermal resource license from the Ministry of Energy and Petroleum. The Company does not conduct and is not involved in any mining activity under applicable Kenyan law. Therefore, the Company believes that its original tax position was and remains correct under Kenyan tax law and regulations, and has submitted a notice of objection to the KRA which it intends to pursue vigorously. If the KRA position prevails and is applied to subsequent periods, the Company's deferred tax asset of $49.4 million recorded in 2015 may be impacted. At present, the Company has recorded a provision based on its assessment of its reasonably expected potential exposure.KRA.

 

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Information responding to Item 7A is included in Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this annual report.

 

 

ITEM 8.  ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 

Index to Consolidated Financial Statements of Ormat Technologies, Inc. and Subsidiaries

 

Report of Independent Registered Public Accounting Firm

107

 

Consolidated Financial Statements as of December 31, 2020 and 2019 and for Each of the Three Years in the Period Ended December 31, 2020:

 

139

Consolidated Financial Statements as of December 31, 2017 and 2016 and for Each of the Three Years in the Period Ended December 31, 2017:

Consolidated Balance Sheets

140110

Consolidated Statements of Operations and Comprehensive Income (Loss)

141

111

Consolidated Statements of Equity

112

Consolidated Statements of Cash Flows

143

113

Notes to Consolidated Financial Statements

144

114

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To theBoard of Directors and Stockholders of Ormat Technologies, Inc.Inc.:

Opinions on the Financial Statements and Internal Control over Financial Reporting

 

We have audited the accompanying consolidatedbalance sheets of Ormat Technologies, Inc. and its subsidiaries (the "Company") as of December 31, 20172020 and 2016,2019, and the related consolidated statements of operations and comprehensive income (loss), of equity and of cash flows foreach of the three years in the period ended December 31, 2017,2020, including the related notes (collectively referred to as the “consolidated financial statements”).We also have audited the Company's internal control over financial reporting as of December 31, 2017,2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

 

In our opinion, the consolidatedfinancial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 20172020 and 2016,2019, and the results of theirits operations and theirits cash flows for each of the three years in the period ended December 31, 20172020 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company did not maintain,maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO because a material weakness in internal control over financial reporting existed as of that date related to ineffective risk assessment over accounting for income taxes.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis. The material weakness referred to above is described in Management's Report on Internal Control over Financial Reporting appearing in Item 9A.  We considered this material weakness in determining the nature, timing, and extent of audit tests applied in our audit of the 2017 consolidated financial statements, and our opinion regarding the effectiveness of the Company’s internal control over financial reporting does not affect our opinion on those consolidated financial statements.COSO.

 

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in management's report referred to above.Management's Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB")(PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidatedfinancial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

 

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

 

Definition and Limitations of Internal Control over Financial Reporting

 

A company’scompany’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Percentage of Completion Estimates in Product Revenue Recognition

As described in Note 18 to the consolidated financial statements, $148 million of the Company's total revenue for the year ended December 31, 2020 was generated from product revenue. As disclosed by management, product revenue is recognized using the percentage of completion method, which requires estimating future costs over the full term of product delivery.  The percentage of completion method is used because management believes that measure best depicts the transfer of control to the customer, which occurs as the Company incurs costs on the contracts. Under the percentage of completion method, the extent of progress towards completion is based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. Revenue is recognized proportionately as costs are incurred.  Such estimates of future costs are made by management based on prior historical contracts that have been completed and specific project characteristics.  Due to the nature of the work performed to deliver the products, management’s estimation of future costs requires significant judgment.

The principal consideration for our determination that performing procedures relating to percentage of completion estimates in product revenue recognition is a critical audit matter is that there was significant judgment by management when developing the estimates of future costs to complete projects. This in turn led to significant auditor judgment and effort in performing procedures to evaluate management's estimates of future costs to complete projects.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the revenue recognition process, including controls over the determination of estimates of future costs to complete projects. These procedures also included, among others, evaluating and testing management’s process for determining the estimates of future costs for a sample of projects. Evaluating the reasonableness of significant assumptions involved evaluating management’s ability to estimate future costs to complete projects by (i) performing a comparison of the originally estimated and actual costs incurred on similar completed projects; (ii) evaluating the timely identification of circumstances that may warrant a modification to estimated costs to complete projects, including changes in job performance, job conditions, and estimated profitability; and (iii) testing management’s process for evaluating the Company’s ability to execute the specific contract characteristics.

Realizability of Deferred Tax Assets

As described in Note 17 to the consolidated financial statements, the Company's deferred tax asset balance as of December 31, 2020 is $119 million. As disclosed by management, significant estimates are required to calculate the consolidated income tax provision and tax balances. Management calculates temporary differences resulting from differing treatments of items for tax and accounting purposes, which can result in the creation of deferred tax assets or liabilities. For those jurisdictions where the realization of net deferred tax assets is not more likely than not, a valuation allowance is recorded. In assessing the need for a valuation allowance, management estimates future taxable income by jurisdiction while also considering the feasibility of ongoing tax planning strategies and the realization of tax credits and net operating loss carryforwards. Significant estimates are required in estimating future taxable income by jurisdiction, leading to significant judgment from management.

The principal consideration for our determination that performing procedures relating to the realizability of deferred tax assets is a critical auditor matter is that there was significant judgment by management in estimating future taxable income by jurisdiction. This in turn led to significant auditor judgment and effort in performing procedures to evaluate management's estimates of future taxable income.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the income tax process, including controls over estimating future taxable income by jurisdiction in order to assess the realizability of deferred tax assets. These procedures also included, among others, testing management’s process for assessing the realizability of deferred tax assets, testing the completeness and accuracy of underlying data used in management’s assessment and evaluating the reasonableness of management’s assumptions related to estimating future taxable income. Evaluating management’s assumptions related to estimating future taxable income involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the Company; (ii) the consistency with external market and industry data; and (iii) the consistency of the assumptions with evidence obtained in other areas of the audit.

 

/s/ Kesselman & Kesselman

Certified Public Accountants (Isr.)

A member firm of PricewaterhouseCoopers LLPInternational Limited

 

San Francisco, California

March 16, 2018Tel Aviv, Israel

February 26, 2021

 

We have served as the Company’sCompany’s auditor since 1988.2018.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

December 31,

  

December 31,

 

 

2017

  

2016

  

2020

  

2019

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 
ASSETSASSETS 

ASSETS

 

Current assets:

             

Cash and cash equivalents

 $47,818  $230,214  $448,252  $71,173 

Restricted cash and cash equivalents (primarily related to VIEs)

  48,825   34,262  88,526  81,937 

Receivables:

             

Trade

  110,410   80,807 

Trade less allowance for credit losses of $597 and $0, respectively (primarily related to VIEs)

 149,170  154,525 

Other

  13,828   17,482  17,987  22,048 

Inventories

  19,551   12,000  35,321  34,949 

Costs and estimated earnings in excess of billings on uncompleted contracts

  40,945   52,198  24,544  38,365 

Prepaid expenses and other

  40,269   45,867   15,354   12,667 

Total current assets

  321,646   472,830  779,154  415,664 

Investment in an unconsolidated company

  34,084    

Investment in unconsolidated companies

 98,217  81,140 

Deposits and other

  21,599   18,553  66,989  38,284 
Deferred income taxes 20,135    119,299  129,510 

Deferred charges

  49,834   43,773 

Property, plant and equipment, net ($1,631,900 and $1,483,224 related to VIEs, respectively)

  1,734,691   1,556,378 

Construction-in-process ($142,717 and $120,853 related to VIEs, respectively)

  293,542   306,709 

Deferred financing and lease costs, net

  4,674   3,923 

Property, plant and equipment, net ($1,978,220 and $1,880,547 related to VIEs, respectively)

 2,099,046  1,971,415 

Construction-in-process ($198,812 and $149,830 related to VIEs, respectively)

 479,315  376,555 

Operating leases right of use ($4,721 and $4,688 related to VIEs, respectively)

 16,347  17,405 

Finance leases right of use ($7,001 and $8,479 related to VIEs, respectively)

 11,633  14,161 

Intangible assets, net

  85,420   52,753  194,421  186,220 

Goodwill

  21,037   6,650   24,566   20,140 

Total assets

 $2,586,662  $2,461,569  $3,888,987  $3,250,494 
LIABILITIES AND EQUITYLIABILITIES AND EQUITY 

LIABILITIES AND EQUITY

 

Current liabilities:

             

Accounts payable and accrued expenses

 $153,796  $91,650  $152,763  $141,857 

Short term revolving credit lines with banks (full recourse)

  51,500     0  40,550 

Commercial paper

 0  50,000 

Billings in excess of costs and estimated earnings on uncompleted contracts

  20,241   31,630  11,179  2,755 

Current portion of long-term debt:

             

Limited and non-recourse (primarily related to VIEs):

             

Senior secured notes

  33,226   32,234  24,949  24,473 

Other loans

  21,495   21,495  35,897  34,458 

Full recourse

  3,087   12,242  17,768  76,572 

Operating lease liabilities

 2,922  2,743 

Finance lease liabilities

  3,169   3,068 

Total current liabilities

  283,345   189,251  248,647  376,476 

Long-term debt, net of current portion:

             

Limited and non-recourse (primarily related to VIEs):

             

Senior secured notes (less deferred financing costs of $8,113 and $9,177, respectively)

  311,668   350,388 

Other loans (less deferred financing costs of $5,258 and $6,409, respectively)

  242,385   261,845 

Senior secured notes (less deferred financing costs of $5,318 and $6,317, respectively)

 315,195  339,336 

Other loans (less deferred financing costs of $8,557 and $10,482, respectively)

 284,928  317,395 

Full recourse:

             

Senior unsecured bonds (less deferred financing costs of $580 and $755, respectively)

  203,752   203,577 

Other loans (less deferred financing costs of $1,011 and $1,346, respectively)

  46,489   57,063 

Investment in an unconsolidated company

     11,081 

Senior unsecured bonds (less deferred financing costs of $2,086 and $675, respectively)

 717,534  286,453 

Other loans (less deferred financing costs of $1,340 and $1,519, respectively)

 59,556  68,747 

Operating lease liabilities

 12,897  14,008 

Finance lease liabilities

 9,104  11,209 

Liability associated with sale of tax benefits

  44,634   54,662  111,476  123,468 

Deferred lease income

  51,520   54,561 

Deferred income taxes

     35,382  87,972  97,126 

Liability for unrecognized tax benefits

  8,890   5,738  1,970  14,643 

Liabilities for severance pay

  21,141   18,600  18,749  18,751 

Asset retirement obligation

  27,110   23,348  63,457  50,183 

Other long-term liabilities

  18,853   21,294   6,235   8,039 

Total liabilities

  1,259,787   1,286,790  $1,937,720  $1,725,834 
         

Commitments and contingencies (Note 22)

        

Commitments and contingencies (Note 21)

       
         

Redeemable noncontrolling interest

  6,416   4,772   9,830   9,250 
         

Equity:

             

The Company's stockholders' equity:

             

Common stock, par value $0.001 per share; 200,000,000 shares authorized; 50,609,051 and 49,667,340 shares issued and outstanding as of December 31, 2017 and December 31, 2016, respectively

  51   50 

Common stock, par value $0.001 per share; 200,000,000 shares authorized; 55,983,259 and 51,031,652 issued and outstanding as of December 31, 2020 and December 31, 2019, respectively

 56  51 

Additional paid-in capital

  888,778   869,463  1,262,446  913,150 

Retained earnings

  351,622   216,644  550,103  487,873 

Accumulated other comprehensive income (loss)

  (4,314)  (7,732)
Total equity attributable to Company's stockholders  1,236,137   1,078,425 

Accumulated other comprehensive loss

  (6,620)  (8,654)

Total stockholders' equity attributable to Company's stockholders

 1,805,985  1,392,420 

Noncontrolling interest

  84,322   91,582   135,452   122,990 

Total equity

  1,320,459   1,170,007   1,941,437   1,515,410 

Total liabilities, redeemable noncontrolling interest and equity

 $2,586,662  $2,461,569  $3,888,987  $3,250,494 

 

The accompanying notes are an integral part of the consolidated financial statements.

 


ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

 

Year Ended December 31,

  

Year Ended December 31,

 

 

2017

  

2016

  

2015

  

2020

  

2019

  

2018

 
 

(Dollars in thousands, except per share data)

  

(Dollars in thousands, except per share data)

 

Revenues:

            

Revenues:

       

Electricity

 $468,329  $436,292  $375,920  $541,393  $540,333  $509,879 

Product

  224,483   226,299   218,724  148,125  191,009  201,743 

Energy storage

  15,824   14,702   7,645 

Total revenues

  692,812   662,591   594,644   705,342   746,044   719,267 

Cost of revenues:

            

Cost of revenues:

       

Electricity

  272,266   261,573   242,612  300,059  312,835  298,255 

Product

  152,094   130,223   133,753  114,948  145,974  140,697 

Energy storage

  14,060   17,912   9,880 

Total cost of revenues

  424,360   391,796   376,365   429,067   476,721   448,832 

Gross profit

  268,452   270,795   218,279  276,275  269,323  270,435 

Operating expenses:

            

Operating expenses:

       

Research and development expenses

  3,157   2,762   1,780  5,395  4,647  4,183 

Selling and marketing expenses

  15,600   16,424   16,077  17,384  15,047  19,802 

General and administrative expenses

  42,881   46,710   34,782  60,226  55,833  47,750 

Impairment charge

 0  0  13,464 

Write-off of unsuccessful exploration activities

  1,796   3,017   1,579  0  0  126 

Business interruption insurance income

  (20,743)  0   0 

Operating income

  205,018   201,882   164,061  214,013  193,796  185,110 

Other income (expense):

            

Other income (expense):

       

Interest income

  988   971   297  1,717  1,515  974 

Interest expense, net

  (54,142)  (67,389)  (72,577) (77,953) (80,384) (70,924)

Derivatives and foreign currency transaction gains (losses)

  2,654   (5,534)  (1,622) 3,802  624  (4,761)

Income attributable to sale of tax benefits

  17,878   16,503   25,431  25,720  20,872  19,003 

Other non-operating expense, net

  (1,666)  (5,345)  (1,991)

Income from continuing operations before income taxes and equity in losses of investees

  170,730   141,088   113,599 

Other non-operating income (expense), net

  1,418   880   7,779 

Income from operations before income tax and equity in earnings (losses) of investees

 168,717  137,303  137,181 

Income tax (provision) benefit

  1,411   (31,837)  15,258  (67,003) (45,613) (34,733)

Equity in earnings (losses) of investees, net

  (1,957)  (7,735)  (5,508)  92   1,853   7,663 

Income from continuing operations

  170,184   101,516   123,349 

Net income

 101,806  93,543  110,111 

Net income attributable to noncontrolling interest

  (14,695)  (7,586)  (3,776)  (16,350)  (5,448)  (12,145)

Net income attributable to the Company's stockholders

 $155,489  $93,930  $119,573  $85,456  $88,095  $97,966 

Comprehensive income:

            

Comprehensive income:

       

Net income

  170,184   101,516   123,349  101,806  93,543  110,111 

Other comprehensive income (loss), net of related taxes:

            

Currency translation adjustments

  3,440   (1,648)   

Change in unrealized gains or losses in respect of the Company's share in derivatives instruments of unconsolidated investment

  804   1,185   1,028 

Loss in respect of derivative instruments designated for cash flow hedge

  84   87   91 

Amortization of unrealized gains in respect of derivative instruments designated for cash flow hedge

  (73)  (96)  (118)

Other comprehensive income (loss), net of related taxes:

       

Change in foreign currency translation adjustments

 3,813  (1,810) (1,831)

Change in unrealized gains or losses in respect of the Company's share in derivatives instruments of unconsolidated investment

 (3,975) (3,417) 2,235 

Change in unrealized gains or losses in respect of a cross currency swap derivative instrument that qualifies as a cash flow hedge

 3,366  0  0 

Other changes in comprehensive income

  274   44   24 

Comprehensive income

  174,439   101,044   124,350  105,284  88,360  110,539 

Comprehensive income attributable to noncontrolling interest

  (15,532)  (7,179)  (3,776)  (17,794)  (5,120)  (11,666)

Comprehensive income attributable to the Company's stockholders

 $158,907  $93,865  $120,574  $87,490  $83,240  $98,873 

Earnings per share attributable to the Company's stockholders:

            

Basic:

            

Net income

 $3.10  $1.90  $2.46 

Diluted:

            

Net income

 $3.06  $1.87  $2.43 

Weighted average number of shares used in computation of earnings per share attributable to the Company's stockholders:

            

Earnings per share attributable to the Company's stockholders:

       

Basic:

 $1.66  $1.73  $1.93 

Diluted:

 $1.65  $1.72  $1.92 

Weighted average number of shares used in computation of earnings per share attributable to the Company's stockholders:

       

Basic

  50,110   49,469   48,562   51,567   50,867   50,643 

Diluted

  50,769   50,140   49,187   51,937   51,227   50,969 

Dividend per share declared

 $0.41  $0.52  $0.26 

 

The accompanying notes are an integral part of the consolidated financial statements.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

  

The Company's Stockholders' Equity

         
              

Retained

  

Accumulated

             
          

Additional

  

Earnings

  

Other

             
  

Common Stock

  

Paid-in

  

(Accumulated

  

Comprehensive

      

Noncontrolling

  

Total

 
  

Shares

  

Amount

  

Capital

  

Deficit)

  

Income

  

Total

  

Interest

  

Equity

 
                                 
  

(Dollars in thousands, except per share data)

 

Balance at December 31, 2014

  45,537  $46  $742,006  $41,539  $(8,668) $774,923  $11,823  $786,746 

Stock-based compensation

        3,955         3,955      3,955 

Exercise of options by employees and directors

  574      6,085         6,085      6,085 

Share exchange with Parent

  2,996   3   26,012         26,015      26,015 

Cash paid to non controlling interest

                    (7,196)  (7,196)

Cash dividend declared, $0.26 per share

           (12,716)     (12,716)     (12,716)

Issuance of shares to noncontrolling interest, net of transaction costs

        71,165         71,165   85,470   156,635 

Net income

           119,573      119,573   3,776   123,349 

Other comprehensive income (loss), net of related taxes:

                                

Loss in respect of derivative instruments designated for cash flow hedge (net of related tax of $56)

              91   91      91 

Change in unrealized gains or losses in respect of the Company's share in derivative instruments of unconsolidated investment (net of related tax of $0)

              1,028   1,028      1,028 

Amortization of unrealized gains in respect of derivative instruments designated for cash flow hedge (net of related tax of $73)

              (118)  (118)     (118)

Balance at December 31, 2015

  49,107  $49  $849,223  $148,396  $(7,667) $990,001  $93,873  $1,083,874 

Stock-based compensation

        5,157         5,157      5,157 

Exercise of options by employees and directors

  560   1   7,249         7,250      7,250 

Cash paid to non controlling interest

                    (57,391)  (57,391)

Cash dividend declared, $0.52 per share

           (25,682)     (25,682)     (25,682)

Increase in noncontrolling interest in Guadeloupe

                    8,240   8,240 
Increase in noncontrolling interest in Opal Geo                    3,697   3,697 

Issuance of shares to noncontrolling interest, net of transaction costs

        7,834         7,834   36,268   44,102 

Net income

           93,930      93,930   7,302   101,232 

Other comprehensive income (loss), net of related taxes:

                                

Currency translation adjustment

              (1,241)  (1,241)  (407)  (1,648)

Loss in respect of derivative instruments designated for cash flow hedge (net of related tax of $54)

              87   87      87 

Change in unrealized gains or losses in respect of the Company's share in derivative instruments of unconsolidated investment (net of related tax of $0)

              1,185   1,185      1,185 

Amortization of unrealized gains in respect of derivative instruments designated for cash flow hedge (net of related tax of $57)

              (96)  (96)     (96)

Balance at December 31, 2016

  49,667  $50  $869,463  $216,644  $(7,732) $1,078,425  $91,582  $1,170,007 

Stock-based compensation

        8,760         8,760      8,760 

Exercise of options by employees and directors

  942   1   16,111         16,112      16,112 

Cash paid to noncontrolling interest

                    (21,313)  (21,313)

Cash dividend declared, $0.41 per share

           (20,511)     (20,511)     (20,511)

Buyout of Class B membership in ORTP

        2,913         2,913   (6,964)  (4,051)

Buyout of Class B membership in OPC

        (8,469)        (8,469)  6,537   (1,932)

Net income

           155,489      155,489   13,643   169,132 

Other comprehensive income (loss), net of related taxes:

                                

Currency translation adjustment

              2,603   2,603   837   3,440 

Loss in respect of derivative instruments designated for cash flow hedge (net of related tax of $51)

              84   84      84 

Change in unrealized gains or losses in respect of the Company's share in derivative instruments of unconsolidated investment (net of related tax of $0)

              804   804      804 

Amortization of unrealized gains in respect flow hedge (net of related tax of $46)

              (73)  (73)     (73)

Balance at December 31, 2017

  50,609  $51  $888,778  $351,622  $(4,314) $1,236,137  $84,322  $1,320,459 

The accompanying notes are an integral part of the consolidated financial statements.statements.

 


ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EQUITY

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

  

Year Ended December 31,

 

 

 

 

2017

  

2016

  

2015

 
             
  

(Dollars in thousands)

 

Cash flows from operating activities:

            

Net income

 $170,184  $101,516  $123,349 

Adjustments to reconcile net income to net cash provided by operating activities:

            

Depreciation and amortization

  115,146   105,977   107,206 

Amortization of premium from senior unsecured bonds

     (513)  (306)

Accretion of asset retirement obligation

  1,874   1,778   1,198 

Stock-based compensation

  8,760   5,157   3,955 

Amortization of deferred lease income

  (2,685)  (2,685)  (2,685)

Income attributable to sale of tax benefits, net of interest expense

  (11,956)  (6,962)  (17,467)

Equity in losses of investees

  1,957   7,735   5,508 

Mark-to-market of derivative instruments

  (1,473)  319   4,129 

Write-off of unsuccessful exploration activities

  1,796   3,017   1,579 

Gain on severance pay fund asset

  (1,746)  (304)  (119)

Deferred income tax provision

  (64,104)  18,473   (39,530)

Liability for unrecognized tax benefits

  3,152   (4,647)  2,874 

Deferred lease revenues

  (356)  (853)  224 

Other

  737      484 

Changes in operating assets and liabilities, net of amounts acquired:

            

Receivables

  (24,040)  (33,280)  (3,806)

Costs and estimated earnings in excess of billings on uncompleted contracts

  11,253   (27,078)  2,673 

Inventories

  (1,070)  6,297   (1,144)

Prepaid expenses and other

  208   (12,540)  (2,579)

Deposits and other

  (2,570)  (1,009)  (648)

Accounts payable and accrued expenses

  51,641   (1,375)  (339)

Due from/to related entities, net

        451 

Billings in excess of costs and estimated earnings on uncompleted contracts

  (11,389)  (2,262)  9,168 

Liabilities for severance pay

  2,541   (786)  (1,076)

Other long-term liabilities

  (2,285)  3,310   (2,561)

Due from/to Parent

        (513)

Net cash provided by operating activities

  245,575   159,285   190,025 

Cash flows from investing activities:

            

Cash acquired in organizational restructuring and share exchange with parent

        15,391 

Net change in restricted cash, cash equivalents and marketable securities

  (14,563)  15,241   43,745 

Capital expenditures

  (259,234)  (151,930)  (152,450)

Investment in unconsolidated companies

  (46,318)  (3,569)   

Buyout of Class B membership in ORTP

  (2,400)      

Buyout of Class B membership in OPC

  (1,932)      

Cash paid for acquisition of controlling interest in a subsidiary, net of cash acquired

  (35,300)  (20,135)   

Cash paid for achievement of production threshold in Guadeloupe

  (8,032)      

Intangible assets acquired

  (868)     (500)

Decrease (increase) in severance pay fund asset, net of payments made to retired employees

  526   1,862   2,843 

Net cash used in investing activities

  (368,121)  (158,531)  (90,971)

Cash flows from financing activities:

            

Proceeds from sale of membership interests to noncontrolling interest, net of transaction costs

     44,102   156,635 

Proceeds from long-term loans, net of transaction costs

     142,500   42,000 

Proceeds from exercise of options by employees

  16,111   7,249   6,085 

Proceeds from issuance of senior unsecured notes, net of transaction costs

     203,483    

Purchase of Senior unsecured notes

     (249,468)   

Proceeds from the sale of limited liability company interest in Opal Geo LLC, net of transaction costs

     59,897    

Purchase of OFC Senior Secured Notes

  (14,270)  (6,815)  (30,638)

Proceeds from revolving credit lines with banks

  1,097,500   309,400   598,800 

Repayment of revolving credit lines with banks

  (1,046,000)  (309,400)  (619,100)

Cash received from noncontrolling interest

  2,017   1,972   1,654 

Repayments of long-term debt

  (66,223)  (62,052)  (71,701)

Cash paid to noncontrolling interest

  (21,313)  (64,065)  (19,068)

Payments of capital leases

  (1,871)  (1,178)   

Deferred debt issuance costs

  (5,290)  (6,402)  (5,316)

Cash dividends paid

  (20,511)  (25,682)  (12,716)

Net cash provided by (used in) financing activities

  (59,850)  43,541   46,635 

Net change in cash and cash equivalents

  (182,396)  44,295   145,689 

Cash and cash equivalents at beginning of period

  230,214   185,919   40,230 

Cash and cash equivalents at end of period

 $47,818  $230,214  $185,919 

Supplemental disclosure of cash flow information:

            

Cash paid during the year for:

            

Interest, net of interest capitalized

 $40,484  $55,366  $55,492 

Income taxes, net

 $21,878  $18,490  $10,419 

Supplemental non-cash investing and financing activities:

            

Increase (decrease) in accounts payable related to purchases of property, plant and equipment

 $4,484  $(2,219) $3,810 

Accrued liabilities related to financing activities

 $  $6,291  $1,665 

Increase (decrease) in asset retirement cost and asset retirement obligation

 $1,888  $714  $516 
  

The Company's Stockholders' Equity

     
              

Retained

  

Accumulated

             
          

Additional

  

Earnings

  

Other

             
  

Common Stock

  

Paid-in

  

(Accumulated

  

Comprehensive

      

Noncontrolling

  

Total

 
  

Shares

  

Amount

  

Capital

  

Deficit)

  

Income (Loss)

  

Total

  

Interest

  

Equity

 
  

(Dollars in thousands, except per share data)

 

Balance at January 1, 2018

  50,609  $51  $888,778  $351,090  $(4,706) $1,235,213  $84,322  $1,319,535 

Stock-based compensation

     0   10,218   0   0   10,218   0   10,218 

Exercise of options by employees and directors

  91   0   0   0   0   0   0   0 

Cash paid to noncontrolling interest

     0   0   0   0   0   (10,972)  (10,972)

Cash dividend declared, $0.53 per share

     0   0   (26,834)  0   (26,834)  0   (26,834)

Increase in noncontrolling interest in Guadeloupe

     0   0   0   0   0   5,339   5,339 

Increase in noncontrolling interest related to the Tungsten transaction

     0   0   0   0   0   996   996 

Tax effect of partnership interest buyout

     0   2,367   0   0   2,367   0   2,367 

Purchase of U.S. Geothermal

     0   0   0   0   0   34,898   34,898 

Net income

     0   0   97,966   0   97,966   11,155   109,121 

Other comprehensive income (loss), net of related taxes:

                                

Foreign currency translation adjustments

     0   0   0   (1,352)  (1,352)  (479)  (1,831)

Change in respect of derivative instruments designated for cash flow hedge (net of related tax of $24)

     0   0   0   81   81   0   81 

Change in unrealized gains or losses in respect of the Company's share in derivative instruments of unconsolidated investment (net of related tax of $0)

     0   0   0   2,235   2,235   0   2,235 

Amortization of unrealized gains in respect of derivative instruments designated for cash flow hedge (net of related tax of $18)

     0   0   0   (57)  (57)  0   (57)

Balance at December 31, 2018

  50,700   51   901,363   422,222   (3,799)  1,319,837   125,259   1,445,096 

Cumulative effect of changes in accounting principles

     0   0   (58)  0   (58)  0   (58)

Adjusted balance as of the beginning of the year

  50,700   51   901,363   422,164   (3,799)  1,319,779   125,259   1,445,038 

Stock-based compensation

     0   9,358   0   0   9,358   0   9,358 

Exercise of options by employees and directors

  332   0   2,429   0   0   2,429   0   2,429 

Cash paid to noncontrolling interest

     0   0   0   0   0   (8,329)  (8,329)

Cash dividend declared, $0.44 per share

     0   0   (22,386)  0   (22,386)  0   (22,386)

Increase in noncontrolling interest in McGinness Hills 3

     0   0   0   0   0   2,072   2,072 

Net income

     0   0   88,095   0   88,095   4,316   92,411 

Other comprehensive income (loss), net of related taxes:

                                

Foreign currency translation adjustments

     0   0   0   (1,482)  (1,482)  (328)  (1,810)

Change in respect of derivative instruments designated for cash flow hedge

     0   0   0   75   75   0   75 

Change in unrealized gains or losses in respect of the Company's share in derivative instruments of unconsolidated investment

     0   0   0   (3,417)  (3,417)  0   (3,417)

Amortization of unrealized gains in respect of derivative instruments designated for cash flow hedge

     0   0   0   (31)  (31)  0   (31)

Balance at December 31, 2019

  51,032   51   913,150   487,873   (8,654)  1,392,420   122,990   1,515,410 

Cumulative effect of changes in accounting principles

     0   0   (755)  0   (755)  0   (755)

Adjusted balance as of the beginning of the year

  51,032   51   913,150   487,118   (8,654)  1,391,665   122,990   1,514,655 

Stock-based compensation

     0   9,830   0   0   9,830   0   9,830 

Exercise of stock-based awards by employees and directors

  178   0   0   0   0   0   0   0 

Common stock issuance

  4,773   5   339,466   0   0   339,471   0   339,471 

Cash paid to noncontrolling interest

     0   0   0   0   0   (6,756)  (6,756)

Cash dividend declared, $0.44 per share

     0   0   (22,471)  0   (22,471)  0   (22,471)

Increase in noncontrolling interest

     0   0   0   0   0   2,754   2,754 

Net income

     0   0   85,456   0   85,456   15,020   100,476 

Other comprehensive income (loss), net of related taxes:

                                

Foreign currency translation adjustments

     0   0   0   2,369   2,369   1,444   3,813 

Change in unrealized gains or losses in respect of the Company's share in derivative instruments of unconsolidated investment (net of related tax of $0)

     0   0   0   (3,975)  (3,975)  0   (3,975)

Change in unrealized gains or losses in respect of a cross currency swap derivative instrument that qualifies as a cash flow hedge (net of related tax of $1,095)

     0   0   0   3,366   3,366   0   3,366 

Other comprehensive income

     0   0   0   274   274   0   274 

Balance at December 31, 2020

  55,983   56   1,262,446   550,103   (6,620)  1,805,985   135,452   1,941,437 

 

The accompanying notes are an integral part of the consolidated financial statements.statements.

 

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS

  

Year Ended December 31,

 
  

2020

  

2019

  

2018

 
  

(Dollars in thousands)

 

Cash flows from operating activities:

            

Net income

 $101,806  $93,543  $110,111 

Adjustments to reconcile net income to net cash provided by operating activities:

            

Depreciation and amortization

  156,612   148,761   132,233 

Accretion of asset retirement obligation

  3,232   2,709   2,474 

Stock-based compensation

  9,830   9,358   10,218 

Amortization of deferred lease income

  0   (2,685)  (2,685)

Income attributable to sale of tax benefits, net of interest expense

  (12,090)  (10,084)  (8,609)

Equity in losses (earnings) of investees, net

  (92)  (1,853)  (7,663)

Mark-to-market of derivative instruments

  (1,192)  (1,402)  2,032 

Write-off of unsuccessful exploration activities

  0   0   126 

Impairment charge

  0   0   13,464 

Loss (gain) on severance pay fund asset

  (893)  (1,016)  1,186 

Deferred income tax provision

  5,102   27,896   19,360 

Liability for unrecognized tax benefits

  (12,673)  2,874   2,879 

Deferred lease revenues

  0   (574)  (402)

Gain from insurance recoveries

  0   0   (4,463)

Other

  338   914   100 

Changes in operating assets and liabilities, net of businesses acquired:

            

Receivables

  3,520   (15,133)  (29,928)

Costs and estimated earnings in excess of billings on uncompleted contracts

  13,821   3,765   (1,185)

Inventories

  178   5,500   (9,318)

Prepaid expenses and other

  (2,687)  3,452   (11,172)

Change in operating lease right of use asset

  3,825   8,167   0 

Deposits and other

  (893)  (22,525)  18 

Accounts payable and accrued expenses

  (5,373)  8,738   (56,724)

Billings in excess of costs and estimated earnings on uncompleted contracts

  8,424   (15,647)  (1,839)

Liabilities for severance pay

  (2)  757   (3,147)

Change in operating lease liabilities

  (3,765)  (8,405)  0 

Other liabilities, net

  (2,023)  (617)  (11,244)

Net cash provided by operating activities

  265,005   236,493   145,822 

Cash flows from investing activities:

            

Capital expenditures

  (320,738)  (279,986)  (258,521)

Cash received from insurance recoveries

  4,700   35,435   10,427 

Investment in unconsolidated companies

  (20,960)  (10,674)  (3,800)

Buyout of Class B membership in OPC

  0   0   2,367 

Cash paid for acquisition of a business, net of cash acquired    

  (43,397)  0   (95,093)

Decrease (increase) in severance pay fund asset, net of payments made to retired employees

  845   687   2,186 

Other investing activities

  (6,419)  0   0 

Net cash used in investing activities

  (385,969)  (254,538)  (342,434)

Cash flows from financing activities:

            

Proceeds from sale of membership interests to noncontrolling interest, net of transaction costs

  0   0   3,174 

Proceeds from long-term loans, net of transaction costs

  419,262   132,847   214,700 

Proceeds from exercise of options by employees

  0   2,429   0 

Proceeds from issuance of common stock, net of stock issuance costs

  339,471   0   0 

Proceeds from the sale of limited liability company interest, net of transaction costs

  0   58,289   32,175 

Repayments of commercial paper and prepayments of long-term debt

  (50,000)  (21,073)  0 

Proceeds from issuance of commercial paper

  0   50,000   0 

Proceeds from revolving credit lines with banks

  1,249,400   1,450,850   4,097,000 

Repayment of revolving credit lines with banks

  (1,289,950)  (1,569,300)  (3,989,500)

Cash received from noncontrolling interest

  7,577   3,346   4,134 

Repayments of long-term debt

  (135,384)  (72,708)  (62,774)

Cash paid to noncontrolling interest

  (9,739)  (9,730)  (13,106)

Payments under finance lease obligations

  (2,890)  (3,164)  (2,551)

Deferred debt issuance costs

  (1,798)  (5,165)  (5,287)

Cash dividends paid

  (22,471)  (22,386)  (26,834)

Net cash provided by (used in) financing activities

  503,478   (5,765)  251,131 

Effect of exchange rate changes

  1,154   (575)  (660)

Net change in cash and cash equivalents and restricted cash and cash equivalents

  383,668   (24,385)  53,859 

Restricted cash and cash equivalents acquired in a business combination

  0   0   26,993 

Cash and cash equivalents and restricted cash and cash equivalents at beginning of period

  153,110   177,495   96,643 

Cash and cash equivalents and restricted cash and cash equivalents at end of period

 $536,778  $153,110  $177,495 

Supplemental disclosure of cash flow information:

            

Cash paid during the year for:

            

Interest, net of interest capitalized

 $60,830  $61,628  $53,864 

Income taxes, net

 $64,795  $1,649  $18,028 

Supplemental non-cash investing and financing activities:

            

Increase (decrease) in accounts payable related to purchases of property, plant and equipment

 $3,148  $9,423  $(6,878)

Right of use assets obtained in exchange for new lease liabilities

 $3,642  $11,626  $8,584 

Increase in asset retirement cost and asset retirement obligation

 $8,963  $8,334  $881 

The accompanying notes are an integral part of the consolidated financial statements.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

 

NOTE 1 — BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

 

Business

 

Ormat Technologies, Inc. (the “Company”)The Company is primarily engaged in the geothermal and recovered energy business including the supply ofand primarily designs, develops, builds, sells, owns and operates clean, environmentally friendly geothermal and recovered energy-based power plants, usually using equipment that is manufactured by the Companyit designs and the design and construction of power plants for projects owned by the Company or for third parties.manufactures. The Company owns and operates geothermal and recovered energy-based power plants in various countries, including the United States, of America (“U.S.”), Kenya, Guatemala, Guadeloupe and Honduras. The Company’sCompany’s equipment manufacturing operations are primarily located in Israel. Additionally, the Company owns and operates independent storage facilities in the United States providing energy storage and related services.

 

Most of the Company’sCompany’s domestic power plant facilities are Qualifying Facilities under the Public Utility Regulatory Policies Act of 1978 (“PURPA”).PURPA. The power purchase agreements (“PPAs”Power Purchase Agreements ("PPAs") for certain of such facilities are dependent upon their maintaining Qualifying Facility status. Management believes that all of the facilities located in the U.S. were in compliance with Qualifying Facility status requirements as of December 31, 2017.

 

Cash dividends

During the years ended December 31, 2017,2016, and 2015, the Company’s Board of Directors (the “Board”) declared, approved, and authorized the payment of cash dividends in the aggregate amount of $20.5 million ($0.41 per share), $25.7 million ($0.52 per share), and $12.7 million ($0.26 per share), respectively. Such dividends were paid in the years declared.

Rounding

 

Dollar amounts, except per share data, in the notes to these financial statements are rounded to the closest $1,000, unless otherwise indicated.indicated.

 

Basis of presentation

 

The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company and of all majority-owned subsidiaries in which the Company exercises control over operating and financial policies, and variable interest entities in which the Company has an interest and is the primary beneficiary. Intercompany accounts and transactions have been eliminated in consolidation.consolidation.

 

Investments in less-than-majority-owned entities or other entities in which the Company exercises significant influence over operating and financial policies are accounted for using the equity method of accounting or consolidated if they are a variable interest entity in which the Company has an interest and is the primary beneficiary. Under the equity method, original investments are recorded at cost and adjusted by the Company’sCompany’s share of undistributed earnings or losses of such companies. The Company’s earnings or losses in investments accounted for under the equity method have been reflected as “equity in earnings (losses) of investees, net” on the Company’s consolidated statements of operations and comprehensive income (loss).

 

Cash and cash equivalents

 

The Company considers all highly liquid instruments, with an original maturity of three months or less, to be cash equivalents.equivalents.

 

Restricted cash, cash equivalents,, and marketable securities

 

Under the terms of certain long-term debt agreements, the Company is required to maintain certain debt service reserves, including principal and interest, cash collateral and operating fund accounts, including for future wells drilling, that have been classified as restricted cash and cash equivalents. Funds that will be used to satisfy obligations due during the next twelve12 months are classified as current restricted cash and cash equivalents, with the remainder classified as non-current restricted cash and cash equivalents. Such amounts were invested primarily in money market accounts and commercial paper with a minimum investment grade of “AA”“A”.

 

144

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Reconciliation of cash and cash equivalents and restricted cash and cash equivalents

The following table provides a reconciliation of cash and cash equivalents and restricted cash and cash equivalents reported on the balance sheet that sum to the total of the same amounts shown on the statement of cash flows:

  

December 31,

 
  

2020

  

2019

  

2018

 
  

(Dollars in thousands)

 

Cash and cash equivalents

 $448,252  $71,173  $98,802 

Restricted cash and cash equivalents

  88,526   81,937   78,693 

Total cash and cash equivalents and restricted cash and cash equivalents

 $536,778  $153,110  $177,495 

Concentration of credit risk

 

Financial instruments which potentially subject the Company to concentration of credit risk consist principally of temporary cash investments and accounts receivable.receivable.

 

The Company places its temporary cash investments with high credit quality financial institutions located in the U.S. and in foreign countries. At December 31, 20172020 and 2016,2019, the Company had deposits totaling $21.2$18.9 million and $72.5$12.9 million, respectively, in seventen U.S.United States financial institutions that were federally insured up to $250,000 per account. At December 31, 20172020 and 2016,2019, the Company’sCompany’s deposits in foreign countries of approximately $32.8$72.4 million and $166.2$84.8 million, respectively, were not insured.

 

At December 31, 20172020 and 2016,2019, accounts receivable related to operations in foreign countries amounted to approximately $78.1$111.3 million and $53.3$118.8 million, respectively. At December 31, 2017,2020 and 2016,2019, accounts receivable from the Company’s major customers (see Note 1918) amounted to approximately 57%65% and 60%58%, respectively, of the Company’s accounts receivable.

 

The Company has historically been able to collect on substantially all of its receivable balances, balances. As of December 31, 2020, the amount overdue from KPLC in Kenya was $48.9 million of which $16.2 million was paid in January andFebruary of 2021. These amounts represent an average of 78 days overdue. The Company believes it will continue to be able to collect all past due amounts due. Accordingly,in Kenya. This belief is supported by the fact that in addition to KPLC's obligations under its power purchase agreement, the Company holds a support letter from the Government of Kenya that covers certain cases of KPLC non-payment (such as where caused by government actions/political events). Additionally, on noApril 17, 2020, the company received from KPLC a notice declaring a force majeure event in Kenya due to the impact of COVID-19 provision for doubtful accounts has been made.that was withdrawn by KPLC in early September 2020. In addition, the Company experienced a higher rate of curtailments in the second quarter of 2020 by KPLC in the Olkaria complex that was later reduced in the third quarter of 2020. The impact of the curtailments is limited as the structure of the PPA secures the vast majority of the Company's revenues with fixed capacity payments unrelated to the electricity actually generated.

 

In Honduras, the Company successfully collected during the year an overdue debt from Empresa Nacional de Energía Eléctrica ("ENEE") of $20.1 million that was related to the period from October 2018 to April 2019. However, due to continuing restrictive measures related to the COVID-19 pandemic in Honduras, the Company may experience delays in collection. As of December 31, 2020, the total amount overdue from ENEE of $2.9 million was collected in January 2021. In addition, on April 30, 2020, the Company also received from ENEE a notice declaring a force majeure event in Honduras due to the impact of COVID-19 that was ultimately withdrawn.

The Company may experience delays in collection in other locations due to the restrictive measures related to the COVID-19 pandemic which were imposed globally to different extents.

Inventories

 

Inventories consist primarily of raw material parts and sub-assemblies for power units and are stated at the lower of cost or net realizable value, using the weighted-average cost method. Inventories are reduced by a provision for slow-moving and obsolete inventories. This provision was not material at December 31, 20172020 and 2016.2019.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Deposits and other

 

Deposits and other consist primarily of performance bonds for construction projects, long-term insurance contract funds and receivables, certain deferred costs and derivative instruments.

Deferred charges

Deferred charges represent prepaid income taxes on intercompany sales. Such amounts are amortized using the straight-line method and included in income tax provision over the life of the related property, plant and equipment. The Company has not elected to adopt Accounting Standards Update 2016-16, Income Taxes on Intercompany Transfers early. For additional information on the new accounting standard related to tax effects associated with intercompany transfers of assets please see "New accounting pronouncements effective in future periods" in Note 1 to our consolidated financial statements set forth in Item 8 of this annual report.

Property, plant and equipment, net

 

Property, plant and equipment are stated at cost. All costs associated with the acquisition, development and construction of power plants operated by the Company are capitalized. Major improvements are capitalized and repairs and maintenance (including major maintenance) costs are expensed. Power plants operated by the Company, which include geothermal wells and exploration and resource development costs, are depreciated using the straight-line method over their estimated useful lives, which range from 15 to 30 years. The other assets are depreciated using the straight-line method over the following estimated useful lives of the assets:

 

Buildings (in years)

25

Leasehold improvements (in years)

 15-20

Machinery and equipment — manufacturing and drilling (in years)

10

Machinery and equipment — computers (in years)

 3-5

Office equipment — furniture and fixtures (in years)

 5-15

Office equipment — other (in years)

 5-10

Automobiles (in years)

 5-7
  

Years

Buildings

  25 

Leasehold improvements

 15-30

Machinery and equipment — manufacturing and drilling

  10 

Machinery and equipment — computers

 3-5

Energy storage equipment

  15 

Office equipment — furniture and fixtures

 5-15

Office equipment — other

 5-10

Vehicles

 5-7

 

The cost and accumulated depreciation of items sold or retired are removed from the accounts. Any resulting gain or loss is recognized currently and is recorded in the accompanying statements of operations.

 

The Company capitalizes interest costs as part of constructing power plant facilities. Such capitalized interest is recorded as part of the asset to which it relates and is amortized over the asset’sasset’s estimated useful life. Capitalized interest costs amounted to $7.2$10.4 million, $3.3$3.3 million, and $4.1$3.7 million for the years ended December 31, 2017,2020, 2016,2019 and 2015,2018, respectively.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Exploration and development costs

 

The Company capitalizes costs incurred in connection with the exploration and development of geothermal resources once it acquires land rights to the potential geothermal resource. Prior to acquiring land rights, the Company makes an initial assessment that an economically feasible geothermal reservoir is probable on that land. The Company determines the economic feasibility of potential geothermal resources internally, with all available data and external assessments vetted through the exploration department and occasionally using outside service providers. Costs associated with the initial assessment are expensed and included in cost of electricity revenues in the consolidated statements of operations and comprehensive income (loss). Such costs were immaterial during the years ended December 31, 2017,2020, 2016,2019 and 2015.2018. It normally takes two to three years from the time active exploration of a particular geothermal resource begins to the time a production well is in operation, assuming the resource is commercially viable. However, in certain sites the process may take longer due to permitting delays, transmission constrainsconstraints or any other commercial milestones that are required to be reached in order to pursue the development process.

 

In most cases, the Company obtains the right to conduct the geothermal development and operations on land owned by the Bureau of Land Management (“BLM”("BLM"), various states or with private parties. In consideration for certain of these leases, the Company may pay an up-front bonus payment which is a component of the competitive lease process. The up-front bonus payments and other related costs, such as legal fees, are capitalized and included in construction-in-process. The annual land lease payments made during the exploration, development and construction phase are expensedaccounted under lease accounting as incurredfurther described under the caption Leases below and includedreflected as expenses in “electricity cost of revenues” in the consolidated statements of operations and comprehensive income (loss). Upon commencement of power generation on the leased land, the Company begins to pay to the lessorslessor’s long-term royalty payments based on the utilization of the geothermal resources as defined in the respective agreements. Such payments are expensed when the related revenues are earned and included in “electricity cost of revenues” in the consolidated statements of operations and comprehensive income (loss).

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Following the acquisition of land rights to the potential geothermal resource, the Company conducts further studies and surveys, including water and soil analyses, among others, and augments its database with the results of these studies. The Company then initiates a suite of geophysical surveys to assess the resource and determine drilling locations. If the results of these activities support the initial assessment of the feasibility of the geothermal resource, the Company then proceeds to exploratory drilling and other related activities which may include drilling of temperature gradient holes, drilling of slim holes, building access roads to drilling locations, drilling full size production and/or injection wells and flow tests. If the slim hole supports a conclusion that the geothermal resource will support a commercially viable power plant, it may be converted to a full-size commercial well, used either for extraction or re-injection orof geothermal fluids, or be used as an observation well to monitor and define the geothermal resource. Costs associated with these activities and other directly attributable costs, including interest once physical exploration activities begin and permitting costs are capitalized and included in “construction-in-process”. If the Company concludes that a geothermal resource will not support commercial operations, capitalized costs are expensed in the period such determination is made.

 

When deciding whether to continue holding lease rights and/or to pursue exploration activity, wethe Company diligently prioritize ourprioritizes prospective investments, taking into account resource and probability assessments in order to make informed decisions about whether a particular project will support commercial operation.operation. As a result, write-off of unsuccessful activities for the year ended December 31, 2017, 2016 and 2015 was $1.8 million, $3.0 million, and $1.6 million. In 2017, the write-offs included exploration costs related to the Company’s exploration activities in Oregon, and in 2016, the write-offs included the exploration costs related to the Company’s exploration activities in Nevada and Chile, after which the Company determined that the applicable sites would no longer support commercial operation.

Grants received from the U.S. Department of Energy (“DOE”) are offset against the related exploration and development costs. Such grants amounted to $0.0 million,$0.3 million, and $0.8 million for the years ended December 31, 2017,2020, 2016,2019 and 2015,2018 was $0.0 million, $0.0 million, and $0.1 million, respectively.

 

All exploration and development costs that are being capitalized including the up-front bonus payments made to secure land leases, will be depreciated over their estimated useful lives when the related geothermal power plant is substantially complete and ready for use. A geothermal power plant is substantially complete and ready for use when electricity generation commences.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Asset retirement obligation

 

The Company records the fair value of a legal liability for an asset retirement obligation in the period in which it is incurred. The Company’sCompany’s legal liabilities include plugging wells and post-closure costs of power producing sites. When a new liability for asset retirement obligations is recorded, the Company capitalizes the costs of the liability by increasing the carrying amount of the related long-lived asset. The liability is accreted to its present value each period, and the capitalized cost is depreciated over the useful life of the related asset. The Company periodically reassesses the assumptions used to estimate the expected cash flows required to settle the asset retirement obligation, including changes in estimated probabilities, amounts, and timing of the settlement of the asset retirement obligation, as well as changes in the legal requirements of an obligation and revises the previously recorded asset retirement obligation accordingly. At retirement, the obligation is settled for its recorded amount at a gain or loss.

 

Deferred financing and lease transaction costs

 

Deferred financing costs are presented as a direct deduction from the carrying value of the associated debt liability or under "Deposits and other" if associated with lines of credit. Such deferred costs are amortized over the term of the related obligation using the effective interest method.method or ratably, as applicable. Amortization of deferred financing costs is presented as interest expense in the consolidated statements of operations and comprehensive income (loss). Accumulated amortization related to deferred financing costs amounted to $31.0 million and $31.1 million at December 31, 2017 and 2016, respectively. Amortization expense for the years ended December 31, 2017,2020, 2016,2019 and 20152018 amounted to $5.7$3.5 million, $6.9$5.4 million, and $8.8$4.6 million, respectively. During the years ended December 31, 2017,2020, 20162019 and 2015,2018, noamounts of $0.6 million, $0.1 million and $0.5 million, respectively, were written-off as a result of the extinguishment of liability.liabilities.

 

Deferred transaction costs relating to the Puna operating lease (see Note 12) in the amount of $4.2 million are amortized using the straight-line method over the 23-year term of the lease. Amortization of deferred transaction costs is presented in cost of revenues in the consolidated statements of operations and comprehensive income (loss). Accumulated amortization related to deferred lease costs amounted to $2.3 million and $2.1 million at December 31, 2017 and 2016, respectively. Amortization expense for each of the years ended December 31, 2017, 2016, and 2015 amounted to $0.2 million.

Goodwill

 

Goodwill represents the excess of the fair value of consideration transferred in the business combination transactions of Guadeloupe and Viridity over the fair value of tangible and intangible assets acquired, net of the fair value of liabilities assumed and the fair value of any noncontrolling interest in the acquisitions. Goodwill is not amortized but rather subject to a periodic impairment testing on an annual basis, which the Company performs on December 31 of each year, or if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount. Additionally, an entity is permitted to first assess qualitative factors to determine whether a quantitative goodwill impairment test is necessary. Further testing is only required if the entity determines, based on the qualitative assessment, that it is more likely than not that a reporting unit’s fair value is less than its carrying amount. Otherwise, no further impairment testing is required. An entity has the option to bypass the qualitative assessment for any reporting unit in any period and proceed directly to step one of the quantitative goodwill impairment test. This would not preclude the entity from performing the qualitative assessment in any subsequent period. The first stepquantitative assessment compares the fair value of the reporting unit to its carrying value, including goodwill. IfUnder ASU 2017-04, Intangibles – Goodwill and Other (Topic 350), which was adopted by the fair value of the reporting unit is less than its carrying amount, theCompany in second2018, step of thean entity should recognize an impairment test must be performed in order to determinecharge for the amount of impairment loss, if any. The second step compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that good will. Ifby which the carrying amount of the reporting unit’s goodwillunit exceeds its implied fair value an impairment charge isas calculated under step one described above. However, the loss recognized in anshould not exceed the total amount equalof goodwill allocated to that excess. The loss recognized cannot exceedreporting unit. For further information relating to goodwill see Note 9 - Intangible Assets and Goodwill to the carrying amountconsolidated financial statements.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Intangible assets

 

Intangible assets consist of allocated acquisition costs of PPAs, which are amortized using the straight-line method over the 1315 to 25-year29-year terms of the agreements (see Note 9) as well as acquisition costcosts allocation related to Viridity’s storagethe Company's Energy Storage segment activities that are amortized over a weighted average amortization period of between approximately 6 and 19 years. Intangible assets are tested for recoverability whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. In case there isare no such eventevents or change in circumstances, there is no need to perform the impairment testing. The recoverability is tested by comparing the net carrying value of the intangible assets to the undiscounted net cash flows to be generated from the use and eventual disposition of that asset.these assets. If the carrying amount of a long-lived asset (or asset group) is not recoverable, the fair value of the asset (asset group) is measured and if the carrying amount exceeds the fair value, an impairment loss is recognized.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Impairment of long-lived assets and long-lived assets to be disposed of

 

The Company evaluates long-lived assets, such as property, plant and equipment and construction-in-process for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Factors which could trigger an impairment include, among others, significant underperformance relative to historical or projected future operating results, significant changes in the Company’sCompany’s use of assets or its overall business strategy, negative industry or economic trends, a determination that an exploration project will not support commercial operations, a determination that a suspended project is not likely to be completed, a significant increase in costs necessary to complete a project, legal factors relating to its business or when it concludes that it is more likely than not that an asset will be disposed of or sold.

 

The Company tests its operating plants that are operated together as a complex for impairment at the complex level because the cash flows of such plants result from significant shared operating activities. For example, the operating power plants in a complex are managed under a combined operation management generally with one central control room that controls all of the power plants in a complex and one maintenance group that services all of the power plants in a complex. As a result, the cash flows from individual plants within a complex are not largely independent of the cash flows of other plants within the complex. The Company tests for impairment of its operating plants which are not operated as a complex as well as its projects under exploration, development or construction that are not part of an existing complex at the plant or project level. To the extent an operating plant becomes part of a complex, the Company will test for impairment at the complex level.

 

Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated future net undiscounted cash flows expected to be generated by the asset. The significant assumptions that the Company uses in estimating its undiscounted future cash flows include: (i) projected generating capacity of the complex or power plant and rates to be received under the respective PPA(s) PPAs and expected market rates thereafter and (ii) projected operating expenses of the relevant complex or power plant. Estimates of future cash flows used to test recoverability of a long-lived asset under development also include cash flows associated with all future expenditures necessary to develop the asset.

 

If the assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds their fair value. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. Management believes that no0 impairment exists for long-lived assets; however, estimates as to the recoverability of such assets may change based on revised circumstances. If actual cash flows differ significantly from the Company’sCompany’s current estimates, a material impairment charge may be required in the future.

 

Derivative instruments

 

Derivative instruments (including certain derivative instruments embedded in other contracts) are measured at their fair value and recorded as either assets or liabilities unless exempted from derivative treatment as a normal purchase and sale. All changesChanges in the fair value of derivatives not designated as hedging instruments are recognized in earnings. Changes in the fair value of derivatives designated as cash flow hedging instruments are initially recorded in "Other comprehensive income (loss)" and a corresponding amount is reclassified out of "Accumulated other comprehensive income (loss)" to earnings unless specificto offset the remeasurement of the underlying hedge criteria are met,transaction which requires a company to formally document, designatealso impacts the same line item in the consolidated statements of operations and assess the effectiveness of transactions that receive hedge accounting.comprehensive income.

 

The Company maintains a risk management strategy that incorporatesmay incorporate the use of swap contracts, and put options, on oil and natural gas prices, forward exchange contracts, interest rate swaps, and interest rate capscross-currency swaps to minimize significant fluctuation in cash flows and/or earnings that are caused by oil and natural gas prices, exchange rate or interest rate volatility. Gains or losses on contracts that initially qualify for cash flow hedge accounting, net of related taxes, are included as a component of other comprehensive income or loss and accumulated other comprehensive income or loss are subsequently reclassified into earnings when the hedged forecasted transaction affects earnings. Gains or losses on contracts that are not designated as a cash flow hedge are included currently in earnings.

 

Foreign currency translation

 

The U.S. dollar is the functional currency for all of the Company’sCompany’s consolidated operations and those of its equity affiliates except for the Guadeloupe power plant.plant and the Company's operations in New Zealand. For those entities, all gains and losses from currency translations are included within the line item “Derivatives and foreign currency transaction gains (losses)” within the consolidated statements of operations and comprehensive income (loss). The Euro isand New Zealand Dollar are the functional currencycurrencies of the Guadeloupe power plant and the Company's operations in New Zealand, respectively, and thus gains and lossesthe impact from currency translation adjustments related to Guadeloupein those locations are included as currency translation adjustments in accumulatedAccumulated other comprehensive income in the consolidated statements of equity and in comprehensive income. The accumulated currency translation adjustments amounted to $1.4$(0.9) million and $1.2$1.5 million as of December 31, 2017 2020 and 2016,2019, respectively. 

 

148

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Comprehensive income (loss) reporting

 

Comprehensive income (loss) includes net income or loss plus other comprehensive income (loss), which for the Company consists of changes in unrealized gains or losses in respect of the Company’sCompany’s share in derivatives instruments of an unconsolidated investment, foreign currency translation adjustments and amortization of unrealized gainschanges in respect of derivative instruments designated as a cash flow hedge. ForThe changes in foreign currency translation adjustments during the years ended December 31, 2017,2020, 20162019 and 2015,2018 were immaterial and the changes in the Company’s share in derivative instruments of unconsolidated investment and gains or losses in respect of derivative instruments designated as a cash flow hedge are disclosed under Note 5 – Investment in unconsolidated companies and Note 7 - Fair value of financial instruments, respectively, to the consolidated financial statements.

Power purchase agreements

Substantially all of the Company’s Electricity revenues are recognized pursuant to PPAs in the United States and in various foreign countries, including Kenya, Guatemala, Guadeloupe and Honduras. These PPAs generally provide for the payment of energy payments or both energy and capacity payments through their respective terms which expire in varying periods from 2022 to 2047. Generally, capacity payments are calculated based on the amount of time that the power plants are available to generate electricity. The energy payments are calculated based on the amount of electrical energy delivered at a designated delivery point. The price terms are customary in the industry and include, among others, a fixed price, SRAC (the incremental cost that the power purchaser avoids by not having to generate such electrical energy itself or purchase it from others), and a fixed price with an escalation clause that includes the value for environmental attributes, known as renewable energy credits. Certain of the PPAs provide for bonus payments in the event that the Company reclassifiedis able to exceed certain target levels and potential payments by the Company if it fails to meet minimum target levels. The Company has PPAs that give the power purchaser or its designee a right of $11,000first, refusal or a right of $9,000first offer to acquire the geothermal power plants at fair market value as negotiated between the parties. One of the Company’s subsidiaries in Guatemala sells power at an agreed upon price subject to terms of a “take or pay” PPA.

Pursuant to the terms of certain of the PPAs, the Company may be required to make payments to the relevant power purchaser under certain conditions, such as shortfall in delivery of renewable energy and energy credits, and $27,000, respectively, from other comprehensive income, of which $16,000, $12,000not and $44,000, respectively, were recorded to reduce interest expense and $5,000, $3,000 and $17,000, respectively, were recorded against the income tax provision,meeting certain performance threshold requirements, as defined in the consolidated statementsrelevant PPA. The amount of operationspayment required is dependent upon the level of shortfall in delivery or performance requirements and comprehensive income (loss).is recorded in the period the shortfall occurs. In addition, if the Company does not meet certain minimum performance requirements, the capacity of the power plant may be permanently reduced.

 

Revenues and cost of revenues

Upon adoption of ASU 2014-09, Revenue from Contracts with Customers (Topic 606) on January 1, 2018, revenues from contracts with customers are recognized in connection with the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Specifically, the Company is required to apply each of the following steps: (1) identify the contract(s) with the customer; (2) identify the performance obligations in the contracts; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation.

 

Revenues are primarily related to: (i) sale of electricity from geothermal and recovered energy-based power plants owned and operated by the Company andCompany; (ii) geothermal and recovered energy-based power plant equipment engineering, sale, construction and installation, and operating services.services and (iii) Energy storage services as well as services relating to the engineering, procurement, construction, operation and maintenance of energy storage units.

 

Electricity segment revenues: Revenues related to the sale of electricity from geothermal and recovered energy-based power plants and capacity payments are recorded based upon output delivered and capacity provided at rates specified under relevant contract terms. ForThe Company assesses whether PPAs agreed to,entered into, modified, or acquired in business combinations on or after July 1, 2003, the Company determines whether such PPAs contain a lease element requiring lease accounting. Revenue from such PPAs are accounted for in electricity revenues. The lease element of the PPAs is also assessed in accordance with the revenue arrangements with multiple deliverables guidance, which requires that revenues be allocated to the separate earnings processes based on their relative fair value. PPAs with minimum lease rentals which vary over time are generally recognized on the straight-line basis over the term of the PPAs. PPAs with contingent rentals are recognized when earned. In the electricityElectricity segment, revenues for all but twofive power plants are accounted for under ASC 840 (Leases) as operating leases, and therefore equipment related to geothermal and recovered energy generation power plants as described in Note 8 is considered held for leasing. For power plants in the scope of ASC 606, the Company identified electricity as a separate performance obligation. Performance obligations identified were evaluated and determined to be satisfied over time and qualified for the invoicing practical expedient since the invoiced amounts reasonably represents the value to customers of performance obligations fulfilled to date. The transaction price is determined based on the price per actual mega-watt output or available capacity as agreed to in the respective PPA. Customers are generally billed on a monthly basis and payment is typically due within 30 to 60 days after the issuance of the invoice.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Product segment revenues: Revenues from engineering, operating services, and parts and product sales are recorded upon providing the service or delivery of the products and parts and when collectability is reasonably assured. Revenues from the supply and/or construction of geothermal and recovered energy-based power plant equipment and other equipment to third parties are recognized usingover time since control is transferred continuously to the percentage-of-completion method. RevenueCompany's customers. The majority of the Company's contracts include a single performance obligation which is essentially the promise to transfer the individual goods or services that are not separately identifiable from other promises in the contracts and therefore deemed as not distinct. Performance obligations are satisfied over-time if the customer receives the benefits as we perform work, if the customer controls the asset as it is being constructed, or if the product being produced for the customer has no alternative use and the Company has a contractual right to payment. In the Company's Product segment, revenues are spread over a period of one to two years and are recognized over time based on the percentage relationship thatcost incurred costs bearto date in ratio to total estimated costs.costs which represents the input method that best depicts the transfer of control over the performance obligation to the customer. Costs include direct material, labor, and indirect costs. Selling, marketing, general, and administrative costs are charged to expense as incurred. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined. Changes

In contracts for which the Company determines that control is not transferred continuously to the customer, the Company recognizes revenues at the point in jobtime when the customer obtains control of the asset. Revenues for such contracts are recorded upon delivery and acceptance by the customer. This generally is the case for the sale of spare parts, generators or similar products.

Accounting for product contracts that are satisfied over time includes use of several estimates such as variable consideration related to bonuses and penalties and total estimated cost for completing the contract. The estimated amount of variable consideration will be included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. These estimates are based on historical experience, anticipated performance job conditions,and the Company's best judgment at the time.

The nature of the Company's product contracts give rise to several modifications or change requests by its customers. Substantially all of the modifications are treated as cumulative catch-ups to revenues since the additional goods are not distinct from those already provided. The Company includes the additional revenues related to the modifications in its transaction price when both parties to the contract approved the modification. As a significant change in one or more of these estimates could affect the profitability of the Company's contracts, the Company reviews and updates its contract-related estimates regularly. If at any time the estimate of contract profitability indicates an anticipated loss on the contract, the Company recognizes the total loss in the period in which it is identified.

Energy Storage segment revenues: Battery energy storage systems as a service, demand-response and energy management related services revenues are recorded based on energy management of load curtailment capacity delivered or service provided at rates specified under the relevant contract terms. The Company determined that such revenues are in the scope of ASC 606 and identified energy management services as a separate performance obligation. Performance obligations are satisfied once the Company provides verification to the electric power grid operator or utility of its ability to meet the committed capacity, the power curtailment requirements or the ancillary services and thus entitled to cash proceeds. Such verification may be provided by the Company bi-weekly, monthly or under any other frequency as set by the related program and are typically followed by a payment shortly after. Performance obligations identified were evaluated and determined to be satisfied over time and qualified for the invoicing practical expedient since the amounts included in the verification document reasonably represent the value of performance obligations fulfilled to date. The transaction price is determined based on mechanisms specified in the contract with the customer.

Contract assets related to the Company's Product segment reflect revenues recognized and performance obligations satisfied in advance of customer billing. Contract liabilities related to the Company's Product segment reflect payments received in advance of the satisfaction of performance under the contract. The Company receives payments from customers based on the terms established in the contracts. Total contract assets and contract liabilities as of December 31, 2020 and 2019 are as follows:

  

December 31,

  

December 31,

 
  

2020

  

2019

 
  

(Dollars in thousands)

 

Contract assets (*)

 $24,544  $38,365 

Contract liabilities (*)

 $(11,179) $(2,755)

(*) Contract assets and contract liabilities are presented as "Costs and estimated profitability, includingearnings in excess of billings on uncompleted contracts" and "Billings in excess of costs and estimated earnings on uncompleted contracts", respectively, on the consolidated balance sheets. The contract liabilities balance at the beginning of the year was fully recognized as product revenues during the years ended December 31, 2020 and 2019 as a result of performance obligations satisfied.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents the significant changes in the contract assets and contract liabilities for the years ended December 31, 2020 and 2019:

  

Years Ended December 31,

 
  

2020

  

2019

 
  

Contract

assets

  

Contract

liabilities

  

Contract

assets

  

Contract

liabilities

 
  

(Dollars in thousands)

 

Recognition of contract liabilities as revenue as a result of performance obligations satisfied

 $  $5,336  $  $12,675 

Cash received in advance for which revenues have not yet recognized, net of expenditures made

     (11,177)     (3,323)

Reduction of contract assets as a result of rights to consideration becoming unconditional

  (145,548)     (130,918)   

Contract assets recognized, net of recognized receivables

  129,144      133,448    

Net change in contract assets and contract liabilities

 $(16,404) $(5,841) $2,530  $9,352 

The timing of revenue recognition, billings and cash collections results in accounts receivable, contract assets and contract liabilities on the consolidated balance sheet. In the Company's Products segment, amounts are billed as work progresses in accordance with agreed-upon contractual terms, or upon achievement of contractual milestones. Generally, billing occurs subsequent to the recognition of revenue, resulting in contract assets. However, the Company sometimes receives advances or deposits from its customers before revenue can be recognized, resulting in contract liabilities. These assets and liabilities are reported on the consolidated balance sheet on a contract-by-contract basis at the end of each reporting period. The timing of billing its customers and receiving advance payments vary from contract to contract.  The majority of payments are received no later than the completion of the project and satisfaction of the Company's performance obligation.

On December 31, 2020, the Company had approximately $33.4 million of remaining performance obligations not yet satisfied or partly satisfied related to its Product segment. The Company expects to recognize approximately 100% of this amount as Product revenues during the next 24 months.

The following schedule reconciles revenues accounted under lease accounting, and ASC 606, Revenues from Contracts with Customers, to total consolidated revenues for the years ended December 31, 2020 and 2019:

  

Year Ended December 31,

 
  

2020

  

2019

 
  

(Dollars in thousands)

 

Electricity revenues accounted under lease accounting

 $473,260  $479,059 

Electricity, Product and Energy Storage revenues accounted under ASC 606

  232,082   266,985 

Total consolidated revenues

 $705,342  $746,044 

Disaggregated revenues from contracts with customers for the years ended December 31, 2020 and 2019 are disclosed under Note 18 - Business Segments, to the consolidated financial statements.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Leases

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This standard introduced a number of changes and simplified previous guidance, primarily the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases. The standard retained the distinction between finance leases and operating leases and the classification criteria between the two types remains substantially similar. Also, lessor accounting remained largely unchanged from previous guidance. However, key aspects of the new standard were aligned with the revenue recognition guidance in Topic 606. Additionally, the standard defined a lease as a contract, or part of a contract, that conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Control over the use of the identified asset means that the customer has both (a) the right to obtain substantially all of the economic benefits from the use of the asset and (b) the right to direct the use of the asset. The Company adopted this new standard as of January 1, 2019 using the modified retrospective approach and accordingly recognized a cumulative-effect adjustment to the opening balance of retained earnings, which was an immaterial amount, with no restatement of comparative information.

The Company is a lessee in operating lease transactions primarily consisting of land leases for its exploration and development activities. Additionally, the Company is a lessee in finance lease transactions primarily consisting of fleet vehicles and office rentals. As further described above under Revenues and cost of revenues, the Company acts as a lessor in PPAs that are accounted under ASC 842, Leases.

In accordance with the new standard, for agreements in which the Company is the lessee, the Company applies a unified accounting model by which it recognizes a right-of-use asset ("ROU") and a lease liability at the commencement date of the lease contract for all the leases in which the Company has a right to control identified assets for a specified period of time. The classification of the lease as a finance lease or an operating lease determines the subsequent accounting for the lease arrangement.

Upon the adoption of the new standard the Company, both as a lessee and as a lessor, chose to apply the following permitted practical expedients:

1.Not reassess whether any existing contracts are or contain a lease;

2.

Not reassess the classification of leases that commenced before the effective date (for example, all existing leases that were classified as operating leases in accordance with Topic 840 continued to be classified as operating leases, and all existing leases that were classified as capital leases in accordance with Topic 840 continued to be classified as finance leases);

3.Exclude initial direct costs from measurement of the ROU asset at the date of initial application;

4.

Applying the practical expedient (for a lessor) to not separate non-lease components accounted for under Topic 606 from lease components and, instead, to account for each separate lease component and the non-lease components associated with that lease as a single component. If the non-lease components are the predominant components, the Company will account for the combined component as a single performance obligation entirely in accordance with Topic 606. Otherwise, the combined component will be accounted as an operating lease entirely in accordance with the new standard.

5.

Applying the practical expedient (for a lessee) regarding the recognition and measurement of short-term leases, for leases for a period of up to 12 months from the commencement date. Instead, the Company continued to recognize the lease payments for those leases in profit or loss on a straight-line basis over the lease term.

Since the Company elected to apply the practical expedients above, it applied the new standard to all contracts entered into before January 1, 2019 and identified as leases in accordance with Topic 840.

The new significant accounting policies regarding leases that were applied as from January 1, 2019 following the application of the new standard are as follows:

1.

Determining whether an arrangement contains a lease

On the inception date of the lease, the Company determines whether the arrangement is a lease or contains a lease, while examining if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

2.

The Company as a lessee

a.

Lease classification:

At the commencement date, a lease is a finance lease if it meets any one of the criteria below; otherwise the lease is an operating lease:

The lease transfers ownership of the underlying asset to the lessee by the end of the lease term.

The lease grants the lessee an option to purchase the underlying asset that the lessee is reasonably certain to exercise.

The lease term is for the major part of the remaining economic life of the underlying asset.

The present value of the sum of the lease payments and any residual value guaranteed by the lessee that is not already reflected in the lease payments equals or exceeds substantially all of the fair value of the underlying asset.

The underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of lease term.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

b.

Leased assets and lease liabilities - initial recognition

Upon initial recognition, the Company recognizes a liability at the present value of the lease payments to be made over the lease term, and concurrently recognizes a ROU asset at the same amount of the liability, adjusted for any prepaid or accrued lease payments, plus initial direct costs incurred in respect of the lease. Since the interest rate implicit in the lease is not readily determinable, the incremental borrowing rate of the Company is used. The subsequent measurement depends on whether the lease is classified as a finance lease or an operating lease.

c.

The lease term

The lease term is the non-cancellable period of the lease plus periods covered by an extension or termination option if it is reasonably certain that the Company will exercise the option.

d.

Subsequent measurement of operating leases

After lease commencement, the Company measures the lease liability at the present value of the remaining lease payments using the discount rate determined at lease commencement (as long as the discount rate has not been updated as a result of a reassessment event).

The Company subsequently measures the ROU asset at the present value of the remaining lease payments, adjusted for the remaining balance of any lease incentives received, any cumulative prepaid or accrued rent if the lease payments are uneven throughout the lease term and any unamortized initial direct costs.

Further, the Company will recognize lease expense on a straight-line basis over the lease term.

e.

Subsequent measurement of finance leases

After lease commencement, the Company measures the lease liability by increasing the carrying amount to reflect interest on the lease liability and reducing the carrying amount to reflect the lease payments made during the period. The Company shall determine the interest on the lease liability in each period during the lease term as the amount that produces a constant periodic discount rate on the remaining balance of the liability, taking into consideration the reassessment requirements.

After lease commencement, the Company measures the ROU assets at cost less any accumulated amortization and any accumulated impairment losses, taking into consideration the reassessment requirements. The Company amortizes the ROU asset on a straight-line basis, unless another systematic basis better represents the pattern in which the Company expects to consume the ROU asset’s future economic benefits. The ROU asset is amortized over the shorter of the lease term or the useful life of the ROU asset as follows:

(in years)

Vehicles

5

Building

15

The total periodic expense (the sum of interest and amortization expense) of a finance lease is typically higher in the early periods and lower in the later periods.

f.

Variable lease payments:

Variable lease payments that depend on an index or a rate

On the commencement date, the lease payments may include variability and depend on an index or a rate (such as the Consumer Price Index or a market interest rate). The Company does not remeasure the lease liability for changes in future lease payments arising from contract penalty provisions and final contract settlements, may resultchanges in revisions to costs and revenues andan index or rate unless the lease liability is remeasured for another reason. Therefore, after initial recognition, such variable lease payments are recognized in profit or loss as they are incurred.

Other variable lease payments:

Variable payments that depend on performance or use of the underlying asset are not included in the lease payments. Such variable payments are recognized in profit or loss in the period in which the revisions are determined.event or condition that triggers the payment occurs.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

In specific instances where there is

1.

The Company as a lessor

At lease commencement, the Company as a lack of dependable estimateslessor classifies leases as either finance or inherent risks cause forecast to be doubtful, then the completed-contract method is followed. Revenue is recognized when the contract is substantially complete and when collectability is reasonably assured. Costs thatoperating leases. Finance leases are closely associated with the project are deferredfurther classified as contract costs and recognized similarly to the associated revenues.a sales-type lease or as a direct financing lease.

 

Under an operating lease, the Company recognizes the lease payment as income over the lease term, generally on a straight-line basis or as earned.

2.

Impact of the new standard

a)

The effects of the initial application of the new standard on the Company's consolidated balance sheet as of January 1, 2019 are as follows: 

  

According to
the previous
accounting
policy

  

The change

  

As presented
according to
Topic 842

 
  

(Dollars in thousands)

 

As of January 1, 2019:

            
             

Prepaid expenses and other

 $51,441  $(35,385) $16,056 

Deferred financing and lease costs, net

  3,242   (1,659)  1,583 

Property, plant and equipment, net

  1,959,578   (12,855)  1,946,723 

Operating leases right of use

  0   62,244   62,244 

Finance leases right of use

  0   13,476   13,476 
             

Accounts payable and accrued expenses

  116,362   (2,860)  113,502 

Current maturity of operating lease liabilities

  0   7,532   7,532 

Current maturity of finance lease liabilities

  0   2,841   2,841 
             

Other long-term liabilities

  16,087   (9,970)  6,117 

Long term portion of operating lease liabilities

  0   17,668   17,668 

Long term portion of finance lease liabilities

  0   10,668   10,668 
             

Retained earnings

  422,222   (58)  422,164 

The operating leases right of use is higher than the related lease liabilities as a result of prepayments of leases, including the Puna lease and deferred financing lease costs.

a)

 A weighted-average nominal incremental interest rate of 5% and 5% was used to discount future lease payments in the calculation of the lease liabilities in respect of operating leases and in respect of finance leases, respectively.

Termination fee

Fees to terminate PPAs are recognized in the period incurred as selling and marketing expenses. During 2018, the Company signed a termination agreement with NV Energy, Inc. for the Galena 2 PPA under which it agreed to pay a termination fee of approximately $5 million which was recorded under Selling and marketing expenses in 2018. In 2020 and 2019, 0 termination fees were incurred.

Warranty on products sold

 

The Company generally provides a one-year to two year warranty against defects in workmanship and materials related to the sale of products for electricity generation. The Company considers the warranty to be an assurance type warranty since the warranty provides the customer the assurance that the product complies with agreed-upon specifications. Estimated future warranty obligations are included in operating expenses in the period in which the related revenue is recognized. Such charges are immaterial for the years ended December 31, 2017,2020, 2016,2019 and 20152018..

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Research and development

 

Research and development costs incurred by the Company for the development of existing and new geothermal and recovered energy and remote power plants as well as storage related technologies are expensed as incurred. Grants received from the DOE are offset against the related research and development expenses. There were no such grants for the years ended December 31, 2017, 2016, and 2015.

 

Stock-based compensation

 

The Company accounts for stock-based compensation using the fair value method whereby compensation cost is measured at the grant date, based on the calculated fair value of the award, and is recognized as an expense over the requisite employee service period (generally the vesting period of the grant). PriorThe Company uses the Complex Lattice, Three-based Option Pricing model to 2016, the Company used the Black-Scholes formula to estimatecalculate the fair value of the stock-based compensation. Starting 2016, the Company used the Exercise Multiple-Based Lattice SAR-Pricing Model to value the stock-based compensation awards to reflect accumulated historic data retained of behavioral parameters.awards.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Tax monetization Transactions

 

The Company hadhas three tax monetization transactions, OPC, ORTP and Opal Geo, of which OPCTungsten and ORTP closed duringMcGinness Hills 20173 upon the Company’s partners reaching their target after-tax yield on their investment, as further described inunder Note 13.13 – Tax monetization transactions to the consolidated financial statements. The purpose of these transactions is to form tax partnerships, whereby investors provide cash in exchange for equity interests that provide the holder a right to the majority of tax benefits associated with a renewable energy project. We accountThe Company accounts for a portion of the proceeds from the transaction as debt under ASC 470. Given that a portion of these transactions is structured as a purchase of an equity interest wethe Company also classifyclassifies a portion as noncontrolling interest consistent with guidance in ASC 810. The portion recorded to noncontrolling interest is initially measured as the fair value of the discounted Tax Attributestax attributes and cash distributions which represents the partner's residual economic interest. The residual proceeds are recognized as the initial carrying value of the debt which is classified as a liability associated with the sale of tax benefits. We applyThe Company applies the effective interest rate method to the liability associated with the tax monetization transaction component as described by ASC 835 and CON 7. The tax benefits and cash distributions realized by the partner each period are treated as the debt servicing amounts, with the tax benefit amounts giving rise to income attributable to the sale of tax benefits. The deferred transaction costs have beenare capitalized and amortized using the effective interest method.

 

Income taxes

 

Income taxes are accounted for using the asset and liability approach, which requires the recognition of taxes payable or refundable for the current year and deferred tax assets and liabilities for the future tax consequences of events that have been recognized in the Company’sCompany’s financial statements or tax returns. The measurement of current and deferred tax assets and liabilities are based on provisions of the enacted tax law. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”).  The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to, (1) reducing the U.S. federal corporate tax rate from 35 percent to 21 percent; (2) requiring companies to include in taxable income an amount on certain repatriated earnings of foreign subsidiaries; (3) generally eliminating U.S. federal income taxes on dividends from foreign subsidiaries; (4) requiring a current inclusion in U.S. federal taxable income of certain earnings of controlled foreign corporations; (5) eliminating the corporate alternative minimum tax (AMT) and changing how existing AMT credits can be realized; (6) creating the base erosion anti-abuse tax (BEAT), a new minimum tax; (7) creating a new limitation on deductible interest expense; and (8) changing rules related to uses and limitations of net operating loss carryforwards created in tax years beginning after December 31, 2017. See Note 18 to the consolidated financial statements for further details regarding the Company's income tax provision and the Tax Cuts and Jobs Act. The Company accounts for investment tax credits and production tax credits as a reduction to income taxes in the year in which the credit arises. The measurement of deferred tax assets is reduced, if necessary, by the amount of any tax benefits that, based on available evidence, are  not, more likely than not expected to be realized. A partial valuation allowance has been established to offset the Company’s U.S. deferred tax assets. Tax benefits from uncertain tax positions are recognized only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. Interest and penalties assessed by taxing authorities on an underpayment of income taxes are included as a component of income tax provision in the consolidated statements of operations and comprehensive income.

 

The FASB released guidance Staff Q&A, Topic 740,No.5, that states a company can make an accounting policy election to either recognize deferred taxes related to GILTI or to provide for the GILTI tax expense in the year the tax is incurred as a period cost.  The Company has elected to treat any GILTI inclusions as a period cost. The Company has elected and applied the tax law ordering approach when considering GILTI as part of its valuation allowance.

Earnings (loss) per share

 

Basic earnings (loss) per share attributable to the Company’sCompany’s stockholders (“earnings (loss) per share”) is computed by dividing net income or loss attributable to the Company’s stockholders by the weighted average number of shares of common stock outstanding for the period. The Company does not have any equity instruments that are dilutive, except for stock-based awards.

 

The table below shows the reconciliation of the number of shares used in the computation of basic and diluted earnings per share:share:

 

 

Year Ended December 31,

  

Year Ended December 31,

 
 

2017

  

2016

  

2015

  

2020

 

2019

 

2018

 
 

(In thousands)

  

(In thousands)

 

Weighted average number of shares used in computation of basic earnings per share

  50,110   49,469   48,562  51,567  50,867  50,643 

Add:

                   

Additional shares from the assumed exercise of employee stock options

  659   671   625   370  360  326 
            

Weighted average number of shares used in computation of diluted earnings per share

  50,769   50,140   49,187   51,937  51,227  50,969 

 

The number of stock-based awards that could potentially dilute future earnings per share and were not included in the computation of diluted earnings per share because to do so would have been anti-dilutive was 42,896,102,793,369.7 thousand, 360.5 thousand, and 467,766,176.4 thousand, respectively, for the years ended December 31, 2017,2020, 2016,2019 and 2015.2018.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Use of estimates in preparation of financial statements

 

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of such financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. The most significant estimates with regard to the Company’sCompany’s consolidated financial statements relate to the useful lives of property, plant and equipment, impairment of goodwill and long-lived assets, including intangible assets, and assets to be disposed of, revenue recognition of product sales using the percentage of completion method, asset retirement obligations, and the provision for income taxes.

 

Redeemable noncontrolling interest

Redeemable noncontrolling interest relates to a certain noncontrolling shareholder in a subsidiary having an option to sell its equity interest to the Company. Changes in the carrying amount of the Company's Redeemable noncontrolling interest were as follows:

  

2020

  

2019

 
  

(Dollars in thousands)

 

Redeemable noncontrolling interest as of January 1,

 $9,250  $8,603 

Redeemable noncontrolling interest in results of operation of a consolidated subsidiary

  1,330   1,132 

Cash paid to noncontrolling interest

  (1,779)  (252)

Currency translation adjustments

  1,029   (233)

Redeemable noncontrolling interest as of December 31,

 $9,830  $9,250 

Cash dividends

During the years ended December 31, 2020, 2019 and 2018, the Company’s Board of Directors (the “Board”) declared, approved, and authorized the payment of cash dividends in the aggregate amount of $22.5 million ($0.44 per share), $22.4 million ($0.44 per share), and $26.8 million ($0.53 per share), respectively. Such dividends were paid in the years declared.

Stockholders' equity offering

On November 18, 2020, the Company entered into an underwriting agreement with J.P. Morgan Securities LLC and BofA Securities, Inc., as representatives of the several underwriters listed therein (the “Underwriters”), in connection with a public offering, pursuant to which the Company agreed to issue and sell 4,150,000 shares of common stock, par value $0.001 per share at a public offering price of $74.00 per share. In addition, the Company granted the Underwriters a 30-day option to purchase an additional 622,500 shares of common stock at the public offering price of $74.00 per share which was fully exercised by the Underwriters on November 30, 2020. The total net proceeds from the offering were approximately $339.5 million, after deducting underwriting discounts, commissions and offering expenses.

COVID-19 consideration

In March 2020, the World Health Organization declared the outbreak of the novel coronavirus ("COVID-19") a pandemic. The Company has implemented significant measures in order to meet government requirements and preserve the health and safety of its employees, including by working remotely and adopting separate shifts in its power plants, manufacturing facilities and other locations while at the same time trying to continue operations at close to full capacity in all locations. In addition, the Company focused efforts to adjusting its operations to mitigate the impact of COVID-19 including managing its global supply chain risks and enhancing its liquidity profile. The Company took prompt steps to manage its expenses including responsible cost cutting measures and in addition, in order to support its capital expenditure and growth plans, the Company raised more than $400 million through long term loans as further described under Note 11, Long-term Debt to the consolidated financial statements and common stock issuance of approximately $339.5 million as further described above. As most of the Company's Electricity revenues are generated under long term contracts, the majority of which are under a fixed energy rate, the impact of COVID-19 on Electricity revenues was limited. Nevertheless, the Company received notices declaring a force majeure event in Kenya from KPLC and in Honduras from ENEE, both of which had an immaterial impact and were ultimately removed during the year. In addition, the Company experienced a higher rate of curtailments during the first half of 2020 from KPLC in respect of its Olkaria complex that were reduced in the second half of 2020. In the Product segment, the company experienced delays and significant cost increases in one of the projects which adversely impacted its results of operations in 2020. In addition, the Company experienced a decline in product backlog, which it believes resulted mainly due to the impact of COVID-19 and the unwillingness of potential customers to enter into new commitments at this time. In the Energy Storage segment, revenues are generated primarily from participating in the energy and ancillary services markets and therefore are directly impacted by the prevailing energy prices in those markets.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

While the extent and duration of the economic downturn from the COVID-19 pandemic remains unclear, the Company has considered, among other things, whether the global operational disruptions indicate a change in circumstances that may trigger asset impairments and whether it needs to revisit accounting estimates and projections or its expectations about collectability of receivables. Additionally, the Company has considered the potential impact on its fair value disclosures and on its internal control over financial reporting and while significant uncertainty still exists concerning the magnitude of the impact and duration of the COVID-19 pandemic on the global economy, the Company has determined that there was no triggering event for an impairment with respect to any of its assets nor has there been an adverse change in the probability related to the collectability of its receivables. The Company continues to assess the potential impact of the global economic situation on its consolidated financial statements.

Puna Power Plant

On May 3, 2018, the Kilauea volcano located in close proximity to the Company's Puna 38 MW geothermal power plant in the Puna district of Hawaii's Big Island erupted following a significant increase in seismic activity in the area. Before it stopped flowing, the lava covered the wellheads of three geothermal wells, monitoring wells and the substation of the Puna complex and an adjacent warehouse that stored a drilling rig that was also consumed by the lava. The insurance policy coverage for property and business interruption is provided by a consortium of insurers some of denied the the full amount of our claim asserting that our insurance policy has coverage limitations. During 2020, the Company recognized business insurance income of $28.6 million which was included in cost of revenues up to the amount covering the related costs and the remainder, totaling $20.7 million, was included as a business interruption insurance income under operating expenses in the consolidated statements of operations and comprehensive income. Additionally, during 2020, the Company received $4.7 million in property damage insurance proceeds of which $0.6 was recorded in the statements of operations and comprehensive income under non-operating income. The Company has filed a lawsuit against the insurers that do not accept its claim.

As of February 2021, the Puna power plant that was shut down following the Kilauea volcano eruption in May 2018, has resumed operation and currently is operating at approximately 13 MW. On the field side, the Company connected one new production well to the power plant and the Company continues its field recovery work, which includes drilling new wells and expects a gradual increase in generation to full capacity by the middle of 2021, assuming field recovery is successfully achieved. 

The Company continues to assess the accounting implications of this event on the assets and liabilities on its balance sheet and whether an impairment will be required. As of December 31, 2020, no impairment was required.  

New Accounting Pronouncements

 

New accounting pronouncements effective in the year ended December 31, 20172020

 

Financial Instruments—Credit LossesImprovement to Employee Share-Based Payment Accounting

 

In MarchJune 2016, the Financial Accounting Standards Board (“FASB”("FASB") issued Accounting Standard Update (“ASU”("ASU") 2016-09,13, Improvement to Employee Share-Based Payment Accounting, an update toFinancial Instruments-Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments. This guidance replaces the guidance on stock-based compensation.current incurred loss impairment methodology. Under the new guidance, all excess tax benefitson initial recognition and tax deficiencies will be recognized in the income statement as they occur. This will replace previous guidance, whichat each reporting period, an entity is required tax benefitsto recognize an allowance that exceed compensation cost (windfalls)reflects its current estimate of credit losses expected to be recognized in equity. It also eliminatedincurred over the need to maintain a “windfall pool,”life of the financial instrument based on historical experience, current conditions and removed the requirement to delay recognizing a windfall until it reduces current taxes payable. The new guidance also changed the cash flow presentation of excess tax benefits, classifying them as operating inflows, consistent with other cash flows related to income taxes. Previously, windfalls were classified as financing activities. This guidance affects the dilutive effects in earnings per share, as there will no longer be excess tax benefits recognized in additional paid in capital. Previously those excess tax benefits were included in assumed proceeds from applying the treasury stock method when computing diluted EPS. Under the amended guidance, companies are able to make an accounting policy election to either (1) continue to estimate forfeitures or (2) account for forfeitures as they occur. This updated guidance is effective for annualreasonable and interim periods beginning after December 15, 2016. The Company elected to continue to estimate forfeitures. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.

Interests Held through Related Parties that are under Common Control

supportable forecasts. In October 2016,November 2018, the FASB issued ASU 20162018-17,19, Consolidation (TopicCodification Improvements to Topic 810326,): Interests held through Related Parties Financial Instruments - Credit Losses. ASU 2018-19 clarifies that receivables from operating leases are under Common Control.accounted for using the lease guidance and not as financial instruments. The amendments in this update require that if a decision maker is required to evaluate whether it is the primary beneficiary of a VIE, it will need to consider only its proportionate indirect interest in the VIE held through a common control party. The amendments in this update should be applied retrospectively for each period presented and areguidance became effective for financial statements issued for fiscal years beginning afteron December 15, 2016,January 1, 2020, andincluding interim periods within those fiscal years.that year and requires a modified retrospective transition approach through a cumulative-effect adjustment to retained earnings as of the beginning of the period of adoption. Under the modified retrospective method of adoption, prior year reported results are not restated. The adoptionCompany has performed its analysis of the impact on its financial instruments that are within the scope of this guidance, didprimarily cash and cash equivalents and restricted cash and cash equivalents, receivables (excluding those accounted under lease accounting) and costs and estimated earnings in excess of billings on uncompleted contracts, based on class of financing receivables which share the same or similar risk characteristics such as customer type and geographic location, among others. The Company has estimated the expected credit losses for each class of financing receivables by applying the related corporate default rate which corresponds to the credit rating of the specific customer or class of financing receivables. For trade receivables, the Company applied this methodology using aging schedules reflecting how long the receivables have been outstanding. The Company has also considered the existence of credit enhancement arrangements that may mitigate the credit risk of its financial receivables in estimating the applicable corporate default rate. The Company adopted this update effective January 1, 2020 and recorded a cumulative-effect adjustment to its retained earnings as of that date of approximately $0.8 million. While significant uncertainty still exists concerning the magnitude of the impact and duration of the COVID-19 pandemic on the global economy, the Company considered the current and expected future economic and market conditions surrounding the COVID-19 pandemic and determined that the estimate of credit losses was not have a material impact on the Company’s consolidated financial statements.significantly impacted.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Simplifying

The following table describes the Measurement of Inventorychanges in the allowance for expected credit losses for the year ended December 31, 2020 (all related to trade receivables):

  

Year Ended December 31,

 
  

2020

 
  

(Dollars in thousands)

 

Beginning balance of the allowance for expected credit losses

 $755 

Change in the provision for expected credit losses for the period

  (158)

Ending balance of the allowance for expected credit losses

 $597 

Reference Rate Reform

 

In July 2015,March 2020, the FASB issued ASU 20152020-11,04, Simplifying the Measurement of Inventory, TopicReference Rate Reform (Topic 330.848 The update contains no amendments to disclosure requirements, but replaces the concept of ‘lower of cost or market’ with that of ‘lower of cost and net realizable value’). The amendments in this update are effectiveprovide optional guidance for annual reporting periods beginning after December 15, 2016, including interim periods within those reporting periods. The amendments should be applied prospectively with early adoption permitted. The adoptiona limited period of this guidance did not have a material impacttime to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on the Company’s consolidated financial statements.

New accounting pronouncements effective in future periods

Derivatives and Hedging

In August 2017, the FASB issued ASU 2017-12,Targeted Improvements to Accounting for Hedging Activities. The amendments in this Update better align an entity’s risk management activities and financial reporting for hedging relationships through changesas the London Interbank Offered Rate ("LIBOR") reference rate is scheduled to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. To meet that objective, the amendments expand and refine hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. The amendments in this Update are effective for fiscal years beginning afterbe discontinued on December 15, 2018,31, 2021. and interim periods within those fiscal years. Early application is permitted in any interim period after issuance of the Update. The Company is currently evaluating the potential impact, if any, of the adoption of these amendments on its consolidated financial statements.

Intangibles –Goodwill and Other

In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350). The amendments in this Update require the entity to perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider the income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. This Update, eliminated Step 2 from the goodwill impairment test under the current guidance. Step 2 measures a goodwill impairment loss by comparing the implied fair value of reporting unit’s goodwill with the carrying amount of that goodwill. The amendments in this Update should be applied on a prospective basis. An entity is also required to disclose the nature of and the reason for the change in accounting principal upon transition. That disclosure should be provided in the first annual period and the interim period within the first annual period when the entity initially adopts the amendments in this Update. The amendments in this Update are effective for the annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual impairment tests performed on testing dates after January 1, 2017. The Company is currently evaluating the potential impact, if any, of the adoption of these amendments on its consolidated financial statements.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Compensation - Stock Compensation

In May 2017, the FASB issued ASU 2017-09, Compensation—Stock Compensation (Topic 718). The amendments in this Update provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718.The amendments in this update require that an entity should accountprovide optional expedients and exceptions for the effects of a modification unless all of the followingapplying generally accepted accounting principles to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met: (1)met. The fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified; (2) The vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; (3) The classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The current disclosure requirements in Topic 718 apply regardless of whether an entity is required to apply modification accounting under the amendments in this Update.update apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. Modifications of contracts within the scope of Topic 470, Debt, should be accounted for by prospectively adjusting the effective interest rate. The amendments in this Update are effective for all entities as of March 12, 2020 through December 31, 2022. An entity may elect to apply the amendments for annualcontract modifications by Topic or Industry Subtopic as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. Once elected for a Topic or an Industry Subtopic, the amendments in this Update must be applied prospectively for all eligible contract modifications for that Topic or Industry Subtopic. The Company evaluated the impact of the transition from LIBOR, and currently believes that the transition will not have a material impact on its consolidated financial statements.

New accounting pronouncements effective in future periods and interim periods within those

Accounting for Income Taxes

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. ASU 2019- 12 is intended to simplify the accounting for income taxes by removing certain exceptions to the general principles in ASC 740. The standard is effective for annual periods beginning after December 15, 2017. Early adoption is permitted. The amendments in this Update should be applied prospectively to an award modified on or after the adoption date. The Company is currently evaluating the potential impact of the adoption of these amendments on its consolidated financial statements, however, such impact, if any, is not expected to be material.

Business Combinations

In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805). The update clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments in this update primarily provide a screen to determine when a set of assets and activities is not a business and by that reduces the number of transactions that need to be further evaluated. The amendments in this update should be applied prospectively and are effective for financial statements issued for fiscal years beginning after December 15, 2017,2020 and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the potential impact of the adoption of these amendments on its consolidated financial statements, however, such impact, if any, is not expected to be material.

Statement of Cash Flow

In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230) – Restricted Cash. The amendments in this update require that a statement of cash flows explain the changes during the period in total cash, cash equivalents, and the amounts generally described as restricted cash or cash equivalents. Therefore, amounts of restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments in this update should be applied retrospectively for each period presented and are effective for financial statements issued for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years.within. Early adoption is permitted. The Company is currently evaluating the potential impacthas not early adopted ASU 2019-12 as ofDecember 31, 2020 but does not anticipate the adoption of these amendments on its consolidated financial statements, however, such impact, if any, is not expected to be material.

Intra-Entity Transfers of Assets Other than Inventory 

In October 2016, the FASB issued ASU 20162019-16,12 Accounting for Income Taxes: Intra-Entity Asset Transfers of Assets Other than Inventory. The amendments in this update require that the entity would recognize the tax expense from the sale of the asset in the seller’s tax jurisdiction when the transfer occurs, even though the pre-tax effects of that transaction are eliminated in consolidation. Any deferred tax asset that arises in the buyer’s jurisdiction would also be recognized at the time of the transfer. The new guidance does not apply to intra-entity transfers on inventory. The amendments in this update should be applied for each period presented and are effective for financial statements issued for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The modified retrospective approach will be required for transition to the new guidance, with cumulative-effect adjustment recorded in retained earnings as of the beginning of the period of adoption. The Company is currently evaluating the potential impact of the adoption of these amendments on its consolidated financial statements and while the evaluation is in progress, the Company expects to record a net cumulative-effect adjustment to retained earnings by approximately $9.5 million with a corresponding adjustment to deferred charges and deferred income taxes on the consolidated balance sheet of approximately $49.8 million and $59.3 million, respectively.

Statement of Cash Flows: Classification of Certain Cash Receipts and Cash payments (Topic 230)

In August 2016, the FASB ASU 2016-15,Statement of Cash-Flows (Topic 230). This Update addresses eight specific cash flow classification issues with the objective of reducing diversity in practice. One of the issues addressed in this Update is debt prepayment or debt extinguishment costs which under the new guidance should be classified as cash outflows for financing activities. Additionally, the Updated addressed contingent consideration payments made after a business combination. Such cash payments made soon after the acquisition date to settle a contingent consideration liability should be classified as cash outflows for investing activities. Payments made thereafter should be classified as cash outflows for financing activities up to the amount of the original contingent consideration liability. Payments made in excess of the amount of the original contingent consideration liability should be classified as cash outflows for operating activities. The amendments in this Update are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The amendments in this Update should be applied using a retrospective transition method to each period presented. The Company is currently evaluating the potential impact of the adoption of these amendments on its consolidated financial statements, however, such impact, if any, is not expected to be material.

Revenues from Contracts with Customers

In May 2014, the FASB issued ASU 2014-09, Revenues from Contracts with Customers, Topic 606, which was a joint project of the FASB and the International Accounting Standards Board to clarify the principles for recognizing revenue and to develop a common revenue standard for U.S. GAAP and International Financial Reporting Standards. The update provides that an entity should recognize revenue in connection with the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Specifically, an entity is required to apply each of the following steps: (1) identify the contract(s) with the customer; (2) identify the performance obligations in the contracts; (3) determine the transaction price; (4) allocate the transaction price to the performance obligation in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. ASU 2014-09 also prescribes additional financial presentations and disclosures. The amendments in this update are effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. In March 2016, the FASB issued ASU 2016-08, Principal versus Agent Considerations. This update does not change the core principles of the guidance and is intended to clarify the implementation guidance on principal versus agent considerations. When another entity is involved in providing goods or services to a customer, an entity is required to determine if the nature of its promise is to provide the specific good or service itself (that is, the entity is a principal) or to arrange for that good or service to be provided by the other party (that is, the entity is an agent). The guidance includes indicators to assist an entity in determining whether it acts as a principal or agent in a specified transaction. The amendments in this update are effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

To date, we have made substantial progress in our assessment of the impact of adopting this new guidance, and we have taken steps towards implementation. We have utilized internal resources to lead the implementation efforts and supplemented them with external resources. Our approach to implementation has consisted of (1) performing a bottom-up analysis of the impact of the standard on our portfolio of contracts, (2) reviewing our current accounting policies and practices to identify potential differences that would result from applying the requirements of the new standard to our existing revenue contracts, (3) meeting with key stakeholders across the organization to discuss the impact of the standard on our existing contracts, and (4) participating in professional trainings as well as consulting with other accounting professionals to assist with the interpretation of the amended guidance. The Company has substantially completed its preliminary assessment of the potential impact that the implementation of this updated standard will have on its consolidated financial statements and continues to finalize its efforts relative to the adoption of this standard which is effective for the Company at January 1, 2018. While our current evaluation and conclusions are subject to change as our assessment continues to progress, the Company expects material impacts to the content and structure of our financial statements in the form of enhanced disclosures. Additionally, the Company expects the adoption of this standard to have an immateriala material impact on its Electricity segment revenue recognition policies, as it accounts for the majority of its PPA’s under ASC 840, Leases, as well as an immaterial impact on its Product segment revenue recognition policies. The Company also reviewed the potential impact of the adoption of this standard on its investment in an unconsolidated company and concluded that the impact is expected to amount to approximately $24.1 million at January 1, 2018. This impact is a result of the unconsolidated company’s variable consideration related to the construction of its power plant for which, under the new guidance, is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty resolved. As a result of the expected impact as aforementioned, the Company concluded that it would adopt the new standard using the modified retrospective approach with one-time cumulative adjustment to the opening balance of retained earnings of approximately $24.1 million at January 1, 2018, the date of initial application. As such, the comparative information will not be restated and shall continue to be reported under the accounting standards in effect for those periods.

Leases

 In February 2016, the FASB issued ASU 2016-02, Leases, Topic 842. This update introduces a number of changes and simplifies previous guidance, primarily the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases. The Update retains the distinction between finance leases and operating leases and the classification criteria between the two types remains substantially similar. Also, lessor accounting remains largely unchanged from previous guidance. However, key aspects of the Update were aligned with the revenue recognition guidance in Topic 606. Additionally, the Update defines a lease as a contract, or part of a contract, that conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Control over the use of the identified asset means that the customer has both (a) the right to obtain substantially all of the economic benefits from the use of the asset and (b) the right to direct the use of the asset. This update requires the modified retrospective transition approach, which requires lessees and lessors to recognize and measure leases at the beginning of the earliest period presented. The modified retrospective approach includes a number of optional practical expedients related to identification and classification of leases that commenced before the effective date, initial direct costs for leases that commenced before the effective date and the ability to use hindsight in evaluating lessee options to extend or terminate a lease or to purchase the underlying asset. An entity that elects to apply the practical expedients will, in effect, continue to account for leases that commenced before the effective date in accordance with the previous GAAP unless the lease is modified, except that lessees are required to recognize a right-of-use asset and a lease liability for all operating leases at each reporting date based on the present value of the remaining  minimum rental payments that were tracked and disclosed under previous GAAP.  The amendments in this update are effective for annual reporting periods beginning after December 15, 2018, including interim periods within those reporting periods. Early adoption is permitted. The Company is currently evaluating the potential impact, if any, of the adoption of these amendments on its consolidated financial statements.

 

Recognition and Measurement of Financial Assets and Financial Liabilities

In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities. The update primarily requires that an entity present separately, in other comprehensive income, the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk if the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. The application of this update should be by means of cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. The amendments in this update are effective for financial statements issued for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted as of the beginning of the fiscal year of adoption. The Company is currently evaluating the potential impact, if any, of the adoption of this update on its consolidated financial statements, however, such impact, if any, is not expected to be material.

153

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

 

NOTE 2 —BUSINESS—BUSINESS ACQUISITIONS AND OTHERS

 

ORIXEnergy storage assets portfolio purchase transaction

 

On July 26, 2017, the Company announced that ORIX Corporation (“ORIX”) closed its acquisition of approximately 11 million shares of the Company’s common stock, representing an approximately 22%  ownership stake in the Company, from FIMI ENRG Limited Partnership, FIMI ENRG, L.P., Bronicki Investments, Ltd. and certain senior members of the Company’s management team pursuant to a stock purchase agreement entered into by ORIX and the selling stockholders on May 4, 2017. In connection with the acquisition, on May 4, 2017, the Company entered into certain related agreements with ORIX, including a Governance Agreement, a Commercial Cooperation Agreement and a Registration Rights Agreement, following the unanimous recommendation of a special committee of the Board that was formed to evaluate and negotiate the stockholder arrangements proposed by ORIX, and following approval by the full Board. The closing of the transactions contemplated by the related agreements between ORIX and the Company also occurred on July 26, 2017.

Under the Governance Agreement, ORIX has the right to designate three persons to the Board, which was expanded to nine directors, and also propose a fourth person to be mutually agreed by the Company and ORIX to serve as a new independent director on the Board. In addition, for so long as ORIX is entitled to board representation pursuant to the Governance Agreement, ORIX will be subject to certain customary standstill restrictions, including an effective 25% cap on its voting rights. Pursuant to the Registration Rights Agreement, ORIX also has certain customary registration rights with respect to the shares of the Company’s common stock that it owns.

Under the Commercial Cooperation Agreement, the Company has exclusive rights to develop, own, operate and provide equipment for ORIX geothermal energy projects in all markets outside of Japan. In addition, the Company has certain rights to serve as technical partner and co-invest in ORIX geothermal energy projects in Japan. ORIX will also assist the Company in obtaining project financing for its geothermal energy projects from a variety of leading providers of renewable energy debt financing with which ORIX has relationships in Asia and around the world.

Viridity transaction

On March 15, 2017,20, 2020, the Company completed the acquisition of substantially all100% of the business and assets20MW/80MWh Pomona Energy Storage ("Pomona") facility in California from Alta Gas Power Holdings (U.S.) Inc. for a total consideration of Viridity Energy, Inc.,$43.4 million. The Pomona facility has been in commercial operation since December 2016 under a privately held Philadelphia-based company formerly engaged in the provision of demand response, energy management and10-year energy storage services. At closing, Viridity Energy Solutions Inc. (“Viridity”), a wholly owned subsidiary of theresource agreement with Southern California Edison Company paid initial consideration of $35.3 million. Additional contingent consideration with an estimated fair value of $12.4 million may be payable upon the achievement of certain performance milestones to be measured at the end of fiscal years 2017 and 2020. The first performance milestone measured at the end of 2017 was not achieved and as a result, the Company reversed the related liability in the amount of $0.6 million which was recorded under general and administrative expenses. Additionally, as of December 31, 2017, the contingent consideration amounted to $10.3 million.("SCE").

 

Using proprietary softwareThe Pomona facility is the Company's first battery storage asset in California. The purchase increases the Company's operating portfolio to 73MW/136MWh and solutions, Viridity serves primarily retail energy providers, utilities,adds to its other battery storage assets located in New Jersey, New England and large commercial and industrial customers. Viridity’s offerings enable its customers to optimize and monetize their energy management, demand response and storage facilities potential by interacting on their behalf with regional transmission organizations and independent system operators.Texas.

 

The Company accounted for the transaction in accordance with Accounting Standard Codification ("ASC") 805, Business Combinations and consequently recorded intangiblefollowing the transaction close date, consolidated the results of Pomona in accordance with ASC 810, Consolidation in its consolidated financial statements.

The following table summarizes the purchase price allocation to the fair value of the assets acquired and liabilities assumed (in millions):

Trade and other receivables

 $1.0 

Property, plant and equipment, net

 

20.1

 

Intangible assets (1)

 

20.4

 

Goodwill (2)

  4.1 

Total assets acquired

 $45.6 
     

Liabilities assumed

 $(2.2)
     

Total assets acquired and liabilities assumed, net

 $43.4 

(1) Intangible assets of $34.7$18.0 million primarily relatingare related to Viridity’sa long-term energy storage activitiesresource adequacy agreement with SCE and are depreciated over a weighted-average amortization period of approximately 6.5 years. The remaining $2.4 million is related to certain other contract rights.

(192) Goodwill is primarily related to certain potential future economic benefits arising from assets acquired. Goodwill is allocated to the Energy Storage segment and is deductible for tax purposes.

The amounts of revenues and earnings related to Pomona that are included in the Company's consolidated statements of operations and comprehensive income for the year ended 2020 years,since the acquisition date are $4.8 million and $1.6 million respectively. Unaudited pro forma information is not included as the Company deemed the transaction to not qualify as a significant business combination.

Ijen transaction

On July 2, 2019, the Company agreed to acquire 49% in the Ijen geothermal project company from a subsidiary of Medco Power (“Medco”), which is party to a Power Purchase Agreement and holds a geothermal license to develop the Ijen project in East Java in Indonesia for a total consideration of approximately $0.4 million$2.7 million. As part of working capital and fixed assets and $13.4 million of goodwill. Following the transaction, the Company consolidated Viriditycommitted to make additional funding for the exploration and development of the project, subject to specific conditions and during 2020 and 2019, the Company made additional cash investments of approximately $21.0 million and $7.4 million, respectively. Medco retains 51% ownership in the project company and the Company and Medco are developing the project jointly. The Company accounted for its investment in the Ijen geothermal project company under the equity method prescribed by ASC 323 - Investments - Equity Method and Joint Ventures.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

USG transaction

On April 24, 2018, the Company completed the acquisition of USG. The total cash consideration (exclusive of transaction expenses) was approximately $110 million, comprised of approximately $106 million funded from available cash of Ormat Nevada Inc. (to acquire the outstanding shares of common stock of USG) and approximately $4 million funded from available cash of USG (to cash-settle outstanding in-the-money options for common stock of USG). As a result of the acquisition, USG became an indirect wholly owned subsidiary of Ormat, and Ormat indirectly acquired, among other things, interests held by USG and its subsidiaries in:

•      three operating power plants at Neal Hot Springs, Oregon; San Emidio, Nevada; and Raft River, Idaho with a total net generating capacity of approximately 38 MW; and

•      development assets which include a project at the Geysers, California; a second phase project at San Emidio, Nevada; a greenfield project in Crescent Valley, Nevada; and the El Ceibillo project located near Guatemala City, Guatemala.

As a result of the acquisition, the Company expanded its overall generation capacity and improved the profitability of the purchased assets through cost reduction and synergies. The Company accounted for the transaction in accordance with Accounting Standard Codification ASC 805, Business Combinations and following the transaction, the Company consolidates USG, in accordance with Accounting Standard Codification ASC 810, Consolidation. The acquisition enabled the Company to enter the growing energy storage and demand response markets and expand its market presence. 

 

The following table summarizes the purchase price allocation to the fair value of the assets acquired and liabilities assumed (in millions):

Cash and cash equivalents and restricted cash

 $37.9 

Property, plant and equipment and construction-in-process

  77.3 

Intangible assets (1)

  127.0 

Goodwill (2)

  12.7 

Deferred taxes

  1.7 

Total assets acquired

 $256.6 
     

Other working capital

 $(8.2)

Long-term term debt

  (98.3)

Asset retirement obligation

  (9.0)

Noncontrolling interest

  (34.9)

Total liabilities assumed

 $(150.4)
     

Total assets acquired, and liabilities assumed, net

 $106.2 

(1)

Intangible assets are primarily related to long-term electricity power purchase agreements and depreciated over an average of 19 years.

(2)

Goodwill is primarily related to the expected synergies in operations as a result of the purchase transaction. The goodwill is allocated to the Electricity segment and not deductible for tax purposes.

The fair value of the noncontrolling interest of $34.9 million reflects the 40% minority interests in the Neal Hot Springs project that was evaluated using the income approach. The fair value of the noncontrolling interest was based on the following significant inputs: (i) forecasted cash flows assumed to be generated in correspondence with the remaining life of the related power purchase agreement which is approximately 20 years; (ii) revenues were estimated in accordance with the price and generation capacity of Viriditythe related power purchase agreement; (iii) assumed terminal value based on the realizable value of the project at the end of the power purchase agreement term; and (iv) assumed discount rate of approximately 9%.     

Total Electricity revenues and operating profit related to the three USG power plants of approximately $21.4 million and $2.5 million, respectively, for the period from March 15, 2017 started at the acquisition date to December 31, 20172018 were included in the Company’s consolidated statements of operations and comprehensive income for the year ended December 31, 2017.2018. The following unaudited pro forma summary presents consolidated information of the Company as if the business combination had occurred on the beginning of the earliest year presented:

 

Guadeloupe power plant transaction

In July 2016, the Company closed its acquisition of Geothermie Bouillante SA (“GB”). GB owns and operates the 14.75 MW Bouillante geothermal power plant located in Guadeloupe, a French island territory in the Caribbean.

Pursuant to the terms of an Amended and Restated Investment Agreement (“Investment Agreement”) and Shareholders Agreement with Sageos Holding (“Sageos”), a wholly owned subsidiary of Bureau de Recherches Géologiques et Minières (“BRGM”), the Company together with Caisse des Dépôts et Consignations (“CDC”), a French state-owned financial organization, acquired an approximately 80% interest in GB, allocated 75% to the Company and 25% to CDC.

Pursuant to the agreements, the Company paid approximately $20.6 million to Sageos for its approximately 60% interest in GB and committed to further invest $8.4 million (approximately €7.5 million) in the two years following the acquisition, which will increase its interest to 63.75%. Under the Investment Agreement, the Company may pay Sageos an additional amount of up to $13.4 million (linked to the Euro-U.S. Dollar exchange rate) subject to the achievement of agreed production thresholds and capacity expansion within a defined time period. During fiscal year 2017, the Company paid approximately $8.0 million dollars, net, for achieving certain production thresholds and may pay additional amounts of up to $3.6 million

The Bouillante power plant sells its electricity under a 15-year PPA that was entered into in February 2016 with Électricité de France S.A. (“EDF”), the French electric utility.

The Company accounted for the transaction based on the provision of Accounting Standard Codification 805, Business Combinations, and consequently recorded intangible asset of $33.0 million pertaining to the 15-year PPA with EDF and $7.1 million of goodwill. Additionally, following the transaction, the Company gained control over GB effective July 5, 2016 and consolidated the entity with redeemable noncontrolling interest of $5.0 million and noncontrolling interest of $8.3 million being recorded. The redeemable noncontrolling interest pertains to Sageos right to sell its equity interest in GB to the Company for cash considerations. The noncontrolling interest pertains to CDC and was included under noncontrolling interest in the consolidated statements of equity.

  

Pro forma

for the

 
  

year ended

December 31, 2018

 
  

(Dollars in thousands)

 

Electricity revenues

 $521,175 

Total revenues

  730,563 

Income from continuing operations before income taxes and equity in losses of investees

  134,142 

 

154
130

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

 

NOTE 3 — INVENTORIES

 

Inventories consist of the following:

 

 

December 31,

  

December 31,

 
 

2017

  

2016

  

2020

  

2019

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Raw materials and purchased parts for assembly

 $12,007  $5,429  $14,835  $21,942 

Self-manufactured assembly parts and finished products

  7,544   6,571   20,486   13,007 

Total

 $19,551  $12,000  $35,321  $34,949 

 

 

NOTE 4 — COST AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS

 

Cost and estimated earnings on uncompleted contracts consist of the following:

 

 

December 31,

  

December 31,

 
 

2017

  

2016

  

2020

  

2019

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Costs and estimated earnings incurred on uncompleted contracts

 $550,823  $402,357  $227,591  $196,550 

Less billings to date

  (530,119)  (381,789)  (214,226)  (160,940)

Total

 $20,704  $20,568  $13,365  $35,610 

 

These amounts are included in the consolidated balance sheets under the following captions:

 

 

December 31,

  

December 31,

 
 

2017

  

2016

  

2020

  

2019

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Costs and estimated earnings in excess of billings on uncompleted contracts

 $40,945  $52,198  $24,544  $38,365 

Billings in excess of costs and estimated earnings on uncompleted contracts

  (20,241)  (31,630)  (11,179)  (2,755)

Total

 $20,704  $20,568  $13,365  $35,610 

 

The completion costs of the Company’sCompany’s construction contracts are subject to estimation. Due to uncertainties inherent in the estimation process, it is reasonably possible that estimated contract earnings will be further revised in the near term.

 

155

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

 

NOTE 5InvesmentInvestment in an unconsolidated companycompanies

 

Investment in an unconsolidated companycompanies mainly consistconsists of the following:

 

  

December 31,

  

2017

 

2016

  

(Dollars in thousands)

Sarulla

 

$

34,084

 

$

(11,081)

  

December 31,

 
  

2020

  

2019

 
  

(Dollars in thousands)

 

Sarulla

 $67,451  $70,589 

Ijen

  30,766   10,551 

Total investment in unconsolidated companies

 $98,217  $81,140 

The Sarulla ProjectComplex

 

The Company holds a 12.75% equity interest in a consortium which is inthat developed the process of developing the330 MW Sarulla geothermal power plant project in Indonesia with an expected generating capacity of approximately 330 MW.Tapanuli Utara, North Sumatra, Indonesia. The Sarulla project is locatedcomprised of 3 separately constructed 110 MW units, the most recent of which, NIL2, was completed in Tapanuli Utara, North Sumatra, Indonesia andApril 2018. The Sarulla project is owned and operated by the consortium members under the framework of a JOCjoint operating contract and ESCenergy sales contract that were signedboth executed on April 4, 2013. Under the JOC,joint operating contract, PT Pertamina Geothermal Energy, (“PGE”), the concession holder for the project, has provided the consortium with the right to use the geothermal field, and under the ESC,energy sales contract, PT PLN, the state electric utility, is the off-taker at the Sarulla complex for a period of 30 years. In addition to its

During the years ended December 31, 2020, 2019 and 2018, the Company made additional cash equity holdingsinvestments in the consortium, the Company designed the Sarulla plant and has and will supply its OECs to the power plant, as further described below. 

The project is being constructed in three phasescomplex of approximately 110 MW each, utilizing both steam$0.0 million, $0.0 million and brine extracted from the geothermal field to increase the power plant’s efficiency. The first phase$3.8 million, respectively, for a total of the power plant commenced commercial operation on March 17, 2017 and is performing well, demonstrating its ability to produce geothermal power in excess of its design capacity. The second phase of the power plant commenced commercial operation on October 2, 2017. Construction work on the third phase of the power plant is progressing and on schedule although the gathering piping system may face some delays. The Company has achieved all of its contractual milestones under the Supply Agreement. Drilling for the third phase of the power plant is ongoing and the project has achieved to date, based on preliminary estimates, 100% of the required injection capacity and approximately 85% of the required production capacity.

On May 16, 2014, the consortium closed $1.17 billion in financing for the development of the Sarulla project with a consortium of lenders comprised of JBIC, the Asian Development Bank and six commercial banks and obtained construction and term loans on a limited recourse basis backed by a political risk guarantee from JBIC. Of the $1.17 billion, $0.1 billion (which was drawn down by the Sarulla project company on May 23, 2014) bears a fixed interest rate and $1.07 billion bears interest at a rate linked to LIBOR. The project experienced delays in field development and cost overruns resulting from delays and excess drilling costs. Due to the cost overruns in drilling, the lenders may request that the project sponsors contribute additional equity to the project.$62.0 million since inception.

 

The Sarulla consortium entered into interest rate swap agreements with various international banks, in order to fix the LIBOR interest rate on up to $0.96 billion of the $1.07 billion credit facility at a rate of 3.4565%. The interest rate swap became effective as of June 4, 2014, along with the second draw-down by the project company of $50.0 million.

The Sarulla project companyand accounted for the interest rate swap as a cash flow hedge upon which changes in the fair value of the hedging instrument, relative to the effective portion, will beare recorded in other comprehensive income. AsThe Company’s share of such during the years ended December 31, 2017 and 2016, the project recorded a gain of $6.3 million and $9.3 million, respectively, net of deferred tax, of which the Company's share was $0.8 million and $1.2 million, respectively, which wasgains (losses) recorded in other comprehensive income. income (loss) are as follows:

  

Year Ended
December 31,

 
  

2020

  

2019

 
  

(Dollars in thousands)

 

Change, net of deferred tax, in unrealized gains (losses) in respect of the Company’s share in derivative instruments of unconsolidated investment

 $(3,975) $(3,417)

The related accumulated loss recorded by the Company inunder accumulated other comprehensive income (loss) as of December 31, 20172020 and 2019 was $10.3 million and $6.3 million, respectively.

The Sarulla power plant complex has been experiencing a certain reduction in generation primarily due to well field issues at one of its power plants. To address this issue, the project is expected to implement a remediation plan in 2021. The Company determined that the reduction in generation is $5.not considered "Other than temporary" and therefore 1no million. impairment testing was required.

The Ijen Project

For details on the Ijen project, please see Note 2 to the consolidated financial statements under the heading "Ijen transaction".

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to a supply agreement that was signed in October 2013, the Company is supplying its OECs to the power plant and has added the $255.6 million supply contract to its Product segment backlog. The Company started to recognize revenue from the project during the third quarter of 2014 and will continue to recognize revenue over the course of the next year.

During the year ended December 31, 2017, the Company made an additional cash equity investment contribution to the Sarulla project in the amount of $46.3 million for a total of $58.2 million since inception.

NOTE 6 — VARIABLE INTEREST ENTITIES

 

The Company’sCompany’s overall methodology for evaluating transactions and relationships under the variable interest entity (“VIE”) accounting and disclosure requirements includes the following two steps: (i) determining whether the entity meets the criteria to qualify as a VIE; and (ii) determining whether the Company is the primary beneficiary of the VIE.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

In performing the first step, the significant factors and judgments that the Company considers in making the determination as to whether an entity is a VIE include:include:

 

The design of the entity, including the nature of its risks and the purpose for which the entity was created, to determine the variability that the entity was designed to create and distribute to its interest holders;

The nature of the Company’s involvement with the entity;

The design of the entity, including the nature of its risks and the purpose for which the entity was created, to determine the variability that the entity was designed to create and distribute to its interest holders;

The nature of the Company’s involvement with the entity;

 

Whether control of the entity may be achieved through arrangements that do not involve voting equity;equity;

Whether there is sufficient equity investment at risk to finance the activities of the entity; and

Whether parties other than the equity holders have the obligation to absorb expected losses or the right to receive residual returns.

 

Whether there is sufficient equity investment at risk to finance the activities of the entity; and

 

Whether parties other than the equity holders have the obligation to absorb expected losses or the right to receive residual returns.

If the Company identifies a VIE based on the above considerations, it then performs the second step and evaluates whether it is the primary beneficiary of the VIE by considering the following significant factors and judgments:judgments:

 

Whether the Company has the power to direct the activities of the VIE that most significantly impact the entity’s economic performance; and

Whether the Company has the obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE.

Whether the Company has the power to direct the activities of the VIE that most significantly impact the entity’s economic performance; and

Whether the Company has the obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE.

 

The Company’sCompany’s VIEs include certain of its wholly owned subsidiaries that own one or more power plants with long-term PPAs. In most cases, the PPAs require the utility to purchase substantially all of the plant’s electrical output over a significant portion of its estimated useful life. Most of the VIEs have associated project financing debt that is non-recourse to the general creditors of the Company, is collateralized by substantially all of the assets of the VIE and those of its wholly owned subsidiaries (also VIEs) and is fully and unconditionally guaranteed by such subsidiaries. The Company has concluded that such entities are VIEs primarily because the entities do not have sufficient equity at risk and/or subordinated financial support is provided through the long-term PPAs. The Company has evaluated each of its VIEs to determine the primary beneficiary by considering the party that has the power to direct the most significant activities of the entity. Such activities include, among others, construction of the power plant, operations and maintenance, dispatch of electricity, financing and strategy. Except for power plants that it acquired, the Company is responsible for the construction of its power plants and generally provides operation and maintenance services. Primarily due to its involvement in these and other activities, the Company has concluded that it directs the most significant activities at each of its VIEs and, therefore, is considered the primary beneficiary. The Company performs an ongoing reassessment of the VIEs to determine the primary beneficiary and may be required to deconsolidate certain of its VIEs in the future. The Company has aggregated its consolidated VIEs into the following categories: (i) wholly owned subsidiaries with project debt; and (ii) wholly owned subsidiaries with PPAs.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

The tables below detail the assets and liabilities (excluding intercompany balances which are eliminated in consolidation) for the Company’sCompany’s VIEs, combined by VIE classifications, that were included in the consolidated balance sheets as of December 31, 20172020 and 2016:2019:

 

 

December 31, 2017

  

December 31, 2020

 
 

Project Debt

  

PPAs

  

Project Debt

  

PPAs

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Assets:

             

Restricted cash and cash equivalents

 $48,676  $  $86,581  $0 

Other current assets

  124,322   18,010  133,017  30,917 

Property, plant and equipment, net

  1,252,623   379,277  1,208,165  770,055 

Construction-in-process

  129,832   12,885  27,440  171,372 

Other long-term assets

  63,667   276   156,000   60,143 
        

Total assets

 $1,619,120  $410,448  $1,611,203  $1,032,487 
         

Liabilities:

             

Accounts payable and accrued expenses

 $24,887  $6,863  $21,958  $15,362 

Long-term debt

  658,726     730,177  0 

Other long-term liabilities

  93,682   6,757   143,985   39,486 
        

Total liabilities

 $777,295  $13,620  $896,120  $54,848 

 

158
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ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

  

December 31, 2019

 
  

Project Debt

  

PPAs

 
  

(Dollars in thousands)

 

Assets:

        

Restricted cash and cash equivalents

 $81,522  $20 

Other current assets

  164,386   29,076 

Property, plant and equipment, net

  1,211,656   668,891 

Construction-in-process

  10,188   139,642 

Other long-term assets

  162,995   40,138 

Total assets

 $1,630,747  $877,767 
         

Liabilities:

        

Accounts payable and accrued expenses

 $25,361  $13,201 

Long-term debt

  794,214   0 

Other long-term liabilities

  126,851   32,790 

Total liabilities

 $946,426  $45,991 

  

December 31, 2016

 
  

Project Debt

  

PPAs

 
  

(Dollars in thousands)

 

Assets:

        

Restricted cash, cash equivalents and marketable securities

 $34,262  $ 

Other current assets

  157,351   7,482 

Property, plant and equipment, net

  1,305,254   177,970 

Construction-in-process

  48,128   72,725 

Other long-term assets

  24,802    
         

Total assets

 $1,569,797  $258,177 
         

Liabilities:

        

Accounts payable and accrued expenses

 $10,900  $3,992 

Long-term debt

  668,815    

Other long-term liabilities

  126,879   5,779 
         

Total liabilities

 $806,594  $9,771 

 

NOTE 77— FAIR VALUE OF FINANCIAL INSTRUMENTS

 

The fair value measurement guidance clarifies that fair value is an exit price, representingrepresents the amount that would be received upon selling an asset or paid upon transferring a liability in an orderly transaction between market participants.participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under the fair value measurement guidance are described below:below:

 

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities;

 

Level 2 — Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability;

 

Level 3 — Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

The following table sets forth certain fair value information at December 31, 20172020 and 20162019 for financial assets and liabilities measured at fair value by level within the fair value hierarchy, as well as cost or amortized cost. As required by the fair value measurement guidance, assets and liabilities are classified in their entirety based on the lowest level of inputs that is significant to the fair value measurement.

 

     

December 31, 2017

      

December 31, 2020

 
     

Fair Value

      

Fair Value

 
 

Carrying

Value at

December

31, 2017

  

Total

  

Level 1

  

Level 2

  

Level 3

  

Carrying

Value at

December

31, 2020

 

Total

 

Level 1

 

Level 2

 

Level 3

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Assets:

                               

Current assets:

                               

Cash equivalents (including restricted cash accounts)

 $18,359  $18,359  $18,359  $  $  $28,653  $28,653  $28,653  $0  $0 

Derivatives:

                               

Contingent receivable (1)

  108   108         108  111  111  0  0  111 

Currency forward contracts (2)

  992   992      992     1,554  1,554  0  1,554  0 

Long-term assets:

           

Cross currency swap (3)

  27,829  27,829  0  27,829  0 

Liabilities:

                               

Current liabilities:

                               

Derivatives:

                               

Contingent payables (1)

  (13,904)  (13,904)        (13,904) (549) (549) 0  0  (549)

Warrants (1)

  (3,967)  (3,967)          (3,967)

Cross currency swap (3)

 (2,283) (2,283) 0  (2,283) 0 

Long-term liabilities:

           

Contingent payables (1)

  (2,630) (2,630) 0  0  (2,630)
 $1,588  $1,588  $18,359  $992  $(17,763) $52,685  $52,685  $28,653  $27,100  $(3,068)

 

      

December 31, 2016

 
      

Fair Value

 
  

Carrying

Value at

December

31, 2016

  

Total

  

Level 1

  

Level 2

  

Level 3

 
  

(Dollars in thousands)

 

Assets

                    

Current assets:

                    

Cash equivalents (including restricted cash accounts)

 $14,922  $14,922  $14,922  $  $ 

Derivatives:

                    

Contingent receivable (1)

  1,443   1,443         1,443 

Liabilities:

                    

Current liabilities:

                    

Derivatives:

                    

Contingent payables (1)

  (11,581)  (11,581)        (11,581)

Warrants (1)

  (3,429)  (3,429)        (3,429)

Currency forward contracts (2)

  (481)  (481)     (481)   
  $874  $874  $14,922  $(481) $(13,567)
134

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

      

December 31, 2019

 
      

Fair Value

 
  

Carrying

Value at

December

31, 2019

  

Total

  

Level 1

  

Level 2

  

Level 3

 
  

(Dollars in thousands)

 

Assets

                    

Current assets:

                    

Cash equivalents (including restricted cash accounts)

 $28,316  $28,316  $28,316  $0  $0 

Derivatives:

                    

Contingent receivable (1)

  102   102   0   0   102 

Currency forward contracts (2)

  362   362   0   362   0 

Liabilities:

                    

Current liabilities:

                    

Derivatives:

                    

Contingent payables (1)

  (3,359)  (3,359)  0   0   (3,359)
  $25,421  $25,421  $28,316  $362  $(3,257)

 

(1)These amounts relate to contingent receivables and payables and warrants pertaining to the Viridity acquisition and Guadeloupe power plant purchase transaction, valued primarily based on unobservable inputs and are included within "Prepaid expenses and other", "Accounts Payablepayable and accrued expenses" and "Other long-term liabilities" on December 31, 20172020 and within ”Prepaid expenses and other and “Other long-term liabilities” on December 31, 2016 2019in the consolidated balance sheets with the corresponding gain or loss being recognized within "Derivatives"Derivatives and foreign currency transaction gains (losses)" in the consolidated statement of operations and comprehensive income.

(2)These amounts relate to currency forward contracts valued primarily based on observable inputs, including forward and spot prices for currencies, net of contracted rates and then multiplied by notional amounts, and are included within "Prepaid expenses and"Receivables, other" and "Accounts payable and accrued expenses", as applicable, on December 31, 20172020 and December 31, 2016,2019, in the consolidated balance sheet with the corresponding gain or loss being recognized within "Derivatives"Derivatives and foreign currency transaction gains (losses)" in the consolidated statement of operations and comprehensive income.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(3These amounts relate to cross currency swap contracts valued primarily based on the present value of the Cross Currency Swap future settlement prices for USD and NIS zero yield curves and the applicable exchange rate as of December 31, 2020. These amounts are included within “Deposits and other” and "Accounts payable and accrued expenses" on December 31, 2020 in the consolidated balance sheets. There are 0 cash collateral deposits on December 31, 2020.   

 

The amounts set forth in the tables above include investments in debt instruments and money marketmarket funds (which are included in cash equivalents). Those securities and deposits are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices in an active market.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents the amounts of gain (loss) recognized in the consolidated statements of operations and comprehensive income (loss) on derivative instruments not designated as hedges::

 

Derivatives not designated as hedging

instruments

 

Location of recognized gain

(loss)

 

Amount of recognized gain (loss)

 

 

 

 

 

2017

  

2016

  

2015

 
    

(Dollars in thousands)

 
               

Put options on natural gas price

 

Derivative and foreign currency transaction gains (losses)

  (350)      

Call options on natural gas price

 

Derivative and foreign currency transaction gains (losses)

     (1,340)   

Call and put options on oil price

 

Derivative and foreign currency transaction gains (losses)

     (1,313)   

Swap transactions on natural gas price

 

Electricity revenues

        1,158 

Contingent considerations

 

Derivative and foreign currency transaction gains (losses)

  (129)  (1,527)   

Contingent considerations

 

General and administrative expenses

  2,048       

Currency forward contracts

 

Derivative and foreign currency transaction gains (losses)

  3,699   238   (1,206)
    $5,268  $(3,942) $(48)

Derivatives not designated as

hedging instruments

 

Location of recognized gain (loss)

 

Amount of recognized gain (loss)

 
    

2020

  

2019

  

2018

 
    

(Dollars in thousands)

 

Contingent considerations

 

Derivative and foreign currency transaction gains (losses)

 $0  $0  $170 

Contingent considerations

 

General and administrative expenses

  0   0   10,322 

Currency forward contracts (1)

 

Derivative and foreign currency transaction gains (losses)

  5,175   2,556   (3,081)
    $5,175  $2,556  $7,411 
               

Derivatives designated as cash flow

hedging instruments

              
               

Cross currency swap (2)

 

Derivative and foreign currency transaction gains (losses)

 $21,187  $0  $0 

 

In (January 2017, 1the Company entered into Henry Hub Natural Gas Future contracts under which it has bought a number of) The foregoing forward and put options covering a notional quantity of approximately 4.1 million British Thermal Units (“MMBtu”) with exercise prices of $3 and expiration dates ranging from January 26, 2017 until November 27, 2017 in order to reduce its exposure to fluctuations in natural gas prices under its PPAs with Southern California Edison. The Company paid an aggregate amount of approximately $0.7 million for these put options. The put option contracts have monthly expiration dates at which the options can be called and the transaction would be settled on a net cash basis.

On February 2, 2016, the Company entered into Henry Hub Natural Gas Future contracts under which it has written a number of call options covering a notional quantity of approximately 4.1 MMBtu with exercise prices of $2 and expiration dates ranging from February 24, 2016 until December 27, 2016 in order to reduce its exposure to fluctuations in natural gas prices under its PPAs with Southern California Edison. The Company received an aggregate premium of approximately $1.9 million from these call options. The call option contracts have monthly expiration dates at which the options can be called and the Company would have to settle its liability on a cash basis.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On February 24, 2016, the Company entered into Brent Oil Future contracts under which it has written a number of call options covering a notional quantity of approximately 185,000 barrels (“BBL”) of Brent with exercise prices of $32.80 to $35.50 and expiration dates ranging from March 24, 2016 until December 22, 2016 in order to reduce its exposure to fluctuations in Brent prices under its PPA with HELCO. The Company received an aggregate premium of approximately $1.1 million from these call options. The call option contracts have monthly expiration dates whereby the options can be called and the Company would have to settle its liability on a cash basis. Moreover, during March 2016, the Company rolled 2 existing call options covering a total notional quantity of 31,800 BBL of Brent in order to limit its exposure to $41 to $42.50 instead of $32.80 to $33.50. In addition, the Company entered into short risk reversal transactions (sell call and buy put options) by rolling existing call options covering notional quantities of 16,500 BBL and 17,000 BBL in order to limit its exposure from the outstanding call options originally entered into in February 2016 to a range of $28.50 to $37.50 and $28 to $38.50, respectively.

On March 6, 2014, and on May 14, 2015, the Company entered into NGI swap contracts with a bank covering a notional quantity of approximately 2.2 MMBtu for settlement effective January 1, 2015 until March 31, 2015, and covering a notional quantity of approximately 2.4 MMBtu for settlement effective June 1, 2015 until December 31, 2015, respectively, in order to reduce its exposure to fluctuations in natural gas prices under its PPAs with Southern California Edison to below $4.95 per MMBtu and below $3.00 per MMBtu, respectively. The contracts did not have any up-front costs. Under the terms of these contracts, the Company made, and will make, floating rate payments to the bank and received, and will receive, fixed rate payments from the bank on each settlement date. The swap contracts have monthly settlements whereby the difference between the fixed price and the market price on the first commodity business day on which the relevant commodity reference price is published in the relevant calculation period (January 1, 2015 to March 1, 2015 and June 1, 2015 to December 31, 2015) are settled on a cash basis.

The foregoing future, forward and swap transactions have not been designated as hedge transactions and are marked to market with the corresponding gains or losses recognized within “Derivatives and foreign currency transaction gains (losses)” in the consolidated statements of operations and comprehensive income.

 

(2) The foregoing cross currency swap transactions were designated as a cash flow hedge as further described under note 11 to the consolidated financial statements. The changes in the cross currency swap fair value are initially recorded in "Other comprehensive income (loss)" and a corresponding amount is reclassified out of "Accumulated other comprehensive income (loss)" to "Derivatives and foreign currency transaction gains (losses)" to offset the remeasurement of the underlying hedged transaction which also impacts the same line item in the consolidated statements of operations and comprehensive income.

There were no transfers of assets or liabilities between Level 1, Level 2 and Level 3 during the year ended December 31, 2020.31,2017.

 

The following table presents the effect of derivative instruments designated as cash flow hedges on the consolidated statements of operations and comprehensive income (loss) for the year ended December 31, 2020:

  

Balance in Other comprehensive income (loss) beginning of period

  

Gain or (loss) recognized in Other comprehensive income (loss) (1)

  

Amount reclassified from Other comprehensive income (loss) into earnings

  

Balance in Other comprehensive income (loss) end of period

 
  

(Dollars in thousands)

 

Cash flow hedge:

                

Cross currency swap

 $0  $24,553  $(21,187) $3,366 

(1) The amount of gain or (loss) recognized in Other comprehensive income (loss) is net of tax of $1.1 million.

The estimated net amount of existing gain (loss) that is reported in "Accumulated other comprehensive income (loss)" as of December 31, 2020 that is expected to be reclassified into earnings within the next 12 months is immaterial. The maximum length of time over which the Company is hedging its exposure to the variability in future cash flow is from the transaction commencement date through June 2031.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The fair value of the Company’sCompany’s long-term debt is as follows:approximates its fair value, except for the following:

 

 

Fair Value

  

Carrying Amount

  

Fair Value

 

Carrying Amount

 
 

2017

  

2016

  

2017

  

2016

  

2020

 

2019

 

2020

 

2019

 
 

(Dollars in millions)

  

(Dollars in millions)

  

(Dollars in millions)

 

(Dollars in millions)

 

Olkaria III Loan - DEG

 $  $16.3  $  $15.8 

Olkaria III Loan - OPIC

  234.6   253.4   228.6   246.6 

Olkaria IV Loan - DEG 2

  50.7   50.9   50.0   50.0 

Olkaria III Loan - DFC

 $192.5  $202.1  $174.7  $192.6 

Olkaria III plant 4 Loan - DEG 2

 40.4  43.8  37.5  42.5 

Olkaria III plant 1 Loan - DEG 3

 35.8  38.8  32.8  37.1 

Platanares Loan - DFC

 112.1  115.3  96.3  104.5 

Amatitlan Loan

  32.8   37.3   33.3   36.8  23.5  26.4  22.8  26.3 

Senior Secured Notes:

                         

Ormat Funding Corp. ("OFC")

     17.0      17.0 

OrCal Geothermal Inc. ("OrCal")

  34.2   37.4   32.1   35.2 

OFC 2 LLC ("OFC 2")

  234.6   249.0   232.5   247.2  207.9  210.9  188.2  203.0 

Don A. Campbell 1 ("DAC 1")

  85.5   88.9   88.3   92.4  78.5  78.5  73.1  78.2 

USG Prudential - NV

 31.8  30.6  27.6  28.4 

USG Prudential - ID

 18.3  18.6  18.4  19.6 

USG DOE

 45.1  45.0  38.2  40.8 

Senior Unsecured Bonds

  200.3   200.1   204.3   204.3  585.1  205.7  529.1  204.3 

Senior Unsecured Loan

 222.2  161.3  200.0  150.0 

Plumstriker

 18.1  21.7  18.1  21.6 

Other long-term debt

  7.0   10.4   7.9   11.2  17.4  16.3  17.6  17.4 

 

The fair value of the OFC Senior Secured Notes was determined using observable market prices as these securities are traded. The fair value of all the long-term debt is determined by a valuation model, which is based on a conventional discounted cash flow methodology and utilizes assumptions of current borrowing rates. Therates.The fair value of revolving lines of credit is determined using a comparison of market-based price sources that are reflective of similar credit ratings to those of the Company.

As disclosed above under Note 1 to the consolidated financial statements, the outbreak of the COVID-19 pandemic has resulted in a global economic downturn and market volatility that may have an impact on the estimated fair value of the Company's long-term debt. While interest rates on U.S. Treasury securities have declined and may continue to decline as a result of the COVID-19 pandemic, other components of the Company's borrowing rates have increased and may continue to increase as the global economic situation evolves, all of which have a direct impact on the fair value of the Company's long-term debt.

 

The carrying value of other financial instruments, such as revolving lines of credit, commercial paper and deposits approximates fair value.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

The following table presents the fair value of financial instruments as of December 31, 2020:31,2017:

 

 

Level 1

  

Level 2

  

Level 3

  

Total

  

Level 1

 

Level 2

 

Level 3

 

Total

 
 

(Dollars in millions)

  

(Dollars in millions)

 

Olkaria III - OPIC

 $  $  $234.6  $234.6 

Olkaria IV - DEG 2

        50.7   50.7 

Olkaria III - DFC

 $0  $0  $192.5  $192.5 

Olkaria III plant 4 - DEG 2

 0  0  40.4  40.4 

Olkaria III plant 1 - DEG 3

 0  0  35.8  35.8 

Platanares Loan - DFC

 0  0  112.1  112.1 

Amatitlan Loan

     32.8      32.8  0  23.5  0  23.5 

Senior Secured Notes:

                         

OrCal Senior Secured Notes

        34.2   34.2 

OFC 2 Senior Secured Notes

        234.6   234.6  0  0  207.9  207.9 

DAC 1 Senior Secured Notes

        85.5   85.5  0  0  78.5  78.5 

USG Prudential - NV

 0  0  31.8  31.8 

USG Prudential - ID

 0  0  18.3  18.3 

USG DOE

 0  0  45.1  45.1 

Senior Unsecured Bonds

        200.3   200.3  0  0  585.1  585.1 

Senior Unsecured Loan

 0  0  222.2  222.2 

Plumstriker

 0  18.1  0  18.1 

Other long-term debt

        7.0   7.0  0  0  17.4  17.4 

Revolving lines of credit

     51.5      51.5 

Deposits

  15.6         15.6  14.8  0  0  14.8 

 

163
137

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

The following table presents the fair value of financial instruments as of December 31, 2019:31,2016:

 

 

Level 1

  

Level 2

  

Level 3

  

Total

  

Level 1

 

Level 2

 

Level 3

 

Total

 
 

(Dollars in millions)

  

(Dollars in millions)

 

Olkaria III Loan - DEG

 $  $  $16.3  $16.3 

Olkaria III Loan - OPIC

        253.4   253.4 

Olkaria IV - DEG 2

          50.9   50.9 

Olkaria III Loan - DFC

 $0  $0  $202.1  $202.1 

Olkaria III plant 4 - DEG 2

 0  0  43.8  43.8 

Olkaria III plant 1 - DEG 3

 0  0  38.8  38.8 

Platanares Loan - DFC

 0  0  115.3  115.3 

Amatitlan Loan

     37.3      37.3  0  26.4  0  26.4 

Senior Secured Notes:

                         

OFC Senior Secured Notes

     17.0      17.0 

OrCal Senior Secured Notes

        37.4   37.4 

OFC 2 Senior Secured Notes

        249.0   249.0  0  0  210.9  210.9 

DAC 1 Senior Secured Notes

        88.9   88.9  0  0  78.5  78.5 

USG Prudential - NV

 0  0  30.6  30.6 

USG Prudential - ID

 0  0  18.6  18.6 

USG DOE

 0  0  45.0  45.0 

Senior Unsecured Bonds

        200.1   200.1  0  0  205.7  205.7 

Senior Unsecured Loan

 0  0  161.3  161.3 

Plumstriker

 0  21.7  0  21.7 

Other long-term debt

     3.3   7.1   10.4  0  0  16.3  16.3 

Commercial paper

 0  50.0  0  50.0 

Revolving lines of credit

             0  40.6  0  40.6 

Deposits

  14.4         14.4  12.2  0  0  12.2 

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 8 — PROPERTY, PLANT AND EQUIPMENT AND CONSTRUCTION-IN-PROCESS

 

Property, plant and equipment

 

Property, plant and equipment, net, consist of the following:

 

 

December 31,

  

December 31,

 
 

2017

  

2016

  

2020

  

2019

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Land owned by the Company where the geothermal resource is located

 $32,178  $31,904  $40,157  $38,049 

Leasehold improvements

  3,984   3,848  8,477  7,757 

Machinery and equipment

  182,121   152,821  271,981  230,465 

Land, buildings and office equipment

  31,128   28,634  43,555  39,099 

Automobiles

  12,596   11,161 

Vehicles

 8,960  8,021 

Energy storage equipment

 63,562  32,896 

Geothermal and recovered energy generation power plants, including geothermal wells and exploration and resource development costs:

             

United States of America, net of cash grants and impairment charges

  1,744,728   1,658,195 

United States of America, net of cash grants

 2,296,415  2,128,014 

Foreign countries

  700,498   541,626  732,537  721,824 

Asset retirement cost

  10,563   8,669   28,946   19,824 
  2,717,797   2,436,858  3,494,590  3,225,949 

Less accumulated depreciation

  (983,106)  (880,480)  (1,395,543)  (1,254,534)
       

Property, plant and equipment, net

 $1,734,691  $1,556,378  $2,099,047  $1,971,415 

 

138

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Depreciation expense for the years ended December 31, 2017,2020, 2016,2019 and 20152018 amounted to $98.8$133.5 million, $94.8$126.7 million and $95.2$114.4 million, respectively. Depreciation expense for the years ended December 31, 2017,2020, 20162019, and 20152018 is net of the impact of the cash grant in the amount of $5.5$7.3 million, for each of those years.$7.3 million and $6.4 million, respectively.

 

U.S. Operations

 

The net book value of the property, plant and equipment, including construction-in-process, located in the U.S.United States was approximately $1,447.4$2,081.6 million and $1,376.1$1,841.4 million as of December 31, 20172020 and 2016,2019, respectively. These amounts as of December 31, 20172020 and 20162019 are net of cash grants in the amount of $133.2$155.0 million and $138.7$162.3 million, respectively.

 

Foreign Operations

 

The net book value of property, plant and equipment, including construction-in-process, located outside of the U.S.United States was approximately $580.8$496.8 million and $487.0$506.6 million as of December 31, 20172020 and 2016,2019, respectively.

 

The Company, through its wholly owned subsidiary, OrPower 4, Inc. (“OrPower 4”), owns and operates geothermal power plants in Kenya. The net book value of assets associated with the power plants was $326.1$289.3 million and $315.0$284.5 million as of December 31, 20172020 and 2016,2019, respectively. The Company sells the electricity produced by the power plants to Kenya Power and Lighting Co. Ltd. (“KPLC”) under a 20-year PPA ending between 202033-year PPA. and 2036.

 

The Company, through its wholly owned subsidiary, Orzunil I de Electricidad, Limitada (“Orzunil”)(Orzunil), owns a power plant in Guatemala. On January 22, 2014, Orzunil signed an amendment to the PPA with Instituto Nacional de Electrificacion (“INDE”),INDE, a Guatemalan power company, for its Zunil geothermal power plant in Guatemala. The amendment extends the term of the PPA from 2019 to 2034. The PPA amendment also transfers operation and management responsibilities of the Zunil geothermal field from INDE to the Company for the term of the amended PPA in exchange for a tariff increase. Additionally, INDE exercised its right under the PPA to become a partner in the Zunil power plant with a 3% equity interest. The net book value of the assets related to the power plant was $9.9$10.1 million and $12.2$10.3 million at December 31, 20172020 and 2016,2019, respectively.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

The Company, through its wholly owned subsidiary, Ortitlan, Limitada (“Ortitlan”), owns a power plant in Guatemala. The net book value of the assets related to the power plant was $40.7$42.0 million and $40.3$42.8 million at December 31, 20172020 and 2016,2019, respectively.

 

The Company, through its wholly owned subsidiary, GeoPlatanares, signed a Build, Operate and Transfer (BOT)BOT contract for the Platanares geothermal project in Honduras with ELCOSA, a privately owned Honduran energy company, for 15 years from the commercial operation date.date, which expires in 2047. Platanares sells the electricity produced by the power plants to ENEE, the national utility of Honduras under a 30-year30-year PPA. The net book value of the assets related to the power plant was $140.3$97.2 million and $67.5$96.1 million at December 31, 20172020 and 2016,2019, respectively.

 

The Company, through its subsidiary, GB, owns a power plant in Guadeloupe. The net book value of the assets related to the power plant was $24.9$32.0 million and $20.3$24.5 million at December 31, 20172020 and 2016,2019, respectively. GB sells the electricity produced by the power plants to EDF, the French electric utility, under a 15-year PPA.

15139-year PPA.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Construction-in-process

 

Construction-in-process consists of the following:

 

 

December 31,

  

December 31,

 
 

2017

  

2016

  

2020

 

2019

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Projects under exploration and development:

         

Up-front bonus lease costs

 $17,018  $17,385 

Up-front bonus costs

 $5,347  $17,018 

Exploration and development costs

  46,154   36,359  45,478  66,916 

Interest capitalized

  703   703   703  703 
  63,875   54,447   51,528  84,637 

Projects under construction:

         

Up-front bonus lease costs

  27,473   37,713 

Up-front bonus costs

 39,144  27,473 

Drilling and construction costs

  198,943   202,211  379,117  258,484 

Interest capitalized

  3,251   12,338   9,526  5,961 
  229,667   252,262   427,787  291,918 

Total

 $293,542  $306,709  $479,315  $376,555 

  

Projects under exploration and development

 
  

Up-front Bonus
Costs

  

Exploration and
Development Costs

  

Interest
Capitalized

  

Total

 
  

(Dollars in thousands)

 

Balance at December 31, 2017

 $17,018  $46,154  $703  $63,875 

Cost incurred during the year

  0   7,209   0   7,209 

Write off of unsuccessful exploration costs

  0   (126)  0   (126)

Balance at December 31, 2018

  17,018   53,237   703   70,958 

Cost incurred during the year

  0   17,215   0   17,215 

Transfer of projects under exploration and development to projects under construction

  0   (3,536)  0   (3,536)

Balance at December 31, 2019

  17,018   66,916   703   84,637 

Cost incurred during the year

  0   5,832   0   5,832 

Transfer of projects under exploration and development to projects under construction

  (11,671)  (27,270)  0   (38,941)

Balance at December 31, 2020

 $5,347  $45,478  $703  $51,528 

  

Projects under construction

 
  Up-front Bonus
Costs
  Drilling and
Construction
Costs
  Interest
Capitalized
  Total 
  (Dollars in thousands) 

Balance at December 31, 2017

 $27,473  $198,943  $3,251  $229,667 

Cost incurred during the year

  0   219,610   0   219,610 
Cost write off  0   (1,380)  0   (1,380)

Fair value of projects under construction acquired in a buisness combination

  0   4,668   0   4,668 

Transfer of completed projects to property, plant and equipment

  0   (261,443)  (390)  (261,833)

Balance at December 31, 2018

  27,473   160,398   2,861   190,732 

Cost incurred during the year

  0   264,137   3,100   267,237 

Transfer of projects under exploration and development to projects under construction

  0   3,536   0   3,536 

Insurance recoveries

  0   (35,435)  0   (35,435)

Transfer of completed projects to property, plant and equipment

  0   (134,152)  0   (134,152)

Balance at December 31, 2019

  27,473   258,484   5,961   291,918 

Cost incurred during the year

  0   298,215   3,565   301,780 

Transfer of projects under exploration and development to projects under construction

  11,671   27,270   0   38,941 

Transfer of completed projects to property, plant and equipment

  0   (204,852)  0   (204,852)

Balance at December 31, 2020

 $39,144  $379,117  $9,526  $427,787 

 

166
140

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

  

Projects under Exploration and Development

 
  

Up-front

Bonus Lease

Costs

  

Exploration

and

Development

Costs

  

Interest Capitalized

  

Total

 
  

(Dollars in thousands)

 

Balance at December 31, 2014

 $26,618  $45,977  $836  $73,431 

Cost incurred during the year

  37   10,104   869   11,010 

Write off of unsuccessful exploration costs

  (164)  (1,415)     (1,579)

Transfer of projects under exploration and development to projects under construction

     (18,940)  (1,002)  (19,942)

Balance at December 31, 2015

  26,491   35,726   703   62,920 

Cost incurred during the year

  1,514   25,165      26,679 

Write off of unsuccessful exploration costs

  (380)  (2,637)     (3,017)

Transfer of projects under exploration and development to projects under construction

  (10,240)  (21,895)     (32,135)

Balance at December 31, 2016

  17,385   36,359   703   54,447 

Cost incurred during the year

     11,224      11,224 

Write off of unsuccessful exploration costs

  (367)  (1,429)     (1,796)

Balance at December 31, 2017

 $17,018  $46,154  $703  $63,875 

  

Projects under Construction

 
  

Up-front

Bonus Lease

Costs

  

Drilling and Construction Costs

  

Interest Capitalized

  

Total

 
  

(Dollars in thousands)

 

Balance at December 31, 2014

 $27,473  $187,545  $8,273  $223,291 

Cost incurred during the year

     140,977   3,556   144,533 

Transfer of projects under exploration and development to projects under construction

     18,940   1,002   19,942 

Transfer of completed projects to property, plant and equipment

     (196,995)  (4,856)  (201,851)
                 

Balance at December 31, 2015

  27,473   150,467   7,975   185,915 

Cost incurred during the year

     116,247   6,510   122,757 

Transfer of exploration and development projects to projects under construction

  10,240   21,895      32,135 

Transfer of completed projects to property, plant and equipment

     (86,398)  (2,147)  (88,545)

Balance at December 31, 2016

  37,713   202,211   12,338   252,262 

Cost incurred during the year

     231,926   7,300   239,226 

Transfer of completed projects to property, plant and equipment

  (10,240)  (235,194)  (16,387)  (261,821)
                 

Balance at December 31, 2017

 $27,473  $198,943  $3,251  $229,667 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 9 — INTANGIBLE ASSETS AND GOODWILL

 

Intangible assets amounting to $85.4$194.4 million and $52.8$186.2 million consist mainly of the Company’s PPAs acquired in business combinations and Viridity’sits energy storage activities, net of accumulated amortization of $50.0$89.4 million and $42.8$74.1 million as of December 31, 20172020 and 2016,2019, respectively. Intangible assets relating to ourthe Company's energy storage activities as of December 31, 2017,2020 and 2019 amounted to $33.8$47.2 million and $30.2 million, net of accumulated amortization of $1.7 million. $8.7 million and $5.4 million, respectively. Amortization expense for the years ended December 31, 2017,2020, 2016,2019 and 20152018 amounted to $6.9$14.4 million, $4.4$13.3 million and $3.3$11.2 million, respectively. Additions to intangible assets for the years ended December 31, 2017,2020, 20162019 and 2015,2018, amounted to $35.6$20.4 million, $33.0$0.0 million and $0.5$127.0 million, respectively. The additions to intangible assets in 20172020 and 20162018 primarily relate to the Viridity acquisitionPomona and USG acquisitions, respectively as further described in Note 2 to the purchase ofconsolidated financial statements. The Company tested the Guadeloupe plant, respectively. Thereintangible assets for recoverability in December 2020, 2019 and 2018 and assessed whether there are events or change in circumstances which may indicate that the intangible assets are not recoverable. The Company's assessment resulted in that there were no disposals0 write-offs of intangible assets in 2017,2020, 20162019 and 2015.2018.

 

Estimated future amortization expense for the intangible assets as of December 31, 20172020 is as follows:

 

 

(Dollars in

thousands)

  

(Dollars in thousands)

 

Year ending December 31:

        

2018

 $7,129 

2019

  7,056 

2020

  6,739 

2021

  6,739  $16,200 

2022

  6,483  15,947 

2023

 15,828 

2024

 14,613 

2025

 16,539 

Thereafter

  51,274   115,295 
    

Total

 $85,420  $194,421 

 

Goodwill

 

Goodwill amounting to $21.0$24.6 million and $6.7$20.1 million as of December 31, 20172020 and 2016,2019, respectively, represents the excess of the fair value of considerationsconsideration transferred in the Guadeloupe and Viridity business combination transactions over the fair value of tangible and intangible assets acquired, net of the fair value of liabilities assumed and non-controlling interest (as applicable) in the acquisitions.During

In 20172018, and 2016, the Company recorded an increase to the carrying value of Goodwill in the amount of $13.5 million and $7.1 million as a result of the Viridityquantitative assessment of goodwill, the Company recorded an impairment charge of $13.5 million to goodwill related to its Energy Storage segment in the consolidated statements of operations and Guadeloupe business combination transactions, respectively. comprehensive income (loss).

Except as noted above, for the additions mentioned above, there were years 2020,2019 and 2018 the Company's impairment assessment of goodwill related to its reporting units resulted in no additions or adjustments to impairment.

Changes in the carrying valueamount of the Company’s goodwill except for the impact of currency translation adjustments.   years ended December 31, 2020 and 2019 were as follows:

 

  

2020

  

2019

 
  

(Dollars in thousands)

 

Goodwill as of January 1,

 $20,140  $19,950 

Goodwill acquired (1)

  4,107   0 

Translation differences

  319   190 

Goodwill as of December 31,

 $24,566  $20,140 

 

(1) Goodwill acquired is related to the purchase of the Pomona storage facility as further described in Note 2 to the consolidated financial statements.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 10 — ACCOUNTS PAYABLE AND ACCRUED EXPENSES

 

Accounts payable and accrued expenses consist of the following:

 

 

December 31,

  

December 31,

 
 

2017

  

2016

  

2020

  

2019

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Trade payables

 $64,289  $48,309 

Trade payable

 $75,779  $73,271 

Salaries and other payroll costs

  19,888   17,977  29,271  24,364 

Customer advances

  1,177   576  1,197  2,092 

Accrued interest

  4,462   3,524  7,843  6,321 

Income tax payable

  43,682   8,824  19,913  11,344 

Property tax payable

  1,860   1,884  1,378  3,033 

Scheduling and transmission

  531   964  2,632  2,264 

Royalty accrual

  2,909   1,639  3,581  6,457 

Warranty accrual

 2,087  3,245 

Other

  14,998   7,953   9,082   9,466 

Total

 $153,796  $91,650  $152,763  $141,857 

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 11 — LONG-TERM DEBT, AND CREDIT AGREEMENTS AND COMMERCIAL PAPER

 

Long-term debt consists of notes payable under the following agreements:

 

  

December 31,

 
  

2020

  

2019

 
  

(Dollars in thousands)

 

Limited and non-recourse agreements:

        

Loans:

        

Non-recourse:

        

Other loans

 $9,826  $8,997 

Limited recourse:

        

Loan agreement with DFC (the Olkaria III power plant)

  174,652   192,646 

Loan agreement with DFC (the Platanares power plant)

  96,266   104,459 

Loan agreement with Banco Industrial S.A. and Westrust Bank (International) Limited

  22,750   26,250 

Loan agreement with a global industrial company (the Plumstriker battery energy storage projects)

  18,081   21,615 

Other loans

  7,807   8,367 

Senior Secured Notes:

        

Non-recourse:

        

DAC 1 Senior Secured Notes

  73,121   78,247 

Limited recourse:

        

OFC 2 Senior Secured Notes

  188,223   203,040 

Other loans

  84,118   88,840 

Total limited and non-recourse agreements

  674,844   732,461 

Less current portion

  (60,834)  (58,932)

Non current portion

 $614,010  $673,529 

Full recourse agreements:

        

Senior Unsecured Bonds

  529,066   204,332 

Senior Unsecured Loan (Migdal)

  200,000   150,000 

Loan agreements with DEG (the Olkaria III and power plants 4 and 1 upgrade)

  70,264   79,632 

Revolving credit lines with banks

  0   40,550 

Total full recourse agreements

  799,330   474,514 

Less current portion

  (17,768)  (117,122)

Non current portion

 $781,562  $357,392 

  

December 31,

 
  

2017

  

2016

 
  

(Dollars in thousands)

 

Limited and non-recourse agreements:

        

Loans:

        

Non-recourse:

        

Other loans

 $7,252  $6,368 

Limited recourse:

        

Loan agreement with OPIC (the Olkaria III power plant)

  228,635   246,630 

Loan agreement with Banco Industrial S.A. and Westrust Bank (International) Limited

  33,251   36,750 

Senior Secured Notes:

        

Non-recourse:

        

OFC Senior Secured Notes

  -   17,026 

OrCal Senior Secured Notes

  32,142   35,181 

DAC 1 Senior Secured Notes

  88,339   92,361 

Limited recourse:

        

OFC 2 Senior Secured Notes

  232,526   247,232 
   622,145   681,548 

Less current portion

  (54,720)  (53,729)

Non current portion

 $567,425  $627,819 

Full recourse agreements:

        

Senior Unsecured Bonds

 $204,332  $204,332 

Loans from institutional investors

  -   3,333 

Loan agreements with DEG (the Olkaria III and IV power plants)

  50,000   65,789 

Loan from a commercial bank

  587   1,529 

Revolving credit lines with banks

  51,500   - 
   306,419   274,983 

Less current portion

  (54,587)  (12,242)

Non current portion

 $251,832  $262,741 
142

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Full-Recourse Third-Party Debt

 

Senior Unsecured Bonds - Series 4

On July 1, 2020, the Company concluded an auction tender and accepted subscriptions for New Israeli Shekels ("NIS") 1.0 billion aggregate principal amount of senior unsecured bonds (the “Senior Unsecured Bonds - Series 4”). The Senior Unsecured Bonds - Series 4 are denominated in NIS and were converted to approximately $289.8 million using a cross-currency swap transaction shortly after the completion of such issuance as further detailed below. The Senior Unsecured Bonds - Series 4 are payable semi-annually in arrears starting December 2020 and will be repaid in 10 equal annual payments commencing June 2022 unless prepaid earlier by the Company pursuant to the terms and conditions of the trust instrument that governs the Senior Unsecured Bonds - Series 4. The proceeds from the Senior Unsecured Bonds - Series 4 were used to pay the total consideration of $43.4 million in the Pomona purchase transaction as further detailed under Note 2 to the consolidated financial statements and to repay certain existing indebtedness with the balance being used to support the Company's growth plans.

  

Amount

  

Amount

Outstanding as of

  

Annual

 

Maturity

Loan

 

Issued

  

December 31, 2020

  

Interest Rate

 

Date

  

(Dollars in millions)

      

Senior Unsecured Bonds - Series 4

 $289.8  $311.0   3.35

%

June 2031

Cross Currency Swap

Concurrently with the issuance of the Senior Unsecured Bonds - Series 4, the Company entered into a long-term cross currency swap with the objective of hedging the currency rate fluctuations related to the aggregated principal amount and interest of the Senior Unsecured Bonds - Series 4 at an average fixed rate of 4.34%. The terms of the Cross Currency Swap match those of the Senior Unsecured Bonds - Series 4, including the notional amount of the principal and interest payment dates. The Company designated the Cross Currency Swap as a cash flow hedge as per ASC 815, Derivatives and Hedging and accordingly measures the Cross Currency Swap instrument at fair value. The changes in the Cross Currency Swap fair value are initially recorded in Other Comprehensive Income (Loss) and reclassified to Derivatives and foreign currency transaction gains (losses) in the same period or periods during which the hedged transaction affects earnings and is presented in the same line item in the condensed consolidated statements of operations and comprehensive income as the earnings effect of the Senior Unsecured Bonds - Series 4.

143

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Senior Unsecured Bonds

In September 2016, the Company concluded an auction tender and accepted subscriptions for two series of senior unsecured bonds comprised of approximately $67.0 million aggregate principal amount of senior unsecured bonds (the “Series 2 Bonds”) and approximately $137.0 million aggregate principal amount of senior unsecured bonds (the “Series 3 Bonds” and together with the Series 2 Bonds, the “Senior Unsecured Bonds”).

In September 2020, the Company fully repaid the Series 2 Bonds. The Series 3 Bonds will mature in September 2022 in a single bullet payment unless earlier prepaid by the Company pursuant to the terms and conditions of the trust instrument that governs such Senior Unsecured Bonds.

On April 6, 2020, the Company concluded an auction tender and accepted subscriptions for an additional aggregate principal amount of approximately $51.1 million of its Series 3 Senior Unsecured Bonds (the “Additional Series 3 Bonds”) for total consideration of $50.0 million, representing an effective interest rate of 4.45%. The Additional Series 3 Bonds will mature in September 2022 and will be repaid at maturity in a single bullet payment, unless earlier prepaid by the Company pursuant to the terms and conditions of the trust instrument that governs such Senior Unsecured Bonds.

On April 20, 2020, the Company concluded an additional auction tender and accepted subscriptions for an aggregate principal amount of approximately $14.5 million of its Series 3 Senior Unsecured Bonds (the “Second Addition to Series 3 Bonds”). The Second Addition to Series 3 Bonds will mature in September 2022 and will be repaid at maturity in a single bullet payment, unless earlier prepaid by the Company pursuant to the terms and conditions of the trust instrument that governs such Senior Unsecured Bonds.

On May 13, 2020, the Company concluded an additional auction tender and accepted subscriptions for an aggregate principal amount of approximately $15.3 million under Series 3 Senior Unsecured Bonds (the “Third Addition to Series 3 Bonds”). The Third Addition to Series 3 Bonds will mature in September 2022 and will be repaid at maturity in a single bullet payment, unless earlier prepaid by the Company pursuant to the terms and conditions of the trust instrument that governs such Senior Unsecured Bonds.

  

Amount

  

Amount

Outstanding as of

  

Annual

 

Maturity

Loan

 

Issued

  

December 31, 2020

  

Interest Rate

 

Date

  

(Dollars in millions)

      

Senior Unsecured Bonds - Series 3

 $218.0  $218.0   4.45

%

September 2022

Senior Unsecured Loan

On March 22, 2018 the Company entered into a definitive loan agreement (the "Migdal Loan Agreement") with Migdal Insurance Company Ltd., Migdal Makefet Pension and Provident Funds Ltd. and Yozma Pension Fund of Self-Employed Ltd., all entities within the Migdal Group, a leading Israeli insurance company and institutional investor in Israel. The Migdal Loan Agreement provides for a loan by the lenders to the Company in an aggregate principal amount of $100.0 million (the "Migdal Loan"). The Migdal Loan will be repaid in 15 semi-annual payments of $4.2 million each, commencing on September 15, 2021, with a final payment of $37.0 million on March 15, 2029.

The Loan is subject to early redemption by the Company prior to maturity from time to time (but not more frequently than once per quarter) and at any time in whole or in part, at a redemption price set forth in the Migdal Loan Agreement. If the rating of the Company is downgraded to "ilA-"(or equivalent), of any of Standard and Poor’s, Moody’s or Fitch (whether in Israel or outside of Israel) (each a “Credit Rating Agency”), the interest rate applicable to the Migdal Loan will increase by 0.50%. If the rating of the Company is further downgraded to a lower level by any Credit Rating Agency, the interest rate applicable to the Migdal Loan will be increased by 0.25% for each additional downgrade. In no event will the cumulative increase in the interest rate applicable to the Loan exceed 1% regardless of the cumulative rating downgrade. A subsequent upgrade or reinstatement of a rating by any Credit Rating Agency will reduce the interest rate applicable to the Migdal Loan by 0.25% for each upgrade (but in no event will the interest rate applicable the Migdal Loan fall below the base interest rate of 4.8%). Additionally, if the ratio between short-term and long-term debt to financial institutions and bondholders, deducting cash and cash equivalents to EBITDA is equal to or higher than 4.5, the interest rate on all amounts then outstanding under the Migdal Loan shall be increased by 0.5% per annum over the interest rate then-applicable to the Migdal Loan.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Migdal Loan Agreement includes various affirmative and negative covenants, including a covenant that the Company maintain (i) a debt to adjusted EBITDA ratio below 6, (ii) a minimum equity amount (as shown on its consolidated financial statements, excluding noncontrolling interests) of not less than $750 million, and (iii) an equity attributable to Company's stockholders to total assets ratio of not less than 25%. In addition, the Migdal Loan Agreement restricts the Company from making dividend payments if its equity falls below $800 million and otherwise restricts dividend payments in any one year to not more than 50% of the net income of the Company of such year as shown on the Company’s consolidated annual financial statements as long as any of the Company's bonds issued in Israel prior to March 27, 2018 remain outstanding. The Migdal Loan Agreement includes other customary affirmative and negative covenants and events of default. As of December 31, 2020, the covenants have been met.

On March 25, 2019, the Company entered into a first addendum (“First Addendum”) to the Migdal Loan Agreement with the Migdal Group dated March 22, 2018. The First Addendum provides for an additional loan by the lenders to the Company in an aggregate principal amount of $50.0 million (the “Additional Migdal Loan”). The Additional Migdal Loan will be repaid in 15 semi-annual payments of $2.1 million each, commencing on September 15, 2021, with a final payment of $18.5 million on March 15, 2029. The Additional Migdal Loan was entered into under substantially the same terms and conditions of the Migdal Loan Agreement as disclosed above.

In April 2020, the Company entered into a second addendum (the “Second Addendum”) to the loan agreement with the Migdal Group dated March 22, 2018. The Second Addendum provides for an additional loan by the lenders to the Company in an aggregate principal amount of $50.0 million (the “Second Addendum Migdal Loan”). The principal amount of $31.5 million of the Second Addendum Migdal Loan will be repaid in 15 equal semi-annual payments commencing on September 15, 2021 and ending on September 15, 2028. The principal amount of $18.5 million will be repaid in one bullet payment on March 15, 2029. The Second Addendum Migdal Loan was entered into under substantially the same terms and conditions of the Migdal Loan Agreement.

  

Amount

  

Amount

Outstanding as of

  

Annual

 

Maturity

Loan

 

Issued

  

December 31, 2020

  

Interest Rate (1)

 

Date

  

(Dollars in millions)

      

Migdal Loan

 $100.0  $100.0   4.80

%

March 2029

Additional Migdal Loan

  50.0   50.0   4.60

%

March 2029

Second Addendum Migdal Loan

  50.0   50.0   5.44

%

March 2029

Total Senior Unsecured Loan

 $200.0  $200.0      

(1) payable semi-annually in arrears.

Loan Agreements with DEG (the Olkaria III Complex)

On October 20, 2016, OrPower 4 entered into a new $50.0 million subordinated loan agreement with Deutsche Investitions-und Entwicklungsgesellschaft mbH ("DEG") (the “DEG 2 Loan Agreement”) and on December 21, 2016, OrPower 4 completed a drawdown of the full loan amount of $50 million, with a fixed interest rate of 6.28% for the duration of the loan (the “DEG 2 Loan”). The DEG 2 Loan is being repaid in 20 equal semi-annual principal installments which commenced on December 21, 2018, with a final maturity date of  June 21, 2028. Proceeds of the DEG 2 Loan were used by OrPower 4 to refinance Plant 4 of the Olkaria III Complex, which was originally financed using equity. The DEG 2 Loan is subordinated to the senior loan provided by DFC for Plants 1-3 of the Olkaria III Complex. The DEG 2 Loan is guaranteed by the Company.

On January 4, 2019, OrPower 4 entered into an additional $41.5 million subordinated loan agreement with DEG (the “DEG 3 Loan Agreement”) and on February 28, 2019, OrPower 4 completed a drawdown of the full loan amount, with a fixed interest rate of 6.04% for the duration of the loan (the “DEG 3 Loan”). The DEG 3 Loan is being repaid in 19 equal semi-annual principal installments, which commenced on June 21, 2019, with a final maturity date of June 21, 2028. Proceeds of the DEG 3 Loan were used by OrPower 4 to refinance upgrades to Plant 1 of the Olkaria III Complex, which were originally financed using equity. The DEG 3 Loan is subordinated to the senior loan provided by DFC (formerly OPIC) for Plants 1-3 of the Olkaria III Complex. The DEG 3 Loan is guaranteed by the Company.

  

Amount

  

Amount

Outstanding as of

  

Annual

 

Maturity

Loan

 

Issued

  

December 31, 2020

  

Interest Rate (1)

 

Date

  

(Dollars in millions)

      

DEG 2 Loan

 $50.0  $37.5   6.28

%

June 2028

DEG 3 Loan

  41.5   32.8   6.04

%

June 2028

(1) payable semi-annually

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Non-Recourse and Limited-Recourse Third-Party Debt

Finance Agreement with DFC (formerly OPIC) (the Olkaria III Complex)

On August 23,2012, OrPower 4, the Company’s wholly owned subsidiary, entered into a Finance Agreement with U.S. International Development Finance Corporation, an agency of the U.S. government, to provide limited-recourse senior secured debt financing in an aggregate principal amount of up to $310.0 million (the “OPIC Loan”) for the refinancing and financing of the Olkaria III geothermal power complex in Kenya.

The OPIC Loan is comprised of up to three tranches:

  

Amount

  

Amount

Outstanding as of

  

Annual

 

Maturity

Loan

 

Issued

  

December 31, 2020

  

Interest Rate (1)

 

Date

  

(Dollars in millions)

      

OPIC Loan - Tranch I

 $85.0  $47.2   6.34

%

December 2030

OPIC Loan - Tranch II

  180.0   100.6   6.29

%

June 2030

OPIC Loan - Tranch III

  45.0   26.9   6.12

%

December 2030

Total OPIC Loan

 $310.0  $174.7      

(1) payable quarterly

The OPIC Loan is collateralized by substantially all of OrPower 4’s assets and by a pledge of all of the equity interests in OrPower 4. There are various restrictive covenants under the OPIC Loan, which include a required historical and projected 12-month DSCR. As of December 31, 2020, the covenants have been met.

Finance Agreement with DFC (the Platanares power plant)

On April 30, 2018, Geotérmica Platanares, S.A. de C.V. (“Platanares”), a Honduran sociedad anónima de capital variable and an indirect subsidiary of Ormat Technologies, Inc., entered into a Finance Agreement (the “Finance Agreement”) with DFC, pursuant to which DFC will provide to Platanares senior secured non-recourse debt financing in an aggregate principal amount of up to $114.7 million (the “Platanares Loan”), the proceeds of which will be used principally for the refinancing and financing of the Platanares 35 MW geothermal power plant located in western Honduras. The finance agreement was amended and closed in October of 2018.

  

Amount

  

Amount

Outstanding as of

  

Annual

 

Maturity

Loan

 

Issued

  

December 31, 2020

  

Interest Rate (1)

 

Date

  

(Dollars in millions)

      

DFC - Platanares Loan

 $114.7  $96.3   7.02

%

September 2032

(1) payable quarterly

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Platanares Loan is be secured by a first priority lien on all of the assets and ordinary shares of Platanares. The Finance Agreement contains various restrictive covenants applicable to Platanares, among others (i) to maintain a projected and historic debt service coverage ratio; (ii) to maintain on deposit in a debt service reserve account and well reserve account funds or assets with a value in excess of a minimum threshold and (iii) covenants that restrict Platanares from making certain payments or other distributions to its equity holders. As of December 31, 2020, the covenants have been met.

Loan Agreement with Banco Industrial S.A. and Westrust Bank (International) Limited

 

On July 31, 2015, Ortitlản,Ortitlan, Limitada, the Company’s wholly owned subsidiary, obtained a 12-year12-year secured term loan in the principal amount of $42.0$42.0 million (the "Amatitlan Loan") for the 20 MW Amatitlan power plant in Guatemala. Under the credit agreement with Banco Industrial S.A. and Westrust Bank (International) Limited, wethe Company can expand the Amatitlan power plant with financing to be provided either via equity, additional debt from Banco Industrial S.A. or from other lenders, subject to certain limitations on expansion financing in the credit agreement.

 

The loan is payable in 48 quarterly payments commencing September 30, 2015. The loan bears interest at a rate per annum equal to of the sum of the LIBO RateLIBOR (which cannot be lower than 1.25%) plus a margin of (i) 4.35% as long as the Company’s guaranty of the loan (as described below) is outstanding or (ii) 4.75% otherwise. Interest is payable quarterly, on March 30, June 30, September 30 and December 30 of each year, on the stated maturity date of the loan and on any prepayment or payment of the loan. The loan must be prepaid on the occurrence of certain events, such as casualty, condemnation, asset sales and expansion financing not provided by the lenders under the credit agreement, among others. The loan may be voluntarily prepaid if certain conditions are satisfied, including payment of a premium (ranging from 100-50 basis points) if prepayment occurs prior to the eighth anniversary of the loan.

  

Amount

  

Amount

Outstanding as of

 

Annual

 

Maturity

Loan

 

Issued

  

December 31, 2020

 

Interest Rate (1)

 

Date

  

(Dollars in millions)

    

Amatitlan Loan

 $42.0  $22.8 

LIBOR+4.35%

 

June 2027

(1) payable quarterly

 

There are various restrictive covenants under the Amatitlan credit agreement. These include, among others,other things, (i) a financial covenant to maintain a Debt Service Coverage Ratio (as defined in the credit agreement) of not less than 1.15 to 1.00 as of the last day of any fiscal quarter and (ii) limitations on Restricted Payments (as defined in the credit agreement) that among other things would limit dividends that could be paid to us unless the historical and projected Debt Service Coverage Ratio is not less than 1.25 to 1.00 for the four fiscal quarterly periods (calculated as a single accounting period). paid. As of December 31, 2017,2020, the actual historical and projected 12-month Debt Service Coverage Ratio was 1.49 and 1.89, respectively. The credit agreement includes various events of default that would permit acceleration of the loan (subject in some cases to grace and cure periods). These include, among others, a Change of Control (as defined in the credit agreement) and failure to maintain certain required balances in debt service and maintenance reserve accounts. The credit agreement includes certain equity cure rights for failure to maintain the Debt Service Coverage Ratio and the minimum amounts required in the debt service and maintenance reserve accounts.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

covenants have been met. The loan is collateralized by substantially all the assets of the borrower and a pledge of all of the membership interests of the borrower.

The Company has guaranteed payment of all obligations under the credit agreement and related financing documents. The guaranty is limited in the sense that the Company is only required to pay the guaranteed obligations if a “trigger event” occurs. A trigger event is the occurrence and continuation of a default by INDE in its payment obligations under the PPA for the Amatitlàn power plant or a refusal by INDE to receive capacity and energy sold under that PPA. The Company’s obligations under the guaranty may be terminated prior to payment in full of the guaranteed obligations under certain circumstances described in the guaranty. If the guaranty is terminated early, the interest rate payable on the loan would increase as described above.

As of December 31, 2017, $33.3 million of this loan is outstanding.

Finance Agreement with OPIC (the Olkaria III Complex)

 

Plumstriker Loan

On AugustMay 4, 2019, 23,2012, OrPower 4, the Company’sa wholly owned indirect subsidiary of the Company (“Plumstriker”) and its two subsidiaries entered into a Finance Agreement$23.5 million loan agreement with Overseas Private Investment Corporationa United States (“OPIC”U.S.”), an agency financing division of a leading global industrial company for the financing of two20 MW battery energy storage projects located in New Jersey.

On May 30, 2019, Plumstriker completed the drawdown of the full loan amount, bearing interest of three months U.S. government, to provide limited-recourse senior secured debt financingLibor plus a 3.5% margin. The loan is being repaid in an aggregate29 equal quarterly principal amountinstallments of up to $310.0 million (the “OPIC Loan”) for the refinancing and financing1.25% of the Olkaria III geothermal power complex in Kenya. The Finance Agreement was amended onloan, and additional November 9, 2012.

The OPIC Loan is comprised of up to three14 tranches:

Tranche I in an aggregate principal amount of $85.0 million, which was drawn in November 2012, was used to prepay approximately $20.5 million (plus associated prepayment penalty and breakage costs of $1.5 million) of the DEG Loan, as described below. The remainder of the Tranche I proceeds were used for reimbursement of prior capital costs and other corporate purposes.

Tranche II in an aggregate principal amount of $180.0 million was used to fund the construction and well field drilling for the expansion of the Olkaria III geothermal power complex (“Plant 2”). In November 2012, $135.0 million was disbursed under this Tranche II, and in February 2013, the remaining $45.0 million was distributed under this Tranche II.

Tranche III in an aggregate principal amount of $45.0 million was used to fund the construction of Plant 3 of the Olkaria III complex. In November 2013, an amount of $45.0 million was disbursed under this Tranche.

In July 2013, we completed the conversion of the interest rate applicable to both Tranche I and Tranche II from a floating interest rate to a fixed interest rate. The average fixed interest rate for Tranche I,unequal semi-annual principal payments, which has an outstanding balance as of December 31, 2017 of $61.4 million and matures on December 15, 2030, and Tranche II, which has an outstanding balance as of December 31, 2017 of $132.4 million and maturescommenced on June 15, 2030,30, 2019. Proceeds of the loan were used to refinance investments in the Plumsted and Stryker projects. The debt repayment of the loan is 6.31%.not In November 2013, we fixedguaranteed by the interest rate for Tranche III. The fixed interest rate for Tranche III, which has an outstanding balance asCompany or any of December 31, 2017 of $34.9 million and matures on December 15, 2030, is 6.12%.its subsidiaries.

 

  

Amount

  

Amount

Outstanding as of

 

Annual

 

Maturity

Loan

 

Issued

  

December 31, 2020

 

Interest Rate (1)

 

Date

  

(Dollars in millions)

    

Plumstriker Loan

 $23.5  $18.1 

LIBOR+3.5%

 

May 2026

OrPower 4 has a right to make voluntary prepayments of all or a portion of the OPIC Loan subject to prior notice, minimum prepayment amounts, and a prepayment premium of 2.0% in the firsttwo years after the Plant 2 commercial operation date, declining to 1% in the third year after the Plant 2 commercial operation date, and without premium thereafter, plus a redemption premium. In addition, the OPIC Loan is subject to customary mandatory prepayment in the event of certain reductions in generation capacity of the power plants, unless such reductions will not cause the projected ratio of cash flow to debt service to fall below 1.7.

(1) payable quarterly

 

170

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Don A. Campbell Senior Secured Notes — Non-Recourse

On November 29, 2016, ORNI 47 LLC (“ORNI 47”), the Company’s subsidiary,  entered into a note purchase agreement (the “ORNI 47 Note Purchase Agreement”) with MUFG Union Bank, N.A., as collateral agent, Munich Reinsurance America, Inc. and Munich American Reassurance Company (the “Purchasers”) pursuant to which ORNI 47 issued and sold to the Purchasers $92.5 million aggregate principal amount of its Senior Secured Notes (the “DAC 1 Senior Secured Notes”) in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended. ORNI 47 is the owner of the first phase of the Don A. Campbell geothermal power plant (“DAC 1”), and part of the ORPD LLC (“ORPD”) portfolio.

 

The OPIC Loan is collateralized by substantially all of OrPower 4’s assets and by a pledge of allnet proceeds from the sale of the equity interests in OrPowerDAC 4.

The finance agreement includes customary events of default, including failure to pay any principal, interest or other amounts when due, failure to comply with covenants, breach of representations and warranties, non-payment or acceleration of other debt of OrPower 4, bankruptcy of OrPower 4 or certain of its affiliates, judgments rendered against OrPower 4, expropriation, change of control, and revocation or early termination of security documents or certain project-related agreements, subject to various exceptions and notice, cure and grace periods.

There are various restrictive covenants under the OPIC Loan, which include a required historical and projected 12-month DSCR of not less than1.4 (measured as of March 15, June 15, September 15 and December 15 of each year). If OrPower 4 fails to comply with these financial ratios it will be prohibited from making distributions to its shareholders. In addition, if the DSCR falls below 1.1, subject to certain cure rights, such failure will constitute an event of default by OrPower 4. This covenant in respect of Tranche I became effective on December 15, 2014. As of December 31, 2017, the actual historical and projected 12-month DSCR was 2.64 and 3.09, respectively.

As of December 31, 2017, $228.6 million of the OPIC Loan was outstanding.

Debt service reserve

As required under the terms of the OPIC Loan, OrPower 4 maintains an account which may be funded by cash or backed by letters of credit in an amount sufficient to pay scheduled debt service amounts, including principal and interest, due under the terms of the OPIC Loan in the following six months. This restricted cash account is classified as current in the consolidated balance sheets. As of December 31, 2017 and 2016, the balance of the account was $3.7 million and $4.3 million, respectively. In addition, as of December 31, 2017, part of the required debt service reserve was backed by a letter of credit in the amount of $16.7 million (see Note 22).

Well drilling reserve

As required under the terms of the OPIC Loan, OrPower 4may be required to maintain an account which may be funded by cash or backed by letters of credit to reserve funds for future well drilling, based on determination upon the completion of the expansion work.

OFC Senior Secured Notes

In February 2004, OFC, the Company’s wholly owned subsidiary, issued $190.0 million of 8.25%1 Senior Secured Notes, (“OFC Senior Secured Notes”)were used to refinance the development and received net cash proceeds of approximately $179.7 million, after deduction of issuanceconstruction costs of approximatelythe DAC $10.31 million. geothermal power plant, which were originally financed using equity.

The OFCDAC 1 Senior Secured Notes had a final maturity dateconstitute senior secured obligations of ORNI December 30, 2020. 47Principal and interest on the OFC Senior Secured Notes were payable in semi-annual payments. The OFC Senior Secured Notes were collateralizedare secured by substantially all of the assets of OFC and those of its wholly owned subsidiaries and were fully and unconditionally guaranteed by all of the wholly owned subsidiaries of OFC.

InORNI June 2015, the Company repurchased $30.647. million aggregate principal amount of OFC Senior Secured Notes from the OFC noteholders and recognized a loss of approximatelyThe ORNI $1.747 million in theNote Purchase Agreement requires ORNI second47 quarter of 2015.

In September 2016, the Company repurchased $6.8 million aggregate principal amount of OFC Senior Secured Notes from the OFC noteholders and recognized a loss of $0.6 million, in the third quarter of 2016.

In September 2017, the Company fully prepaid the outstanding amount of $14.3 million of OFC Senior Secured Notes, plus an additional make-whole premium of $1.3 million.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

OrCal Senior Secured Notes

In December 2005, OrCal, the Company’s wholly owned subsidiary, issued $165.0 million, 6.21% Senior Secured Notes (“OrCal Senior Secured Notes”) and received net cash proceeds of approximately $161.1 million, after deduction of issuance costs of approximately $3.9 million, which have been included in deferred financing costs in the consolidated balance sheet. The OrCal Senior Secured Notes have been rated BBB- by Fitch Ratings. The OrCal Senior Secured Notes have a final maturity date of December 30, 2020. Principal and interest on the OrCal Senior Secured Notes are payable in semi-annual payments. The OrCal Senior Secured Notes are collateralized by substantially all of the assets of OrCal, and those of its subsidiaries and are fully and unconditionally guaranteed by all of the wholly owned subsidiaries of OrCal. There are various restrictive covenants under the OrCal Senior Secured Notes, which include limitations on additional indebtedness of OrCal and its wholly owned subsidiaries. Failure to comply with these and othercertain covenants, will, subjectincluding, among others, restrictions on the incurrence of indebtedness or liens, amendment or modification of material project documents, the ability of ORNI 47 to customary cure rights, constitute an event of default by OrCal.merge or consolidate with another entity. In addition, there are restrictions on the ability of OrCalORNI 47 to make distributions to its shareholders, which include a required historical and projected 12-month debt service coverage ratio (“DSCR”) of not less than 1.25 (measured semi-annually as of June 30 and December 31 of each year). If OrCal fails to comply with the DSCR ratio it will be prohibited from making distributions to its shareholders. OrCal is only required to measure these covenants on a semi-annual basis and asDSCR. As of December 31, 2017,2020, the last measurement date of the covenants the actual historicalhave been met.

  

Amount

  

Amount

Outstanding as of

  

Annual

 

Maturity

Loan

 

Issued

  

December 31, 2020

  

Interest Rate (1)

 

Date

  

(Dollars in millions)

      

DAC 1 Senior Secured Notes

 $92.5  $73.1   4.03

%

September 2033

(1) payable quarterly

OFC 122-month DSCR was 1.54 and the pro-forma 12-month DSCR was 2.63. There was $32.1 million and $35.2 million of OrCal Senior Secured Notes outstanding as of December 31, 2017 and December 31, 2016, respectively.

OrCal may redeem the OrCal Senior Secured Notes, in whole or in part, at any time at a redemption price equal to the principal amount of the OrCal Senior Secured Notes to be redeemed plus accrued interest, and a “make-whole” premium. Upon certain events, as defined in the indenture governing the OrCal Senior Secured Notes, OrCal may be required to redeem a portion of the OrCal Senior Secured Notes at a redemption price of 100% of the principal amount of the OrCal Senior Secured Notes being redeemed plus accrued interest.

Debt service reserve

As required under the terms of the OrCal Senior Secured Notes, OrCal maintains an account which may be funded by cash or backed by letters of credit (see below) in an amount sufficient to pay scheduled debt service amounts, including principal and interest, due under the terms of the OrCal Senior Secured Notes in the following six months. This restricted cash account is classified as current in the consolidated balance sheets. As of each of December 31, 2017 and 2016, the balance of such account was $1.9 million. In addition, as of each of December 31, 2017 and 2016, part of the required debt service reserve was backed by a letter of credit in the amount of $4.6 million (see Note 22).

OFC 2 Senior Secured Notes

 

In September 2011, OFC 2, the Company’sCompany’s wholly owned subsidiary and OFC 2’s wholly owned project subsidiaries (collectively, the “OFC 2 Issuers”) entered into a note purchase agreement (the “Note Purchase Agreement”) with OFC 2 Noteholder Trust, as purchaser, John Hancock Life Insurance Company (U.S.A.), as administrative agent, and the DOE, as guarantor, in connection with the offer and sale of up to $350.0$350.0 million aggregate principal amount of OFC 2 Senior Secured Notes (“OFC 2 Senior Secured Notes”) due December 31, 2034.

Subject to the fulfillment of customary and other specified conditions precedent, the OFC 2 Senior Secured Notes may be issued in up to six distinct series associated with the phased construction (Phase I and Phase II) of the Jersey Valley, McGinness Hills and Tuscarora geothermal power plants, which are owned by the OFC 2 Issuers. The OFC 2 Senior Secured Notes will mature and the principal amount of the OFC 2 Senior Secured Notes will be payable in equal quarterly installments and in any event not later than December 31, 2034. Each series of notes will bear interest at a rate calculated based on a spread over the Treasury yield curve that will be set at least ten business days prior to the issuance of such series of notes. Interest will be payable quarterly in arrears. The DOE will guarantee payment of 80% of principal and interest on the OFC 2 Senior Secured Notes pursuant to Section 1705 of Title XVII of the Energy Policy Act of 2005, as amended. The conditions precedent to the issuance of the OFC 2 Senior Secured Notes includes certain specified conditions required by the DOE in connection with its guarantee of the OFC 2 Senior Secured Notes.

 

On October 31, 2011, the OFC 2 Issuers completed the sale of $151.7$151.7 million in aggregate principal amountof 4.687% Series A Notes due 2032 (the “Series A Notes”). The net proceeds from the sale of the Series A Notes after deducting transaction fees and expenses, were approximately $141.1 million, and were used to finance a portion of the construction costs of Phase I of the McGinness Hills and Tuscarora power plants and to fund certain reserves. Principal and interest on the Series A Notes are payable quarterly in arrears on the last day of March, June, September and December of each year.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On June 20, 2014, Phase 1 of Tuscarora Facility achieved Project Completion under the Note Purchase Agreement. In accordance with the terms of the Note Purchase Agreement and following recalibration of the financing assumptions, the loan amount was adjusted through a principal prepayment of $4.3 million.

On August 29, 2014, OFC 2 sold $140.0$140.0 million of OFC 2 Senior Secured Notes (the(the “Series C Notes”) to finance the construction of the second phase of the McGinness Hills project. The Series C Notes are the last tranche under the Note Purchase Agreement with John Hancock Life Insurance Company and are guaranteed by the DOE’s Loan Programs Office in accordance with and subject to the DOE's Loan Guarantee Program under Section 1705 of Title XVII of the Energy Policy Act of 2005. The Series C Notes, which mature in December 2032, carry a 4.61% coupon with principal to be repaid on a quarterly basis. The OFC 2 Senior Secured Notes, which include loans for the Tuscarora, Jersey Valley and McGinness Hills complexes, are rated “BBB” by Standard & Poor's.

 

In connection with the anticipated sale of the Series C Notes, on August 13, 2014, the Company entered into an on-the-run interest rate lock agreement with a financial institution with a termination date of August 15, 2014. This on-the-run interest rate lock agreement had a notional amount of $140.0 million and was designated as a cash flow hedge. The objective of this cash flow hedge was to eliminate the variability in the changes in the 10-year U.S. Treasury rate as that is one of the components in the annual interest rate of the OFC 2 Senior Secured Notes that was forecasted to be fixed on August 15, 2014. The Company hedged the variability in total proceeds attributable to changes in the 10-year U.S. Treasury rate for the forecasted sale of Series C Notes. On August 18, 2014, the settlement date, the Company paid $1.5 million to the counterparty of the on-the-run interest rate lock agreement.

The Company concluded that the cash flow hedge was fully effective with no ineffective portion and no amounts excluded from the effectiveness testing, thus, in 2014, the total loss from the cash flow hedge was fully recognized in “Loss in respect of derivatives instruments designated for cash flow hedge” under other comprehensive income of $0.9 million noted above, which was net of related taxes of $0.6 million. The cash flow hedge loss recorded is amortized over the life of the OFC 2 Senior Secured Notes using the effective interest method. In 2016 and 2015, the Company reclassified $0.1 million, each year, of the loss from “Accumulated other comprehensive income (loss)” into interest expense.

The OFC 2 Senior Secured Notes are collateralized by substantially all of the assets of OFC 2 and those of its wholly owned subsidiaries and are fully and unconditionally guaranteed by all of the wholly owned subsidiaries of OFC 2. There are various restrictive covenants under the OFC 2 Senior Secured Notes, which include limitations on additional indebtedness of OFC 2 and its wholly owned subsidiaries. Failure to comply with these and other covenants will, subject to customary cure rights, constitute an event of default by OFC 2.  In addition, there are restrictions on the ability of OFC 2 to make distributions to its shareholders.

Among other things, the distribution restrictions include a historical debt service coverage ratio requirement of at least 1.2 (on a blended basis for all OFC 2 power plants), measured, at the time of any proposed distribution, over each of the two six-months periods comprised of distinct consecutive fiscal quarters immediately preceding the proposed distribution, and a projected future DSCR requirement of at least 1.5 (on a blended basis for all OFC 2 power plants), measured, at the time of any proposed distribution, over each of the two six-months periods comprised of distinct consecutive fiscal quarters immediately following such proposed distribution.requirement. As of December 31, 2017,2020, our historical DSCR was the covenants have been met.

  

Amount

  

Amount

Outstanding as of

  

Annual

 

Maturity

Loan

 

Issued

  

December 31, 2020

  

Interest Rate (1)

 

Date

  

(Dollars in millions)

      

OFC 2 Senior Secured Notes - Series A

 $151.7  $86.9   4.69

%

December 2032

OFC 2 Senior Secured Notes - Series C

  140.0   101.3   4.61

%

December 2032

Total OFC 2 Senior Secured Notes $291.7  $188.2      

(1) payable quarterly in arrears

2.70 and

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

There were $232.5 million and $247.2 million of OFC 2 Senior Secured Notes outstanding as of December 31, 2017 and December 31, 2016, respectively.

The Company provided a guaranty in connection with the issuance of the Series A Notes and Series C Notes. The guaranty may be drawn in the event of, among other things, the failure of any facility financed by the relevant series of OFC 2 Senior Secured Notes to reach completion and meet certain operational performance levels (the “non-performance trigger”) which gives rise to a prepayment obligation on the OFC 2 Senior Secured Notes. The guarantee may also be drawn if there is a payment default on the OFC 2 Senior Secured Notes or upon the occurrence of certain fundamental defaults that result in the acceleration of the OFC 2 Senior Secured Notes, in each case, prior to the date that the relevant facility(ies) financed by such OFC 2 Senior Secured Notes reaches completion and meets the applicable operational performance levels. The Company’sCompany’s liability under the guaranty with respect to the non-performance trigger is limited to an amount equal to the prepayment amount on the OFC 2 Senior Secured Notes necessary to bring the OFC 2 Issuers into compliance with certain coverage ratios. The Company’s liability under the guarantee with respect to the other trigger event described above is not so limited.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Debt service reserve; other restricted funds

Under the terms of the OFC 2 Senior Secured Notes, OFC 2 is required to maintain a debt service reserve and certain other reserves, as follows:

(i)

A debt service reserve account which may be funded by cash or backed by letters of credit (see below) in an amount sufficient to pay scheduled debt service amounts, including principal and interest, due under the terms of the OFC 2 Senior Secured Notes in the following six months. This restricted cash account is classified as current in the consolidated balance sheet. As of December 31, 2017, part of the required debt service reserve was backed by a letter of credit in the amount of $18.7 million (see Note 22).

(ii)

A performance level reserve account, intended to provide additional security for the OFC 2 Senior Secured Notes, which may be funded by cash or backed by letters of credit. This reserve builds up over time and reduces gradually each time the project achieves certain milestones. Upon issuance of the Series A Notes, this reserve was funded in the amount of $28.0 million. As of December 31, 2017, the balance of such account was zero million, and no letter of credit was required to be issued.

(iii)

Under the terms of the OFC 2 Senior Secured Notes, OFC 2 is also required to maintain a well field drilling and maintenance reserve that builds up over time and is dedicated to costs and expenses associated with drilling and maintenance of the project's well field, which may be funded by cash or backed by letters of credit.

(iv)

A performance level reserve account for McGinness Hills Phase II, intended to provide additional security for the OFC 2 Senior Secured Notes, which may be funded by cash or backed by letters of credit. As of December 31, 2017, there was no requirement for an additional security to be issued as the project was completed.

Don A. Campbell Senior Secured Notes — Non-RecourseOther Limited Recourse Loans

 

On November 29,April 24, 2018, the Company completed the acquisition of USG. As part of the acquisition the Company assumed the following non-recourse loans:

Prudential Capital Group – Idaho non-recourse

In May 2016, ORNIUSG’s wholly owned subsidiary (Idaho USG Holdings LLC) entered into a loan agreement with the Prudential Capital Group to finance its development activities. The original principal totaled $20.0 million. The principal and interest payments are due semi-annually and the principal is partially repaid through 472023 and the remaining balance of $16.0 million is due in full in March 2023. The loan is secured by the Company’s ownership interests in the Neal Hot Springs and the Raft River projects.

U.S. Department of Energy – non-recourse

On August 31, 2011, USG’s wholly owned subsidiary, USG Oregon LLC (“ORNI 47”USG Oregon”), completed the Company’sfirst funding drawdown associated with the U.S. Department of Energy (“DOE”) of $96.8 million loan guarantee (“Loan Guarantee”) to construct its power plant at Neal Hot Springs project in Eastern Oregon. In connection with the Loan Guarantee, the DOE has been granted a security interest in all of the equity interests of USG Oregon, as well as in the assets of USG Oregon, including a mortgage on real property interests relating to the Neal Hot Springs site.

Prudential Capital Group – Nevada non-recourse

On September 26, 2013, USG’s wholly owned subsidiary (“USG Nevada LLC”), entered into a note purchase agreement (the “ORNI 47 Note Purchase Agreement”) with MUFG Union Bank, N.A.the Prudential Capital Group to finance Phase I of the San Emidio geothermal project located in northwest Nevada. Principal payments are due quarterly based upon minimum debt service coverage ratios established according to projected operating results made at the loan origination date and available cash balances. The loan agreement is secured by USG Nevada LLC’s right, title and interest in and to its real and personal property, including the San Emidio project and the equity interests in USG Nevada LLC.

  

Amount

  

Amount

Outstanding as of

  

Annual

 

Maturity

Loan

 

Issued

  

December 31, 2020

  

Interest Rate (1)

 

Date

  

(Dollars in millions)

      

Prudential Capital Group – Idaho non-recourse

 $20.0  $17.5   5.80

%

March 2023

U.S. Department of Energy – non-recourse

  96.8   42.0   2.60

%

February 2035

Prudential Capital Group – Nevada non-recourse

  30.7   26.3   6.75

%

December 2037

Total $147.5  $85.8      

(1) payable semi-annually, except for Nevada non-recourse which is payable quarterly

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Bpifrance Loan - Non Recourse

On April 4, 2019, an indirect subsidiary of the Company (“Guadeloupe”), as collateral agent, Munich Reinsurance America, Inc. and Munich American Reassuranceentered into a $8.9 million loan agreement with Banque Publique d’Investissement (“Bpifrance”). On April 29, 2019, Guadeloupe completed the drawdown of the full loan amount, bearing a fixed interest rate of 1.93%. The loan will be repaid in 20 equal quarterly principal installments, commencing June 30, 2021. The final maturity date of the loan is March 31, 2026. The loan is not guaranteed by the Company (the “Purchasers”) pursuant to which ORNI 47 issued and sold to the Purchasers $92.5 million aggregate principal amountor any of its 4.03% Senior Secured Notes due September 27, 2033 (the “DAC 1 Senior Secured Notes”) in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended. ORNI 47 is the owner of the first phase of the Don A. Campbell geothermal power plant (“DAC 1”), and part of the ORPD LLC (“ORPD”) portfolio.

The net proceeds from the sale of the DAC 1 Senior Secured Notes, after deducting certain transaction expenses and the funding of a debt service reserve account, were approximately $87.1 million and ORNI 47 used the proceeds from the sale of the Notes to refinance the development and construction costs of the DAC 1 geothermal power plant, which were originally financed using equity.

ORNI 47 began paying a scheduled amount of principal of the DAC 1 Senior Secured Notes on December 27, 2016 and now makes principal payments quarterly, on the 27th day of each March, June, September and December, until the DAC 1 Senior Secured Notes mature.

The DAC 1 Senior Secured Notes constitute senior secured obligations of ORNI 47 and are secured by all of the assets of ORNI 47. Under the ORNI 47 Note Purchase Agreement, ORNI 47may prepay at any time all, or from time to time any part of, the DAC 1 Senior Secured Notes in an amount equal to at least $2 million or such lesser amount as may remain outstanding under the DAC 1 Senior Secured Notes at 100% of the principal amount to be prepaid plus the applicable make-whole amount determined for the prepayment date with respect to such principal amount. Upon the occurrence of a Change of Control (as defined in the ORNI 47 Note Purchase Agreement), ORNI 47 must make an offer to each holder of DAC 1 Senior Secured Notes to repurchase all of the holder’s notes at 101% of the aggregate principal amount of such notes to be repurchased plus accrued and unpaid interest, if any, on such notes to, but not including, the date of repurchase. Each holder of DAC 1 Senior Secured Notes may accept such offer in whole or in part. In certain events, including certain asset sales outside the ordinary course of business, ORNI 47 must make mandatory prepayments of the DAC 1 Senior Secured Notes at 100% of the principal amount to be prepaid. The ORNI 47 Note Purchase Agreement requires ORNI 47 to comply with certain covenants, including, among others, restrictions on the incurrence of indebtedness or liens, amendment or modification of material project documents, the ability of ORNI 47 to merge or consolidate with another entity. The ORNI 47 Note Purchase Agreement also contains customary events of default.  In addition, there are restrictions on the ability of ORNI 47 to make distributions to its shareholders, which include a required historical and projected DSCR of not less than 1.20 for the four fiscal quarterly periods.other subsidiaries. As of December 31, 2017,2020, the historical and projected DSCR were 1.47 and 1.81, respectively.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

As of December 31, 2017, $88.39.8 million is outstanding under the DAC 1 Senior Secured Notes.Bpifrance Loan.

 

Senior Unsecured Bonds

In August 2010, the Company entered into a trust instrument governing the issuance of, and accepted subscriptions for, an aggregate principal amount of approximately $142.0 million of senior unsecured bonds (the “Bonds”). Subject to early redemption, the principal of the Bonds was repayable in a single bullet payment upon the final maturity of the Bonds on August 1, 2017. The Bonds bore interest at a fixed rate of 7%, payable semi-annually. In February 2011, the Company accepted subscription for an aggregate principal amount of approximately $107.5 million of additional senior unsecured bonds (the “Additional Bonds”) under two addendums to the trust instrument. The terms and conditions of the Additional Bonds were identical to the original Bonds. The Additional Bonds were issued at a premium which reflects an effective fixed interest of 6.75%.

In September 2016, the Company concluded an auction tender and accepted subscriptions for two series of senior unsecured bonds comprised of approximately $67 million aggregate principal amount of senior unsecured bonds (the “Series 2 Bonds”) and approximately $137 million aggregate principal amount of senior unsecured bonds (the “Series 3 Bonds”, and, together with the Series 2 Bonds, the “Senior Unsecured Bonds”). The proceeds from the Series 2 Bonds and Series 3 Bonds were used on September 29, 2016 to prepay the Company’s $250 million aggregate principal amount of Bonds and Additional Bonds that were payable on August 1, 2017.

The Series 2 Bonds will mature in September 2020 and bear interest at a fixed rate of 3.7% per annum, payable semi-annually. The Series 3 Bonds will mature in September 2022 and bear interest at a fixed rate of 4.45% per annum, payable semi-annually. The Series 2 Bonds and Series 3 Bonds will be repaid at maturity in a single bullet payment, unless earlier prepaid by the Company pursuant to the terms and conditions of the trust instrument that governs such Senior Unsecured Bonds. Both tranches received a rating of ilA+ from Maloot S&P in Israel with a stable outlook.

Loans from institutional investors

In July 2009, the Company entered into an 8-year loan agreement of $20.0 million with a group of institutional investors (the “Second Loan”). The SecondSociété Géneralé Loan matured on August 1, 2017, was payable in 12 semi-annual installments, which commenced on February 1, 2012, and bore interest at 6-month LIBOR plus 5.0%.

Loan Agreementswith DEG (the Olkaria III Complex)

In March 2009, OrPower 4,the Company’s wholly owned subsidiary, entered into a project financing loan of $105.0 million to refinance its investment in Phase I of the Olkaria III complex located in Kenya (the “DEG Loan”). The DEG Loan was provided by a group of European Development Finance Institutions (“DFIs”) arranged by DEG — Deutsche Investitions — und Entwicklungsgesellschaft mbH (“DEG”). The DEG Loan was to mature on December 15, 2018, and payable in 19 equal semi-annual installments. Interest on the loan was variable based on 6-month LIBOR plus 4.0%. We fixed the interest rate on most of the loan at 6.90%. In September 2017, the Company prepaid the outstanding amount of $11.8 million of the DEG Loan, plus an additional prepayment fee of $0.1 million.- Limited Recourse

 

On October 20, 2016,April 9, 2019, OrPower 4Guadeloupe, entered into a new $50$8.9 million subordinated loan agreement with DEG (the “DEGSociété Général. On 2April 29, 2019, Loan Agreement”) and on December 21, 2016, OrPower 4Guadeloupe completed athe drawdown of the full loan amount of $50 million, withthe loan, bearing a fixed interest rate of 6.28% for the duration of the loan (the “DEG 2 Loan”)1.52%. The DEG 2 Loan will beloan is being repaid in 20 equal semi-annual28 quarterly principal installments, commencingwhich commenced on December 21, 2018,July 29, 2019. with aThe final maturity date of June 21, 2028. Proceeds of the DEGloan is 2April 29, 2026. Loan were usedThe loan has a limited guarantee by OrPower 4 to refinance Plant 4one of the Olkaria III Complex, which was originally financed using equity. The DEG 2 Loan is subordinated to the senior loan provided by OPIC for Plants 1-3 of the Olkaria III Complex. The DEG 2 Loan is guaranteed by the Company.

Under the DEG 2 Loan Agreement, OrPower 4may prepay at any time all, or from time to time any part of the DEG 2 Loan in an amount equal to at least $5 million or such lesser amount as may remain outstanding under the DEG 2 Loan at 100% of the principal amount to be prepaid plus the applicable make-whole amount and certain prepayment premium amount determined for the prepayment date with respect to such principal amount. In certain events, OrPower 4 must make mandatory prepayments of the DEG 2 Loan at 100% of the principal amount to be prepaid plus the applicable make-whole amount and certain prepayment premium amount determined for the prepayment date with respect to such principal amount. The DEG 2 Loan Agreement requires OrPower 4 to comply with certain covenants, including, among others, restrictions on the incurrence of indebtedness or liens. The DEG 2 Loan Agreement also contains customary events of default.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Company’s subsidiaries. As of December 31, 2017,2020, $50.07.8 million iswas outstanding under the DEG 2Société Géneralé Loan.

 

Revolving credit lines with commercial banks

 

As of December 31, 2017,2020, the Company has credit agreements with eight commercial banksa number of financial institutions for an aggregate amount of $468.0$623.0 million (including $60.0$60.0 million from Union Bank, N.A. (“Union Bank”) and $35.0$35.0 million from HSBC),HSBC Bank USA N.A. as described below.below). Under the terms of these credit agreements, the Company, or its Israeli subsidiary, Ormat Systems Ltd. (“Ormat Systems), can request: (i) extensions of credit in the form of loans and/or the issuance of one or more letters of credit in the amount of up to $233.0$408.0 million; and (ii) the issuance of one or more letters of credit in the amount of up to $235.0$120.0 million. The credit agreements mature between end of March 20182021 and July 2019.2022. Loans and draws under the credit agreements or under any letters of credit will bear interest at the respective bank’s cost of funds plus a margin.

 

As of December 31, 2017,2020, $51.5 million in0 loans were outstanding and letters of credit with an aggregate stated amount of $277.7$94.4 million were issued and outstanding under such credit agreements.

 

Credit Agreements

 

Credit agreement with Union Bank

 

In February 2012,Ormat Nevada Inc. (“Ormat Nevada”), the Company’s wholly owned subsidiary, entered into an amended and restatedhas a credit agreement with Union Bank. Under theBank under which it has an aggregate available credit agreement, theof up to $60.0 million as of December 31, 2020. The credit termination date is June 30, 2018. 2021.On December 31. 2017, the aggregate amount available under the credit agreement was $60 million.

The facility is limited to the issuance, extension, modification or amendment of letters of credit. Union Bank is currently the sole lender and issuing bank under the credit agreement, but is also designated as an administrative agent on behalf of banks that may, from time to time in the future, join the credit agreement as lenders. In connection with this transaction, the Company entered into a guarantee in favor of the administrative agent for the benefit of the banks, pursuant to which the Company agreed to guarantee Ormat Nevada’s obligations under the credit agreement. Ormat Nevada’s obligations under the credit agreement are otherwise unsecured.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

There are various restrictive covenants under the credit agreement, which include a requirement to comply with the following financial ratios, which are measured quarterly: (i) a 12-month debt to EBITDA ratio not to exceed 4.5; (ii) 12-month DSCR of not less than 1.35; and (iii) distribution leverage ratio not to exceed 2.0. As of December 31, 2017:2020: (i) the actual 12-month debt to EBITDA ratio was 2.17;1.64; (ii) the 12-month DSCR was 2.96;5.05; and (iii) the distribution leverage ratio was 0.99.0.61. In addition, there are restrictions on dividend distributions in the event of a payment default or noncompliance with such ratios, and subject to specified carve-outs and exceptions, a negative pledge on the assets of Ormat Nevada in favor of Union Bank.

 

As of December 31, 2017,2020, letters of credit in the aggregate amount of $37.4$57.9 million remainwere issued and outstanding under this credit agreement with Union Bank.agreement.

 

Credit agreement with HSBC Bank USA N.A.HSBC

 

In May 2013,Ormat Nevada entered intohas a credit agreement with HSBC Bank USA, N.A for one year with annual renewals. The current expiration date of the facility under this credit agreement is AugustOctober 31, 2018.2021. TheOn December 31, 2020, the aggregate amount available under the credit agreement was increased by $10 million to $35$35.0 million. Other than the $10$10.0 million of this credit facility which may be drawn for ourthe Company's working capital needs, this credit line is limited to the issuance, extension, modification or amendment of letters of credit. HSBC is currently the sole lender and issuing bank under the credit agreement, but is also designated as an administrative agent on behalf of banks that may, from time to time in the future, join the credit agreement as parties thereto. In connection with this transaction, wethe Company entered into a guarantee in favor of the administrative agent for the benefit of the banks, pursuant to which wethe Company agreed to guarantee Ormat Nevada’s obligations under the credit agreement. Ormat Nevada’s obligations under the credit agreement are otherwise unsecured.

 

There are various restrictive covenants under the credit agreement, including a requirement to comply with the following financial ratios, which are measured quarterly: (i) a 12-month debt to EBITDA ratio not to exceed 4.5; (ii) 12-month DSCR of not less than 1.35; and (iii) distribution leverage ratio not to exceed 2.0. As of December 31, 2017:2020: (i) the actual 12-month debt to EBITDA ratio was 2.17;1.64; (ii) the 12-month DSCR was 2.96;5.05; and (iii) the distribution leverage ratio was 0.99.0.61. In addition, there are restrictions on dividend distributions in the event of a payment default or noncompliance with such ratios, and subject to specified carve-outs and exceptions, a negative pledge on the assets of Ormat Nevada in favor of HSBC.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

As of December 31, 2020, 2017,letters of credit in the aggregate amount of $16.2$27.9 million remainwere issued and outstanding under this credit agreement.

 

Chubb Surety Bond 

 

In May 2017, the Company entered into a surety bond agreement (the “Surety Agreement”) with Chubb Limited (“Chubb”) pursuant to which the Company may request that Chubb issue up to an aggregate $200.0$200.0 million of surety bonds with respect to the contractual obligations of the Company and its subsidiaries in exchange for bank letters of credit or as otherwise may be required. There is no expiration date for the Surety Agreement, but it may be terminated by the Company at any time upon twenty days’ prior written notice to Chubb. Delivery of such termination notice will not affect any surety bonds issued and outstanding prior to the date on which such notice is delivered. As of December 31, 2017,2020, Chubb issued a surety bond in the amount of $106.2$153.7 million under the Surety Agreement.

 

Short-term commercial paper

On June 27, 2019, the Company entered into a framework agreement for participation in the issuance of  commercial paper (the "Agreement") with Discount Capital Underwriting Ltd. under which the Company allowed the participants to submit proposals for purchasing and to purchase the Company's commercial paper ("Commercial Paper") in accordance with the provisions of the Agreement. On July 3, 2019, the Company completed the issuance of the Commercial Paper in the aggregate amount of $50.0 million. The Commercial Paper was issued for a period of 90 days and extended automatically for additional 90 day periods for up to five years, unless the Company notifies the participants otherwise or a notice of termination is provided by the participants in accordance with the provisions of the Agreement. The Commercial Paper bore an annual interest of three months LIBOR +0.75% which was paid at the end of each 90 day period. The Commercial Paper was fully repaid during 2020.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Restrictive covenants

 

The Company’sCompany’s obligations under the credit agreements, the loan agreements, and the trust instrument governing the bonds, described above, are unsecured, but are subject to a negative pledge in favor of the banks and the other lenders and certain other restrictive covenants. These include, among other things, a prohibition on: (i) creating any floating charge or any permanent pledge, charge or lien over ourthe Company's assets without obtaining the prior written approval of the lender; (ii) guaranteeing the liabilities of any third party without obtaining the prior written approval of the lender; and (iii) selling, assigning, transferring, conveying or disposing of all or substantially all of ourthe Company's assets, or a change of control in ourthe Company's ownership structure. Some of the credit agreements, the term loan agreements, as well as the trust instrument contain cross-default provisions with respect to other material indebtedness owed by us to any third party. In some cases, the Company has agreed to maintain certain financial ratios, which are measured quarterly, such as: (i) equity of at least $600.0$750 million and in no event less than 25% of total assets; (ii) 12-month debt, net of cash, cash equivalents marketable securities and short-term bank deposits to Adjusted EBITDA ratio not to exceed 6; and (iii) dividend distribution not to exceed 35%50% of net income for that year. As of December 31, 2017:2020: (i) total equity was $1,320.5$1,941.4 million and the actual equity to total assets ratio was 51.1%49.9%, and (ii) the 12-month debt, net of cash, cash equivalents marketable securities and short-term bank deposits to Adjusted EBITDA ratio was 2.58.2.36. During the year ended December 31, 2017,2020, the Company distributed interim dividends in an aggregate amount of $20.5$22.5 million.

Future minimum payments

 

Future minimum payments under long-term obligations, excluding revolving credit lines with commercial banks,debt as of December 31, 20172020 are as follows:

 

 

(Dollars in

thousands)

  

(Dollars in
thousands)

 
     

Year ending December 31:

        

2018

 $57,807 

2019

  55,539 

2020

  123,093 

2021

  46,579  $78,429 

2022

  184,148  336,997 
2023 135,124 
2024 118,168 
2025 118,621 

Thereafter

  409,898   686,835 

Total

 $877,064  $1,474,174 

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 12 — PUNA POWER PLANT LEASE TRANSACTIONS

 

In 2005, the Company’sCompany’s wholly owned subsidiary in Hawaii, Puna Geothermal Ventures (“PGV”), entered into lease transactions involving the original geothermal power plant of the Puna complex located on the Big Island (the “Puna Power Plant”). In December 2019, PGV and HELCO executed an amended and restated PPA for power sold from the Puna complex power plant. The new PPA extends the term until 2052 with an increased contract capacity of 46 MW and a fixed price of $70 per MWh with no escalation for all energy purchased during any contract year up to 227,000 MWh and $40 per MWh above 227,000 MWh. In addition, annual capacity payments under the contract are expected to be approximately $19.5 million. The amended and restated PPA was filed with the Public Utilities Commission on December 31, 2019. The existing PPA remains in effect with its current terms until the expansion of the power plant is completed and the new power plant reaches commercial operation.

 

PursuantIn connection with the execution of the amended and restated PPA, the Company paid $20.5 million to a 31-year headeffectively terminate the lease (the “Head Lease”),transactions involving the original power plant which gives the Company the ability to satisfy its obligations under the new PPA. The Company recorded this payment under Deposits and other in its consolidated balance sheets as an incremental cost in obtaining the new amended and restated PPA as described above.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Prior to the amended and restated PPA, PGV leased the Puna Power Plant to an unrelated company under a 31-year head lease (the “Head Lease”) in return for prepaid lease payments in the total amount of $83.0$83.0 million (the “Deferred Lease Income”). The carrying value of the leased assets as of December 31, 2017 and 2016 amounted to $25.3 million and $28.0 million, net of accumulated depreciation of $35.6 million and $32.9 million, respectively. The unrelated company (the “Lessor”) simultaneously leased back the Puna Power Plant to PGV under a 23-year23-year lease (the “Project Lease”). PGV’s rent obligations under the Project Lease will bewere paid solely from revenues generated by the Puna Power Plant under a PPA that PGV hashad with Hawaii Electric Light Company (“HELCO”).HELCO. The Head Lease and the Project Lease arewere non-recourse lease obligations to the Company. PGV’s rights in the geothermal resource and the related PPA havewere not been leased to the Lessor as part of the Head Lease but are part of the Lessor’s security package.

NOTE 13 —TAX MONETIZATION TRANSACTIONS

 

McGinness Hills 3 tax monetization transaction  

On August 14, 2019, one of the Company’s wholly-owned subsidiaries that indirectly owns the 48 MW McGinness Hills phase 3 geothermal power plant entered into a partnership agreement with a private investor. Under the transaction documents, the private investor acquired membership interests in the McGinness Hills phase 3 geothermal power plant for an initial purchase price of approximately $59.3 million and for which it will pay additional installments that are expected to amount to approximately $9 million and can reach up to $22 million based on the actual generation. The Head LeaseCompany will continue to consolidate, operate and maintain the power plant and will receive substantially all the distributable cash flow generated by the power plant and the Project Lease are being accounted for separately. Each was classified as an operating lease in accordance with the accounting standards for leases. The Deferred Lease Income is amortized into revenue, using the straight-line method, over the 31-year termprivate investor will receive substantially all of the Head Lease. Deferredtax attributes, as described below.

Pursuant to the transaction costs amountingdocuments, prior to $4.2December 31, 2027 ( million are being amortized, using the straight-line method, over the“Target Flip Date”), 23one-year term of the Project Lease.Company’s wholly owned subsidiaries receives substantially all of the distributable cash flow generated by the McGinness Hills phase 3 power plant, while the private investor receives substantially all of the tax attributes of the project. Following the later of the Target Flip Date and the date on which the private investor reaches its target return, the Company will receive 97.5% of the distributable cash generated by the power plant and 95.0% of the tax attributes, on a go forward basis. In the event that the private investor will not reach its target return by the Target Flip Date, then for the period between the Target Flip Date and the date on which the private investor reaches its target return, the private investor will receive 100% of the distributable cash generated by the power plant and 99% of the tax attributes as long as the project is generating PTCs (and 5% of the tax attributes afterwards).

On the Target Flip Date, the Company, through one of its wholly-owned subsidiaries, has the option to purchase the private investor’s interests at the then-current fair market value, plus an amount that causes the private investor to reach its target return, if needed. If the Company exercises this purchase option, it will become the sole owner of the project again.

Tungsten Mountain partnership transaction

On May 17, 2018, one of the Company’s wholly-owned subsidiaries that indirectly owns the 26 MW Tungsten Mountain Geothermal power plant entered into a partnership agreement with a private investor. Under the transaction documents, the private investor acquired membership interests in the Tungsten Mountain Geothermal power plant project for an initial purchase price of approximately $33.4 million and for which it will pay additional installments that are expected to amount to approximately $13 million. The Company will continue to operate and maintain the power plant and will receive substantially all the distributable cash flow generated by the power plant, as described below.

Under the transaction documents, prior to December 31, 2026 (“Target Flip Date”), the Company’s wholly-owned subsidiary, Ormat Nevada Inc. ("Ormat Nevada"), receives substantially all of the distributable cash flow generated by the project, while the private investor receives substantially all of the tax attributes of the project. Following the later of the Target Flip Date and the date on which the private investor reaches its target return, Ormat Nevada will receive 97.5% of the distributable cash and 95.0% of the taxable income, on a go forward basis. In the event that the private investor will not reach its target return by the Target Flip Date, then for the period between the Target Flip Date and the date on which the private investor reaches its target return, the private investor will receive 100% of the distributable cash generated by the power plant and 99% of the tax attributes as long as the project is generating PTCs (and 5% of the tax attributes afterwards).

 

178
153


ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Future minimum lease payments under the Project Lease, as of December 31, 2017, are as follows:

  

(Dollars in

thousands)

 

Year ending December 31:

    

2018

 $13,317 

2019

  6,018 

2020

  2,450 

2021

  1,723 

2022

  824 

Thereafter

  1,917 

Total

 $26,249 

Depository accounts

 

As required underOn the termsTarget Flip Date, Ormat Nevada has the option to purchase the private investor’s interests at the then-current fair market value, plus an amount that causes the private investor to reach its target return, if needed. If Ormat Nevada exercises this purchase option, it will become the sole owner of the lease agreements, there are certain reserve funds that need to be managed by the indenture trustee in accordance with certain balance requirements. Such reserve funds amounted to $7.9 million and $2.9 million as of December 31, 2017 and 2016, respectively, and were included in restricted cash accounts in the consolidated balance sheets and were classified as current as they were used for current payments.project again.

 

Distribution account

PGV maintains an account to deposit its remaining cash, after making all of the necessary payments and transfers as provided for in the lease agreements, in order to make distributions to Ormat Nevada. The distributions are allowed only if PGV maintains various restrictive covenants under the lease agreements, which include limitations on additional indebtedness. As of December 31, 2017 and 2016, the balance of such account was $0.

NOTE 13—TAX MONETIZATION TRANSACTIONS

Opal Geo Transaction

 

On December 16, 2016, 16,2016,Ormat Nevada entered into an equity contribution agreement (the “Equity Contribution Agreement”) with OrLeaf LLC (“OrLeaf”) and JPM Capital Corporation (“JPM”) with respect to Opal Geo LLC (“Opal Geo”).Geo. Also on December 16, 2016, OrLeaf, a newly formed limited liability company formed by Ormat Nevada and ORPD LLC, entered into an amended and restated limited liability company agreement of Opal Geo (the “LLC Agreement”) with JPM. The transactions contemplated by the Equity Contribution Agreement and LLC Agreement will allow the Company to monetize federal production tax credits (“PTCs”)PTCs and certain other tax benefits relating to the operation of five geothermal power plants located in Nevada.

 

In connection with the transactions contemplated by the Equity Contribution Agreement and the LLC Agreement, Ormat Nevada transferred its indirect ownership interest in the McGinness Hills (Phase I and Phase II), Tuscarora, Jersey Valley and second phase of the Don A. Campbell (“DAC 2”) geothermal power plants to Opal Geo. Prior to such transfer, Ormat Nevada held an approximately 63.25%63.25% indirect ownership interest in DAC 2 through ORPD LLC, a joint venture between Ormat Nevada and Northleaf Geothermal Holdings LLC (“Northleaf”), an affiliate of Northleaf Capital Partners, and held, directly or indirectly, a 100%100% ownership interest in the remaining geothermal power plants that were transferred to Opal Geo.

 

Pursuant to the Equity Contribution Agreement, JPM contributed approximately $62.1$62.1 million to Opal Geo in exchange for 100% of the Class B Membership Interests of Opal Geo. JPM also agreed to make deferred capital contributions to Opal Geo based on the amount of electricity generated by the DAC 2 and McGinness Hills Phase II power plants which are eligible for the federal PTC. The Company expects the aggregate amount of JPM’s deferred capital contributions to equal approximately $21$21 million and to be paid over time covering the period through December 31, 2022.

 

UnderUnder the LLC Agreement, until December 31, 2022, OrLeaf will receive distributions of 97.5% of any distributable cash generated by operation of the power plants while JPM will receive distributions of 2.5% of any distributable cash generated by operation of the power plants. Unless JPM has already achieved its target internal rate of return on its investment in Opal Geo, from December 31, 2022 until JPM has achieved its target internal rate of return, JPM will receive 100%100% of any distributable cash generated by operation of the power plants. Thereafter, OrLeaf will receive distributions of 97.5%, and JPM will receive 2.5%, of any distributable cash generated by operation of the power plants.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

UnderUnder the LLC Agreement, all items of Opal Geo income and loss,, gain, deduction and credit (including the federal production tax credits relating to the operation of the two PTC eligible power plants) will be allocated, until JPM has achieved its target internal rate of return on its investment in Opal Geo (and for so long as the two PTC eligible power plants are generating PTCs), 99% to JPM and 1% to OrLeaf, or 5% to JPM and 95% to OrLeaf if PTCs are no longer available to either of the two PTC eligible power plants. Once JPM achieves its target internal rate of return, all items of Opal Geo income and loss, gain, deduction and credit will be allocated 5% to JPM and 95% to OrLeaf.

 

UnderUnder the LLC Agreement, OrLeaf, which owns 100%100% of the Class A Membership Interests in Opal Geo, will serve as the managing member of Opal Geo and control the day-to-dayday-to-day management of Opal Geo and its portfolio of five power plants. However, in certain limited circumstances (such as bankruptcy of Orleaf, fraud or gross negligence by OrLeaf) JPM may remove OrLeaf as the managing member of Opal Geo. JPM, as the Class B Member of Opal Geo, has consent and approval rights with respect to certain items that are designated as major decisions for Opal Geo and the five power plants. In addition, by virtue of certain provisions in OrLeaf’s own limited liability company agreement, and consistent with the ORPD LLC formation documents, Northleaf has similar consent and approval rights with respect to OrLeaf’s determination of major decisions pertaining to the DAC 2 power plant.plant. In both cases, these major decisions are generally equivalent to customary minority protection rights. As a result, the Company’s wholly owned subsidiary, Ormat Nevada, which serves as the managing member of OrLeaf and as the managing member of ORPD LLC,, will effectively retain the day-to-day control and management of Opal Geo and its portfolio of five power plants.

The LLC Agreement contains certain customary restrictions on transfer applicable to both OrLeaf and JPM with respect to their respective Membership Interests in Opal Geo, and also provides OrLeaf with a right of first offer in the event JPM desires to transfer any of its Class B Membership Interests, pursuant to which OrLeaf may purchase such Class B Membership Interests. The LLC Agreement also provides OrLeaf with the option to purchase all of the Class B Membership Interests on either December 31, 2022 or the date that is 9 years after the closing date under the Equity Contribution Agreement at a price equal to the greater of (i) the fair market value of the Class B Membership Interests as of the date of purchase (subject to certain adjustments) and (ii) $3 million.

$3154 million.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Pursuant to the Equity Contribution Agreement, the Company has provided a guaranty for the benefit of JPM of certain of OrLeaf’s indemnification obligations to JPM under the LLC Agreement. In addition, Ormat Nevada also provided a guaranty for the benefit of JPM of all present and future payment and performance obligations of OrLeaf under the LLC Agreement and each ancillary document to which OrLeaf is a party.

 

JPM’s approximately $62.1 million capital contribution to Opal Geo was recorded as a $3.7$3.7 million allocation to noncontrolling interests and a $58.5$58.5 million allocation to liability associated with sale of tax benefits as described in Note 1. JPM also agreed to make deferred capital contributions to Opal Geo based on the amount of electricity generated by the DAC 2 and McGinness Hills Phase II power plants which are eligible for the federal PTC.

OPC TRANSACTION

In June 2007, Ormat Nevada entered into agreements with affiliates of Morgan Stanley & Co. Incorporated and Lehman Brothers Inc. (Morgan Stanley Geothermal LLC and Lehman-OPC LLC), under which those investors purchased, for cash, interests in a newly formed subsidiary of Ormat Nevada, OPC LLC (“OPC”), entitling the investors to certain tax benefits (such as PTCs and accelerated depreciation) and distributable cash associated with four geothermal power plants.

The first closing under the agreements occurred in 2007 and covered the Company’s Desert Peak 2, Steamboat Hills, and Galena 2 power plants. The investors paid $71.8 million at the first closing. The second closing under the agreements occurred in 2008 and covered the Galena 3 power plant. The investors paid $63.0 million at the second closing.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Ormat Nevada continued to operate and maintain the power plants. Under the agreements, Ormat Nevada initially received all of the distributable cash flow generated by the power plants, while the investors received substantially all of the production tax credits and taxable income or loss (together, the “Economic Benefits”). Once Ormat Nevada recovered the capital that it has invested in the power plants, which occurred in the fourth quarter of 2010, the investors received both the distributable cash flow and the Economic Benefits. The investors’ return was limited by the term of the transaction. Once the investors reached a target after-tax yield on their investment in OPC (the “OPC Flip Date”), Ormat Nevada received 95% of both distributable cash and taxable income, on a going forward basis.

On October 30, 2009, Ormat Nevada acquired from Lehman-OPC LLC all of the Class B membership units of OPC held by Lehman-OPC pursuant to a right of first offer for a price of $18.5 million. A substantial portion of the initial sale of the Class B membership units by Ormat Nevada was accounted for as a financing transaction. As a result, the repurchase of these interests at a discount resulted in a pre-tax gain of $13.3 million in the year ended December 31, 2009. In addition, an amount of approximately $1.1 million has been reclassified from noncontrolling interest to additional paid-in capital representing the 1.5% residual interest of Lehman-OPC’s Class B membership units.

On February 3, 2011, Ormat Nevada sold to JPM all of the Class B membership units of OPC for a sale price of $24.9 million in cash. The Company did not record any gain from the sale of its Class B membership interests in OPC to JPM. A substantial portion of the Class B membership units were accounted for as a financing transaction. As a result, the majority of these proceeds were recorded as a liability. In addition, $2.3 million was reclassified from additional paid-in capital to noncontrolling interest representing the 1.5% residual interest of JPM’s Class B membership units.

On May 31, 2017, the Company’s partners JPM and Morgan Stanley achieved their target after-tax yield on its investment in OPC and on October 31, 2017, Ormat Nevada purchased all of the Class B membership units in OPC from JPM and Morgan Stanley for $1.9 million. As a result, Ormat Nevada is now the sole owner of all of the economic and voting interests in OPC and continues to consolidate OPC in its financial statements. The purchase of Class B membership units of OPC was recorded in equity as a reduction of $6.5 million to Noncontrolling Interest with the surplus of $8.5 million charged to Additional Paid-in Capital.

ORTP TRANSACTION

In January2013, Ormat Nevada entered into agreements with JP Morgan (“JPM”) under which JPM purchased interests in a newly formed subsidiary of Ormat Nevada, ORTP, LLC (“ORTP”), entitling JPM to certain tax benefits (such as PTCs and accelerated depreciation) associated with certain geothermal power plants in California and Nevada.

Under the terms of the transaction, Ormat Nevada transferred the Heber complex, the Mammoth complex, the Ormesa complex, and the Steamboat 2 and 3, Burdette (Galena 1) and Brady power plants to ORTP, and sold class B membership units in ORTP to JPM. In connection with the closing, JPM paid approximately $35.7 million to Ormat Nevada and made additional payments to Ormat Nevada of 25% of the value of PTCs generated by the portfolio over time. The additional payments that were made until July 2017 totaled to approximately $7.9 million over time.

In March2017, JPM achieved its target after-tax yield on its investment in ORTP and on July 10, 2017, Ormat Nevada purchased all of the Class B membership units in ORTP from JPM for $2.4 million. As a result, Ormat Nevada is now the sole owner of all of the economic and voting interests in ORTP and continues to consolidate ORTP in its financial statements. The purchase of Class B membership units of ORTP was recorded in equity as a reduction to Noncontrolling Interest of $7.0 million with the surplus of $ $2.9 million charged to Additional Paid-in Capital.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 14 — ASSET RETIREMENT OBLIGATION

 

The following table presents a reconciliation of the beginning and ending aggregate carrying amount of asset retirement obligation for the years presented below:

 

 

Year Ended December 31,

  

Year Ended December 31,

 
 

2017

  

2016

  

2020

  

2019

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Balance at beginning of year

 $23,348  $20,856  $50,183  $39,475 

Revision in estimated cash flows

  1,888   303  (165) (335)

Liabilities incurred

     540 

Liabilities incurred and acquired

 10,207  8,334 

Accretion expense

  1,874   1,649   3,232   2,709 

Balance at end of year

 $27,110  $23,348  $63,457  $50,183 

 

 

NOTE 15 — STOCK-BASED COMPENSATION

 

The Company makes an estimate of expected forfeitures and recognizes compensation costs only for those stock-based awards expected to vest. As of December 31, 2017,2020, the total future compensation cost related to unvested stock-based awards that are expected to vest is $7.7$18.0 million, which will be recognized over a weighted average period of 1.21.3 years.

 

During the years ended December 31, 2017,2020, 20162019 and 2015,2018, the Company recorded compensation related to stock-based awards as follows:follows:

 

 

Year Ended December 31,

  

Year Ended December 31,

 
 

2017

  

2016

  

2015

  

2020

  

2019

  

2018

 
 

(Dollars in thousands,

except per share data)

  

(Dollars in thousands)

 

Cost of revenues

 $3,369  $2,400  $1,753  $4,435  $3,633  $3,488 

Selling and marketing expenses

  452   247   123  1,081  916  792 

General and administrative expenses

  4,939   2,510   2,079   4,314   4,810   5,938 

Total stock-based compensation expense

  8,760   5,157   3,955  9,830  9,359  10,218 

Tax effect on stock-based compensation expense

  604   617   440   858   736   668 

Net effect of stock-based compensation expense

 $8,156  $4,540  $3,515  $8,972  $8,623  $9,550 

 

During the fourth quartersquarter of 2017,2020, 20162019 and 2015,2018, the Company evaluated the trends in the employees stock-based award forfeiture rate and determined that the actual rates are 1.1%10.8%,10.3% 10.7% and 9.66%5.3%, respectively. This represents a decreasean increase of 89.3%0.7%, an increase of 101.9%, and an increase of 7% and 20%381.8%, respectively, from prior estimates. As a result of the change in the estimated forfeiture rate, there was an immaterial impact on stock-based compensation expense for each of the respective periods.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Valuation assumptions

 

Prior to 2016, the fair value of each grant of stock-based awards was estimated using the Black-Scholes valuation model and the assumptions noted in the following table. The Company’s expected term represented the period that the Company’s stock-based awards were expected to be outstanding. In the absence of enough historical information, the expected term was determined using the simplified method giving consideration to the contractual term and vesting schedule. Starting in 2016, the Company estimated estimates the fair value of the stock-based awards using the Exercise Multiple-BasedComplex Lattice, Model as it enables a degree of accounting for the complexities of option valuation and reduces the probability of a measurement error.Tree-based option-pricing model. The dividend yield forecast is expected to be at least 20% of the Company’s yearly net profit, which is equivalent to a 0.6% yearly weighted average dividend rate in the year ended December 31, 2017.2020. The risk-free interest rate was based on the yield from U.S. constant treasury maturities bonds with an equivalent term. The forfeiture rate is based on trends in actual stock-based awards forfeitures.

 

The Company calculated the fair value of each stock-based award on the date of grant based on the following assumptions:assumptions:

 

  

Year Ended December 31,

 
  

2017

  

2016

  

2015

 

For stock options issued by the Company:

            

Risk-free interest rates

  1.9%  1.3%  1.4%

Expected lives (in weighted average years)

  3.1   4.5   4.0 

Dividend yield

  0.62%  1.10%  0.70%

Expected volatility (weighted average)

  27.2%  30.7%  29.2%

Forfeiture rate (weighted average)

  0.0%  8.4%  0.0%

  

Year Ended December 31,

 
  

2020

  

2019

  

2018

 

For stock based awards issued by the Company:

            

Risk-free interest rates

  0.4

%

  1.8

%

  2.8

%

Expected lives (in weighted average years)

  5.8   3.5   3.5 

Dividend yield

  0.6

%

  0.7

%

  0.9

%

Expected volatility (weighted average)

  28.8

%

  25.1

%

  25.5

%

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIESThe Company estimated the forfeiture rate (on a weighted average basis) as follows:

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

  

Year Ended December 31,

 
  

2020

  

2019

  

2018

 

Weighted average forfeiture rate

  8.2

%

  8.6

%

  3.1

%

 

Stock-based awards

 

The 20042012 Incentive Compensation Plan

 

In 2004,May 2012, the Company’s Board of DirectorsCompany’s shareholders adopted the 20042012 Incentive Compensation Plan, (“2004 Incentive Plan”), which provides for the grant of the following types of awards: incentive stock options, non-qualified stock options, restricted stock units ("RSUs"), stock appreciation rights (“("SARs”), stock units, performance awards, phantom stock, incentive bonuses, and other possible related dividend equivalents to employees of the Company, directors and independent contractors. Under the 2004 Incentive Plan, a total of 3,750,000 shares of the Company’s common stock have been reserved for issuance, all of which could be issued as options or as other forms of awards. Options and SARs granted to employees under the 2004 Incentive Plan cliff vest and are exercisable from the grant date as follows: 25% after 24 months, 25% after 36 months, and the remaining 50% after 48 months. Options granted to non-employee directors under the 2004 Incentive Plan cliff vest and are exercisable one year after the grant date. Vested shares may be exercised for up to ten years from the date of grant. The shares of common stock will be issued upon exercise of options or SARs from the Company’s authorized share capital. The 2004 Incentive Plan expired in May 2012 upon adoption of the 2012 Incentive Plan, except as to share based awards outstanding on that date.

The 2012 Incentive Compensation Plan

In May 2012, the Company’s shareholders adopted the 2012 Incentive Compensation Plan (“2012 Incentive Plan”), which provides for the grant of the following types of awards: incentive stock options, non-qualified stock options, restricted stock, SARs, stock units, performance awards, phantom stock, incentive bonuses, and other possible related dividend equivalents to employees of the Company, directors and independent contractors. Under the 2012 Incentive Plan, a total of 4,000,000 shares of the Company’s common stock have beenwere reserved for issuance, all of which could be issued as options or as other forms of awards. Options and SARs granted to employees under the 2012 Incentive Plan willtypically vest and become exercisable as follows: 25% vest 24 months after50% on the grant date, an additional 25% vest 36 months aftersecond anniversary of the grant date and 25% on each of the remaining 50% vest 48 months afterthird and fourth anniversaries of the grant date. Options granted to non-employee directors under the 2012 Incentive Plan will vest and become exercisable one year after the grant date. VestedRestricted stock units granted to directors and members of senior management vest according to a vesting schedule as follows: for the directors, 100% on the first anniversary of the grant date and for members of senior management, 25% on each of the first, second, third and fourth anniversaries of the grant date.  The term of stock-based awards may be exercised for uptypically ranges from six to ten years from the date of grant.grant date. The shares of common stock will be issued in respect of awards under the 2012 Incentive Plan are issued from the Company’s authorized share capital upon exercise of options or SARs. The 2012 Incentive Plan expired in May 2018 upon adoption of the 2018 Incentive Compensation Plan (“2018 Incentive Plan”), except as to stock-based awards outstanding under the 2012 Incentive Plan on that date.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The 2018 Incentive Compensation Plan

In May 2018, the Company held its 2018 Annual Meeting of Stockholders at which the Company's stockholders approved the 2018 Incentive Plan. The 2018 Incentive Plan provides for the grant of the following types of awards: incentive stock options, RSUs, SARs, Performance Stock Units ("PSUs"), stock units, performance awards, phantom stock, incentive bonuses and other possible related dividend equivalents to employees of the Company, directors and independent contractors. Under the 2018 Incentive Plan, a total of 5,000,000 shares of the Company’s common stock were authorized and reserved for issuance, all of which could be issued as options or as other forms of awards. SARs, RSUs and PSUs granted to employees under the 2018 Incentive Plan typically vest and become exercisable as follows: 50% on the second anniversary of the grant date and 25% on each of the third and fourth anniversaries of the grant date.  SARs, RSUs and PSUs granted to directors under the 2018 Incentive Plan typically vest and become exercisable (100%) on the first anniversary of the grant date. The term of stock-based awards typically ranges from six to ten years from the grant date. The shares of common stock issued in respect of awards under the 2018 Incentive Plan are issued from the Company’s authorized share capital.capital upon exercise of options or SARs.

The 2012 Incentive Plan empowers our Board of Directors, in its discretion, to amend the 2012 Incentive Plan in certain respects. Consistent with its authority to amend the Incentive Plan, in February 2014 the Board adopted and approved certain amendments to the 2012 Incentive Plan. The key amendments are as follows:

Increase of per grant limit: Section 15(a) of the 2012 Incentive Plan was amended to allow the grant of up to 400,000 shares of our common stock with respect to the initial grant of an equity award to newly hired executive officers in any calendar year. This amendment was adopted by our stockholders on May 31, 2014; and

Acceleration of vesting: Section 15(l) of the 2012 Incentive Plan was amended to clarify our ability to provide in the applicable award agreement that part and/or all of the award will be accelerated upon the occurrence of certain pre-determined events and/or conditions, such as a "change in control" (as defined in the 2012 Incentive Plan, as amended).

On February 11, 2014,December 31, 2020, the Company granted certain members of its Chief Financial Officer options to purchase 32,500 shares of common stock under the 2012 Incentive Plan. The exercise price of each option is $24.57, which represented the fair market value of the Company’s common stock on the grant date. Such options will expire five years from the date of grant and will vest in equal annual installments over a period of three years from the grant date, subject to acceleration upon a change of control.

The fair value of each stock option on the grant date was $5.78. The Company calculated the fair value of each stock option on the date of grant using the Black-Scholes valuation model based on the following assumptions:

Risk-free interest rates

0.81%

Expected life (in years)

3.375

Dividend yield

0.80%

Expected volatility

33.50%

Forfeiture rate

0.00%

On April 2, 2014, the Company granted its newly appointed Chief Executive Officer options to purchase up tomanagement an aggregate of 400,000 shares of common stock573 Stock Appreciation Rights ("SARs"), 2,103 Restricted Stock Units ("RSUs") and 1,952 Performance Stock Units ("PSUs") under the Company’s 2012 Incentive Plan. The exercise price of each option is $29.52 per share, which represented the fair market value of the Company’s common stock on the date of the grant. Options to purchase 300,000 shares of common stock will expire six years following the date of grant and will vest in equal annual installments over four years from the grant date, subject to acceleration in the event of a change of control. The remaining options to purchase 100,000 shares of common stock will vest on March 31, 2021, subject to acceleration associated with a change of control, and will expire seven and a half years from the date of grant.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The fair value of each option on the grant date was $12.88 for grant of options to purchase 300,000 shares of common stock, and $8.33 for the grant of options to purchase 100,000 shares of common stock. The Company calculated the fair value of each stock option on the date of grant using the Black-Scholes valuation model based on the following assumptions:

Grant of options to purchase 100,000

shares of common

stock

Grant of options to purchase 300,000

shares of common

stock

Risk-free interest rates

2.36%1.64%

Expected life (in years)

7.254.75

Dividend yield

0.90%0.90%

Expected volatility

42.80%33.10%

On November 5, 2014, the Company granted its directors options to purchase 52,500 shares of common stock under the 2012 Incentive Plan. The exercise price of each option is $28.23, which represented the fair market value of the Company’s common stock on the grant date. Such options will expire seven years from the date of grant and will fully vest one year from the grant date.

The fair value of each stock option on the grant date was $7.01. The Company calculated the fair value of each stock option on the date of grant using the Black-Scholes valuation model based on the following assumptions:

Risk-free interest rates

1.30%

Expected life (in years)

4.0

Dividend yield

0.70%

Expected volatility

32.40%

Forfeiture rate

0.00%

On November 3, 2015, the Company granted its directors options to purchase 45,000 shares of common stock under the 2012 Incentive Plan. The exercise price of each option is $38.24, which represented the fair market value of the Company’s common stock on the grant date. Such options will expire seven years from the date of grant and will fully vest one year from the grant date.

The fair value of each stock option on the grant date was $8.68. The Company calculated the fair value of each stock option on the date of grant using the Black-Scholes valuation model based on the following assumptions:

Risk-free interest rates

1.35%

Expected life (in years)

4.0

Dividend yield

0.70%

Expected volatility

29.20%

Forfeiture rate

0.00%

On June 13, 2016, the Company granted its employees, an aggregate of 1,080,000 SARs under the Company’s 20122018 Incentive Plan. The exercise price of each SAR is $42.87,was $90.28 which represented the fair market value of the Company’s common stock on the grant date. SuchThe SARs will expire six years from the date of the grant and will vest over 4 years as follows: 50% after two years; an additional 25% after three yearsthe SARs, RSUs and the remaining 25% after fourPSUs have a vesting period of between 2 to 4 years from the grant date.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

The average fair value of each SAR, RSU and PSU on the grant date was $25.50, $89.15 and $96.10, respectively. The Company calculated the fair value of each SAR on the grant date using the complex lattice, tree-based option-pricing model based on the following assumptions:

Risk-free interest rates

  0.13%-0.51% 

Expected life (in years)

  2-6 

Dividend yield

   0.61%

 

 

Expected volatility (weighted average)

  37.68%-30.15% 

On November 3, 2020, the Company granted some of its directors an aggregate of 11,835 SARs and 10,010 RSUs under the Company’s 2018 Incentive Plan. The exercise price of each SAR was $67.54 which represented the fair market value of the Company’s common stock on the grant date. The SARs will expire in six years from date of the grant and the SARs and RSUs have a vesting period one year from the grant date.

The average fair value of each SAR and RSU on the grant date was $18.25 and $67.13, respectively. The Company calculated the fair value of each SAR on the grant date using the complex lattice, tree-based option-pricing model based on the following assumptions:

Risk-free interest rates

  0.12%-0.44% 

Expected life (in years)

  1-6 

Dividend yield

   0.61% 

 

Expected volatility (weighted average)

  45.2%-29.4% 

On $11.98May 12, 2020, the Company granted certain members of its management an aggregate of 46,795 SARs, 6,142 RSUs and 5,637 PSUs under the Company’s 2018 for seniorIncentive Plan. The exercise price of each SAR was $68.34 which represented the fair market value of the Company’s common stock on the grant date. The SARs will expire six years from date of grant and the SARs, RSUs and PSUs have a vesting period of between 2 to 4 years from the grant date.

The fair value of each SAR, RSU and PSU on the grant date was $17.6, $67.2 and $73.2, respectively. The Company calculated the fair value of each SAR on the grant date using the complex lattice, tree-based option-pricing model based on the following assumptions:

Risk-free interest rates

   0.44% 

 

Expected life (in years)

  2-6 

Dividend yield

   0.63% 

 

Expected volatility (weighted average)

   28.14% 

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On June 15, 2020, the Company granted certain directors, members of its management and employees an aggregate of 852,475 SARs, 11,068 RSUs and 10,962 PSUs under the Company’s $11.422018 Incentive Plan. The exercise price of each SAR was $69.14 which represented the fair market value of the Company’s common stock on the grant date. The SARs will expire six years from date of grant, except for other employees.1,156 SARs which will expire in 5 months from the grant date, and the SARs, RSUs and PSUs have a vesting period of between 2 to 4 years from the grant date.

The fair value of each SAR, RSU and PSU on the grant date was $18.0, $68.0 and $65.0, respectively. The Company calculated the fair value of each SAR on the grant date using the complex lattice, tree-based option-pricing model based on the following assumptions:

Risk-free interest rates

  0.44%-0.28% 

Expected life (in years)

  2-6 

Dividend yield

   0.64% 

 

Expected volatility (weighted average)

  28.5%-35.2% 

On July 1, 2020, the Company granted its newly appointed CEO an aggregate of 45,365 SARs, 6,020 RSUs and 6,540 PSUs under the Company’s 2018 Incentive Plan. The exercise price of each SAR was $63.40 which represented the fair market value of the Company’s common stock on the grant date. The SARs will expire six years from date of grant and the SARs, RSUs and PSUs have a vesting period of between 2 to 4 years from the grant date.

The fair value of each SAR, RSU and PSU on the grant date was $16.5, $62.3 and $57.3, respectively. The Company calculated the fair value of each SAR on the grant date using the complex lattice, tree-based option-pricing model based on the following assumptions:

Risk-free interest rates

  0.41%-0.17% 

Expected life (in years)

  2-6 

Dividend yield

   0.64% 

 

Expected volatility (weighted average)

  28.5%-35.7% 

On November 7, 2019, the Company granted its directors an aggregate of 11,495 SARs and 9,420 RSUs under the Company’s 2018 Incentive Plan. The exercise price of each SAR was $76.87 which represented the fair market value of the Company’s common stock on the grant date. The SARs will expire six years from date of grant and both the SARs and RSUs will fully vest on the first anniversary of the grant date.

The fair value of each SAR and RSU for the directors on the grant date was $19.8 and $76.4, respectively. The Company calculated the fair value of each SAR on the grant date using the Exercise Multiple-Based Lattice SAR-Pricing model based on the following assumptions:

Risk-free interest rate

1.29

%

Expected life (in years)

6

Dividend yield

1.14%

Expected volatility

30.7

%

Forfeiture rate:

Senior management

0.0

%

Other employees

10.5

%

Sub-Optimal Exercise Factor:

Senior management

2.5

Other employees

2.0

On November 8, 2016, the Company granted its directors, an aggregate of 60,000 SARs under the Company’s 2012 Incentive Plan. The exercise price of each SAR is $47.46, which represented the fair market value of the Company’s common stock on the grant date. Such SARs will expire seven years from the date of the grant and will vest at the end of the first year from the grant date.

The fair value of each SAR on the grant date was $14.51. The Company calculated the fair value of each SAR on the grant date using the Exercise Multiple-Based Lattice SAR-Pricing model based on the following assumptions:

Risk-free interest rate

1.65

%

Expected life (in years)

7

Dividend yield

1.1

%

Expected volatility

30.6

%

Forfeiture rate

0.0

%

Sub-Optimal Exercise Factor

2.5

On June 7, 2017, the Company granted its employees, an aggregate of 23,200 SAR’s under the Company’s 2012 Incentive Plan. The exercise price of each SAR is $58.79, which represented the fair market value of the Company’s common stock on the grant date. Such SARs will expire five years from the date of the grant. Such SARs will vest according to a vesting schedule as follows: 50% on the first anniversary of the grant date and 25% on each of the third and fourth anniversaries of the grant date.

The fair value of each SAR on the grant date was $13.67. The Company calculated the fair value of each SAR on the grant date using the Exercise Multiple-Based Lattice SAR-Pricing model based on the following assumptions:

Risk-free interest rate1.74%
Expected life (in years)5
Dividend yield0.66%
Expected volatility26.3%
Forfeiture rate10.3%
Sub-Optimal Exercise Factor2

On August 4, 2017, the Company granted its directors, an aggregate of 30,000 options under the Company’s 2012 Incentive Plan. The exercise price of each option is $57.97, which represented the fair market value of the Company’s common stock on the grant date. Such options will expire seven years from the date of the grant and will fully vest one year from the grant date. 

The fair value of each option on the grant date was $18.42. The Company calculated the fair value of each option on the grant date using the Exercise Multiple-Based Lattice SAR-Pricing model based on the following assumptions:

Risk-free interest rate2.08%
Expected life (in years)7
Dividend yield0.69%
Expected volatility29.4%
Forfeiture rate0.0%
Sub-Optimal Exercise Factor2.5

On November 8, 2017, the Company granted its directors and members of its senior management an aggregate of 108,771 SARs and 22,742 Restricted Stock Units (“RSUs”) under the Company’s 2012 Incentive Plan. The exercise price of each SAR is $63.35, which represented the fair market value of the Company’s common stock on the grant date. Such SARs and RSUs will expire in six years and will vest according to a vesting schedule as follows: for the directors, 100% on the firstanniversary of the grant date and for members of senior management, 25%on each of the first, second, third and fourth anniversaries of the grant date.  

The fair value of each SAR for the directors and members of senior management on the grant date was $17.6 and $17.7, respectively. The fair value of each RSU for the directors and members of senior management on the grant date was $62.9 and $62.3, respectively. The Company calculated the fair value of each SAR and RSU on the grant date using the Exercise Multiple-Based Lattice Pricing model based on the following assumptions:

 

Risk-free interest rate

   1.79% 

 

Expected life (in years)

  1-6 

Dividend yield

   0.57% 

 

Expected volatility

   24.80% 

 

Risk-free interest rate

2.1%

Expected life (in years)

6

Dividend yield

0.6%

Expected volatility

26.9

%

Forfeiture rate

0.0%
Sub-Optimal Exercise Factor2.5

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

  

Year Ended December 31,

 
  

2017

  

2016

  

2015

 
  

Shares

(In thousands)

  

Weighted

Average

Exercise

Price

  

Shares

(In thousands)

  

Weighted

Average

Exercise

Price

  

Shares

(In thousands)

  

Weighted

Average

Exercise Price

 

Outstanding at beginning of year

  2,565  $33.36   2,438  $25.38   4,477  $27.48 

Granted, at fair value:

                        

Stock Options

  30   57.97   1,155   43.01   45   38.24 

SARs*

  132   62.55             

RSUs**

  23                    

Exercised

  (1,181)  25.92   (967)  25.33   (1,589)  26.77 

Forfeited

  (21)  46.15   (57)  24.12   (125)  27.33 

Expired

        (4)  26.84   (370)  45.78 

Outstanding at end of year

  1,548   41.35   2,565   33.36   2,438   25.38 

Options and SARs exercisable at end of year

  431   32.61   557   25.22   858   26.75 

Weighted-average fair value of options and SARs granted during the year

     $22.82      $11.61      $8.68 

__________

Information on the awards outstanding and the related weighted average exercise price as of and for the years ended December 31, 2020, 2019 and 2018 are presented in the table below:

  

Year Ended December 31,

 
  

2020

  

2019

  

2018

 
  

Awards
(In thousands)

  

Weighted
Average
Exercise
Price

  

Awards
(In thousands)

  

Weighted
Average
Exercise
Price

  

Awards
(In thousands)

  

Weighted
Average
Exercise
Price

 

Outstanding at beginning of year

  1,792  $50.39   2,527  $46.77   1,548  $41.35 

Granted, at fair value:

                        

SARs (1)

  957   68.82   38   69.13   1,172   53.87 

RSUs (2)

  35   0   9   0   74   0 

PSUs (3)

  25   0   0   0   0   0 

Exercised

  (469)  45.71   (711)  37.83   (203)  29.75 

Forfeited

  (100)  55.05   (71)  50.59   (64)  45.73 

Expired

  0   0   0   0   0   0 

Outstanding at end of year

  2,240   57.68   1,792   50.39   2,527   46.77 

Options and SARs exercisable at end of year

  704   51.64   479   48.35   846   42.06 

Weighted-average fair value of awards granted during the year

     $20.84      $29.24      $16.45 

*(1)

Upon exercise, SARs entitle the recipient to receive shares of common stock with aequal to the increase in value equal toof the increase in value ofaward between the award betweengrant date and the grant date and the exercise date.

**(2)

An RSU represents the right to receive one share of common stock once certain vesting conditions are met. The value of an RSU is identical to the value of the underlying stock.

(3)

The Performance shares units shall be paid out based on achievement of three-year relative total stockholder return compared to other companies in S&P 500 index.

 

As of December 31, 2020, 2,516,498 shares of the Company’s common stock are available for future grants under the 31,2018 2017,894,437Incentive Plan. NaN shares of the Company’s common stock are available for future grants under the 2012 Incentive Plan. No shares of the Company’s common stock are available for future grants under the 2004 Incentive Plan as of such date.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

The following table summarizes information about stock-based awards outstanding at December 31, 2020 (31,2017 (sharesshares in thousands):

 

   

Options Outstanding

  

Options Exercisable

    

Awards Outstanding

 

Awards Exercisable

 

Exercise Price

Exercise Price

  

Number of

Stock-based

Awards

Outstanding

  

Weighted

Average

Remaining

Contractual

Life in Years

  

Aggregate

Intrinsic Value

  

Number of

Stock-based

Awards

Exercisable

  

Weighted

Average

Remaining

Contractual

Life in Years

  

Aggregate

Intrinsic Value

 

Exercise Price

  

Number of
Stock-based
Awards
Outstanding

 

Weighted
Average
Remaining
Contractual
Life in Years

 

Aggregate
Intrinsic Value

 

Number of
Stock-based
Awards
Exercisable

 

Weighted
Average
Remaining
Contractual
Life in Years

 

Aggregate
Intrinsic Value

 
                           
$-   23   3.9   1,455   -   -   -   85  2.1  $7,677  0    $0 
20.13   35   1.3   1,533   35   1.3   1,533 42.87  235  1.5  11,129  235  1.5  11,129 
23.34   176   1.4   7,150   176   1.4   7,150 47.46  15  2.9  642  15  2.9  642 
25.65   10   0.3   398   10   0.3   398 51.71  8  4.0  309  0  4.0  0 
35.15   15   5.1   432   15   5.1   432 53.16  31  3.9  1,164  21  3.9  792 
38.24   15   4.8   386   15   4.8   386 53.44  486  3.5  17,893  129  3.5  4,719 
42.87   1,074   4.5   22,651   143   4.5   3,005 55.16  296  2.9  10,384  213  2.9  7,484 
47.46   38   5.9   619   38   5.9   619 57.97  15  3.6  485  15  3.6  485 
57.97   30   6.6   180   -   -   - 58.79  1  1.5  33  0  1.5  0 
58.79   23   4.5   120   -   -   - 63.35  94  2.9  2,525  68  2.9  1,843 
63.35   109   5.9   66   -   -   - 63.40  45  5.5  1,219  0  5.5  0 
                          67.54  12  5.9  269  0  5.9  0 
    1,548   4.2  $34,990   432   3.0  $13,523 68.34  47  5.4  1,027  0  5.4  0 
69.14  842  5.4  17,820  0  5.4  0 
71.71  4  4.6  74  0  4.6  0 
72.14  15  4.7  272  0  4.7  0 
76.43  8  4.9  117  8  4.9  117 
90.28   1  2.8  0  0  2.8  0 
    2,240  3.9  $73,039  704  2.6  $27,211 

 

187
159

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

The following table summarizes information about stock-based awards outstanding at December 31, 2019 (31,2016 (sharesshares in thousands):

 

   

Options Outstanding

  

Options Exercisable

    

Awards Outstanding

 

Awards Exercisable

 

Exercise Price

Exercise Price

  

Number of

Stock-based

Awards

Outstanding

  

Weighted

Average

Remaining

Contractual

Life in Years

  

Aggregate

Intrinsic Value

  

Number of

Stock-based

Awards

Exercisable

  

Weighted

Average

Remaining

Contractual

Life in Years

  

Aggregate

Intrinsic Value

 

Exercise Price

  

Number of
Stock-based
Awards
Outstanding

 

Weighted
Average
Remaining
Contractual
Life in Years

 

Aggregate
Intrinsic Value

 

Number of
Stock-based
Awards
Exercisable

 

Weighted
Average
Remaining
Contractual
Life in Years

 

Aggregate
Intrinsic Value

 
                           
$18.56   15   2.8   526   15   2.8   526   59  1.5  $4,369  0    $0 
19.69   15   2.6   509   15   2.6   509 42.87  427  2.5  13,517  230  2.5  7,295 
20.13   108   2.3   3,608   108   2.3   3,608 47.46  15  3.9  406  15  3.9  406 
20.54   53   2.3   1,761   28   2.3   934 51.71  8  5.0  182  0  0.0  0 
23.34   635   2.4   19,226   140   2.4   4,247 53.16  35  4.9  756  15  4.9  329 
24.57   9   2.1   269   1   2.1   33 53.44  783  4.5  16,498  0  0.0  0 
25.65   68   1.3   1,905   68   1.3   1,905 55.16  296  3.9  5,724  131  3.9  2,527 
26.70   15   3.8   404   15   3.8   404 57.97  30  4.6  497  30  4.6  497 
28.23   30   4.8   762   30   4.8   762 58.79  12  2.5  187  6  2.5  94 
29.52   400   3.6   9,640   75   3.6   1,807 63.35  98  3.9  1,094  52  3.9  581 
29.95   17   0.3   400   17   0.3   400 71.71  4  5.6  11  0    0 
35.15   15   6.1   277   -   -   - 72.14  15  5.7  36  0    0 
38.24   45   5.8   692   45   5.8   692 76.43   10  5.9  0  0    0 
42.87   1,080   5.5   11,610   -   -   -  
47.46   60   6.9   370   -   -   -     1,792  3.8  $43,277  479  3.2  $11,729 
                          
                          
    2,565   4.1  $51,959   557   2.7  $15,827 

 

The aggregate intrinsic value in the above tables represents the total pretax intrinsic value, based on the Company’sCompany’s stock price of $63.96$90.28 and $53.62$74.52 as of December 31, 20172020 and 2016,2019, respectively, which would have potentially been received by the stock-based award holders had all stock-based award holders exercised their stock-based award as of those dates. The total number of in-the-money stock-based awards exercisable as of December 31, 20172020 and 20162019 was 431,387704,169 and 557,350,479,402, respectively.

 

The total pretax intrinsic value of options exercised during the year ended December 31, 20172020 and 20162019 was $38.9$11.0 million and $18.0$19.3 million, respectively, based on the average stock price of $58.82$69.2 and $43.99$65.04 during the years ended December 31, 20172020 and 2016,2019, respectively.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 16 — POWER PURCHASE AGREEMENTS

Substantially all of the Company’s electricity revenues are recognized pursuant to PPAs in the U.S. and in various foreign countries, including Kenya and Guatemala. These PPAs generally provide for the payment of energy payments or both energy and capacity payments through their respective terms which expire in varying periods from 2018 to 2043. Generally, capacity payments are calculated based on the amount of time that the power plants are available to generate electricity. The energy payments are calculated based on the amount of electrical energy delivered at a designated delivery point. The price terms are customary in the industry and include, among others, a fixed price, short-run avoided cost (“SRAC”) (the incremental cost that the power purchaser avoids by not having to generate such electrical energy itself or purchase it from others), and a fixed price with an escalation clause that includes the value for environmental attributes, known as renewable energy credits. Certain of the PPAs provide for bonus payments in the event that the Company is able to exceed certain target levels and potential payments by the Company if it fails to meet minimum target levels. One PPA gives the power purchaser or its designee the right of first refusal to acquire the geothermal power plants at fair market value. Upon satisfaction of certain conditions specified in this PPA, and subject to receipt of requisite approvals and negotiations between the parties, the Company has the right to demand that the power purchaser acquire the power plant at fair market value. The Company’s subsidiaries in Guatemala sell power at an agreed upon price subject to terms of a “take or pay” PPA.

Pursuant to the terms of certain of the PPAs, the Company may be required to make payments to the relevant power purchaser under certain conditions, such as shortfall in delivery of renewable energy and energy credits, and not meeting certain performance threshold requirements, as defined in the relevant PPA. The amount of payment required is dependent upon the level of shortfall in delivery or performance requirements and is recorded in the period the shortfall occurs. In addition, if the Company does not meet certain minimum performance requirements, the capacity of the power plant may be permanently reduced.

As discussed in Note 1, the Company assessed all PPAs agreed to, modified or acquired in business combinations on or after July 1, 2003, and evaluated whether such PPAs contained a lease element requiring lease accounting. Future lease revenues under PPAs which contain a lease element as of December 31, 2017 including the PPAs that provide for minimum production or performance guarantees are accounted for as contingent lease revenues as they are production-based payments and contingent on generation levels that are impacted by climatic variables that are inherently uncertain including geological conditions and ambient temperature.

The PPAs considered to be leases were also assessed for inclusion of embedded derivatives, which required that they be separately accounted for at fair value. However, none of such PPAs were determined to include embedded derivatives.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 17— INTEREST EXPENSE, NET

 

The components of interest expense are as follows:

 

 

Year Ended December 31,

  

Year Ended December 31,

 
 

2017

  

2016

  

2015

  

2020

 

2019

 

2018

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Interest related to sale of tax benefits

 $6,985  $9,349  $9,620  $9,344  $11,786  $11,284 

Interest expense

  54,381   61,327   67,032  79,018  71,883  63,368 

Less — amount capitalized

  (7,224)  (3,287)  (4,075)  (10,409) (3,285) (3,728)
 $54,142  $67,389  $72,577  $77,953  $80,384  $70,924 

 

160

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 1817 — INCOME TAXES

 

U.S. and foreign components of income from continuing operations, before income taxes and equity in income (losses) of investees consisted of:

 

  

Year Ended December 31,

 
          
  

2017

  

2016

  

2015

 
  

(Dollars in thousands)

 

U.S.

 $13,680  $(7,109) $(236)

Non-U.S. (foreign)

  157,050   148,197   113,835 
Total income from continuing operations, before income taxes and equity in losses of investees $170,730  $141,088  $113,599 
  

Year Ended December 31,

 
  

2020

  

2019

  

2018

 
  

(Dollars in thousands)

 

U.S

 $43,273  $14,187  $14,097 

Non-U.S. (foreign)

  125,444   123,116   123,084 

Total income from continuing operations, before income taxes and equity in losses

 $168,717  $137,303  $137,181 

 

The components of the provision (benefit) for income taxes, net are as follows:

 

  

Year Ended December 31,

 
          
  

2017

  

2016

  

2015

 
  

(Dollars in thousands)

 

Current:

            

Federal

 $43,850  $  $51 

State

  108   (276)  252 

Foreign

  10,816   14,040   19,175 
Total current income tax expense $54,774  $13,764  $19,478 
             

Deferred:

            
Federal  (78,220)      
State  (4,544)      

Foreign

  26,579   18,073   (34,736)
Total deferred tax benefit  (56,185)  18,073   (34,736)
Total provision (benefit) for income taxes $(1,411) $31,837  $(15,258)

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The significant components of the deferred income tax expense (benefit) are as follows:

  

Year Ended December 31,

 
          
  

2017

  

2016

  

2015

 
  

(Dollars in thousands)

 
             

Other deferred tax expense (exclusive of the effect of other components listed below)

 $1,833  $(1,105) $541 

Usage (benefit) of operating loss carryforwards - U.S.

  73,049   (14,072)  (30,596)

Change in valuation allowance

  (58,757)  16,411   (14,324)

Change in foreign valuation allowance

        (49,701)

Change in foreign income tax

  26,579   18,073   14,965 

Change in lease transaction

        (452)

Change in tax monetization transaction

  (23,234)  48,000   16,386 

Change in depreciation

  129,408   (55,462)  28,370 
Change in foreign tax credits  (86,206)      
Change in withholding tax  14,400       
Change in state and investment tax credits  (144)      

Change in intangible drilling costs

  (118,610)  10,227   10,335 

Change in production tax credits and alternative minimum tax credit

  (2,070)  (11,659)  610 

Basis difference in partnership interests

  (12,433)  7,660   (10,870)
  $(56,185) $18,073  $(34,736)
  

Year Ended December 31,

 
  

2020

  

2019

  

2018

 
  

(Dollars in thousands)

 

Current:

            

Federal

 $0  $0  $0 

State

  363   172   381 

Foreign

  61,574   16,969   14,992 

Total current income tax expense

 $61,937  $17,141  $15,373 
             

Deferred:

            

Federal

  22,682   (12,179)  (6,886)

State

  7,277   4,671   (2,595)

Foreign

  (24,893)  35,980   28,841 

Total deferred tax provision (benefit)

  5,066   28,472   19,360 

Total Income tax provision

 $67,003  $45,613  $34,733 

 

Reconciliation of the U.S. federal statutory tax rate to the Company’s effective income tax rate is as follows:

 

 

Year Ended December 31,

 
        

Year Ended December 31,

 
 

2017

  

2016

  

2015

  

2020

 

2019

 

2018

 

U.S. federal statutory tax rate

  35.0%  35.0%  35.0% 21.0

%

 21.0

%

 21.0

%

Impact of federal tax reform (13.2) -  -  0  0  2.6 
Transition tax inclusion 42.1  -  -    0  (5.7)
Foreign tax credits (50.4) -  -  (0.3) (22.8) (4.2)
Tax basis adjustment (4.7) -  - 
Withholding tax 34.1  -  -  4.4  10.4  5.9 

Valuation allowance - U.S.

  (30.3)  11.1   (1.4) 3.0  (3.7) (17.2)

Valuation allowance - foreign

  -   -   (43.8)

State income tax, net of federal benefit

  (2.2)  (0.2)  0.6  3.8  3.7  1.0 

Uncertain tax positions

 (7.5) 2.1  2.1 

Effect of foreign income tax, net

  (10.3)  (14.1)  (5.1) 8.5  9.7  5.6 

Production tax credits

  (1.2)  (8.3)  (0.1) (1.8) (5.0) (3.1)

Subpart F income

  1.7   0.3   1.3  0.2  0.5  0.5 

Tax on global intangible low-tax income

 11.1  16.9  18.6 

Intra-entity transfers of assets other than inventory

 (0.4) 0.3  (2.1)

Noncontrolling interest

 (1.6) (0.4) (1.5)

Other, net

  (1.4)  (1.3)  -   (0.7)  0.5   1.8 

Effective tax rate

  (0.8%)  22.5%  (13.5%)  39.7

%

  33.2

%

  25.3

%

 

191
161

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

The net deferred tax assets and liabilities consist of the following:

 

 

December 31,

 
 

2017

  

2016

  

December 31,

 
 

(Dollars in thousands)

  

2020

 

2019

 
         

(Dollars in thousands)

 

Deferred tax assets (liabilities):

         

Net foreign deferred taxes, primarily depreciation

 $(61,961) $(35,382) $(66,452) $(88,508)

Depreciation

  (65,312)  148,419  (23,835) (21,958)

Intangible drilling costs

  12,934   (112,762) (6,689) (1,405)

Net capital loss carryforward - U.S.

  44,619   117,924 

Net operating loss carryforward - U.S.

 35,346  45,307 

Tax monetization transaction

  (6,465)  (105,789) (46,449) (30,964)

Right-of-use assets

 (3,753) (3,715)

Lease liabilities

 3,846  3,755 

State and Investment tax credits

  813   1,341  813  813 

Production tax credits

  85,193   82,451  103,592  100,524 
Foreign tax credits 86,206  -  92,077  92,497 
Withholding tax (14,400) -  (12,416) (15,539)

Stock options amortization

  1,166   3,241  1,510  1,409 

Basis difference in partnership interest

  (14,731)  (24,462) (41,818) (39,622)

Excess business interest

 10,971  6,189 

Accrued liabilities and other

  2,931   (752)  6,777  1,013 
        
  70,993   74,229 
Total 53,520  49,796 

Less - valuation allowance

  (50,858)  (109,611)  (22,193) (17,412)
        

Total

 $20,135  $(35,382)

Total, net

 $31,327  $32,384 

 

The following table presents a reconciliation of the beginning and ending valuation allowance:

 

 

Year Ended December 31,

 
       
 

2017

  

2016

  

2015

 
 

(Dollars in thousands)

  

2020

 

2019

 
             

(Dollars in thousands)

 

Balance at beginning of the year

 $109,611  $70,536  $111,280  $17,412  $22,441 
Additions to valuation allowance 46,560  39,075  -  20,214  15,437 

Release of valuation allowance

  (105,313)  -   (40,744)  (15,433) (20,466)

Balance at end of the year

 $50,858  $109,611  $70,536  $22,193  $17,412 

 

At December 31, 2017,2020, the Company had U.S. federal net operating loss (“NOL”) carryforwards of approximately $145.0$72.7 million, and state NOL carryforwards of approximately $222.2this amount, $67.9 million available to reduce future taxable income, which expire between 2029 and 2037 for federal NOLs and betweenwas generated before 2018 and expires between 2032 and 2037.  The remaining $4.8 million was generated after 20372017 and is available to be carried forward for state NOLs. The statean indefinite period.

At December 31, 2020, the Company had production tax credits (“PTCs") in the amount of $0.8 million at December 31, 2017 are available for an indefinite period. The$103.6 million.  These PTCs in the amount of $85.2 million at December 31, 2017 are available for a 20-year20-year period and expire between 20262022 and 2039. At 2037.December 31, 2020, The Foreign Tax Creditsthe Company had U.S. foreign tax credits (“FTCs”) in the amount of $86.2 million at December 31, 2017$92.1 million.  These FTCs are available for a 10-year period and begin to expire in 2027.2022.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

At December 31, 2020, the Company had state NOL carryforwards of approximately $289.9 million, $287.3 million which expire between 2025 and 2040 and $2.6 million are available to be carried forward for an indefinite period. At December 31, 2020, the Company had state tax credits in the amount of $1.0 million. These state tax credits are available to be carried forward for an indefinite period.

 

The Company has recorded notable deferred tax assets for net operating losses, foreign tax credits, and production tax credits.  Realization of the deferred tax assets and tax credits is dependent on generating sufficient taxable income in appropriate jurisdictions prior to expiration of the NOL carryforwards and tax credits. Based upon available evidence of the Company’s ability to generate additional taxable income in the future and historical losses in prior years, a valuation allowance in the amount of $50.9$22.2 million and $109.6$17.4 million is recorded against the U.S. deferred tax assets as of December 31, 20172020 and 2016,2019, respectively, as it is more likely than not that the deferred tax assets will not be realized.  The decreaseoverall increase in the valuation allowance of $58.7$4.8 million is based upon new available evidence of the Company's ability to generate additional taxable income in the U.S. due to the closingan increased valuation allowance related to foreign tax credits and capital loss carryover, partially offset by a valuation allowance release related to expected full utilization of the SCPPA portfolio and the taxable income impacts of the recently enacted Tax Act, discussed further below.U.S. production tax credits. The Company is maintaining a valuation allowance of $50.922.2 million against a portion of the U.S. foreign tax credits, production tax credits, state tax creditscredit, capital loss carryforward, and state NOLs that are expected to expire before they can be utilized in future periods.

 

In October 2016, On April 24, 2018, the FASB issued Accounting Standards Update 2016-16, Income Taxes on Intercompany Transfers (ASU 2016- 16), effective in fiscal years beginning after December 15, 2017,Company acquired 100% of stock of USG for public companies. In general,approximately $110 million.  Under the new guidance requiresacquisition method of accounting, the Company recorded a reporting entity to recognize the tax expense from intra-entity transfers of assets other than inventory in the selling entity's tax jurisdiction when the transfer occurs, even though the pre-tax effects of that transaction are eliminated  in consolidation. Anynet deferred tax asset of $1.7 million comprised primarily of federal and state NOLs netted against deferred tax liabilities for partnership basis differences and fixed assets.  The total amount of acquired federal and state NOLs, which are subject to limitations under Section 382, were $115.2 million and $49.9 million, respectively.  A valuation allowance of $2.1 million has been recorded against such acquired state NOLs, as it is more likely than notthat arisesthe deferred tax asset will not be realized.

The FASB released guidance Staff Q&A, Topic 740,No.5, that states a company can make an accounting policy election to either recognize deferred taxes related to GILTI or to provide for the GILTI tax expense in the buying entity's jurisdiction would also be recognized atyear the timetax is incurred as a period cost.  The Company has elected to treat any GILTI inclusions as a period cost. We have elected and applied the tax law ordering approach when considering GILTI as part of the transfer. For additional information on the new accounting standard related to tax effects associated with intercompany transfers of assets please see New accounting pronouncements effective in future periods” in Note 1 to our consolidated financial statements set forth in Item 8 of this annual report.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSvaluation allowance.

 

The following table presents the deferred taxes on the balance sheet as of the dates indicated:

 

 

Year Ended December 31,

 
        

Year Ended December 31,

 
 

2017

  

2016

  

2015

  

2020

  

2019

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 
             
Non-current deferred tax assets $107,605  $  $  $119,299  $129,510 

Non-current deferred tax liabilities

  (87,470)  (35,382)  (32,654)  (87,972)  (97,126)
Total Non-current deferred tax assets, net  20,135   (35,382)  (32,654)

Non-current deferred tax assets, net

 31,327  32,384 
Uncertain tax benefit offset (1)  (95)       (95)  (95)
 $20,040  $(35,382) $(32,654) $31,232  $32,289 

 

(1)(1) The non-current deferred tax asset has been reduced by the uncertain tax benefit of $0.1 million in accordance with ASU 2013-11,2013-11, Income Taxes.

 

During 2017, the Company changed its intention to reinvest certain undistributed earnings of Ormat Systems Ltd., a wholly owned subsidiary in Israel.  The decision was made to distribute $396.0 million, of which $300.0 million was received in December 2017 and the remaining $96.0 million is expected to be received during 2018.  The Company recorded the tax impact of this change in the income tax provision, notable a withholding tax of approximately $58.3 million.  The Company recorded a foreign tax credit deferred tax asset for the withholding tax and an associated valuation allowance based on the Company’s ability to utilize foreign tax credits in the U.S. prior to the expiration period.

The total amount of undistributed earnings of all other foreign subsidiaries for income tax purposes was approximately $401 million atAt December 31, 2017.2020, Itthe Company is the Company’s intentionno indefinitely reinvested with respect to reinvest undistributedthe earnings of its foreign subsidiaries due to forecasted changes in cash needs and thereby indefinitely postpone their remittance.the impact of U.S. tax reform.  The Company has accrued withholding taxes that would be owed upon future distributions of such earnings, with the exception of a certain balance of earnings held in Israel.  Accordingly, during no2020, provisionthe Company has been made foraccrued $10.5 million of foreign withholding taxes whichon future distributions of foreign earnings.

At mayDecember 31, 2019, become payable if undistributedthe Company is no longer indefinitely reinvested with respect to the earnings of its foreign subsidiaries were paid as dividendsdue to forecasted changes in cash needs and the Company. Theimpact of U.S. tax associatedreform.  The Company has accrued withholding taxes that would be owed upon future distributions of such earnings, with the undistributedexception of a certain balance of earnings were included as partheld in Israel.  Accordingly, during 2019, the Company has accrued $13.9 million of the Transition Tax.  The additionalforeign withholding taxes on that portionfuture distributions of undistributed earnings which is available for dividends are not practicably determinable.foreign earnings.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Uncertain tax positions

 

We areThe Company is subject to income taxes in the U.S.United States (federal and state) and numerous foreign jurisdictions. Significant judgment is required in evaluating ourthe Company's tax positions and determining ourits provision for income taxes. During the ordinary course of business, therethere are many transactions and calculations for which the ultimate tax determination is uncertain. We establishThe Company establishes reserves for tax-related uncertainties based on estimates of whether, and the extent to which additional taxes will be due. These reserves are established when we believethe Company believes that certain positions might be challenged despite. We adjustdespite evidence supporting the position. The Company adjusts these reserves in light of changing facts and circumstances, such as the outcome of tax audits. The provision for income taxes includes the impact of reserve positions and changes to reserves that are considered probable.

 

At December 31, 20172020 and 2016,2019, there are $9.0$2.0 million and $5.7$14.6 million of unrecognized tax benefits, respectively, that if recognized would affectreduce the annual effective tax rate.rate . Interest and penalties assessed by taxingtaxing authorities on an underpayment of income taxes are included as a component of income tax provision in the consolidated statements of operations and comprehensive income.

 

A reconciliation of ourthe Company's unrecognized tax benefits is as follows:

 

 

Year Ended December 31,

 
             

Year Ended December 31,

 
 

2017

  

2016

  

2015

  

2020

 

2019

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Balance at beginning of year

 $5,738  $10,385  $7,511  $10,623  $8,820 

Additions based on tax positions taken in prior years

  798   675   (198) 283  104 

Additions based on tax positions taken in the current year

  2,367   1,059   4,386  1,570  2,314 

Reduction based on tax positions taken in prior years

  (13)  (6,381)  (1,314)  (10,803) (615)

Balance at end of year

 $8,890  $5,738  $10,385  $1,673  $10,623 

 

 

The Company and its U.S. subsidiaries file consolidated income tax returns for federal and state (where applicable) purposes. As of December 31, 2017,2020, the Company has not been subject to U.S. federal or state income tax examinations.

The Company remains open to examination by the Internal Revenue Service for the years 20002002-20172019 and by local state jurisdictions for the years 20022004-2017.2019. These examinations may lead to ordinary course adjustments or proposed adjustments to ourthe Company's taxes or ourthe Company's net operating losses with respect to years under examination as well as subsequent periods.

 

The reduction of $0.0 million, $6.4 million and $1.3 million in 2017,2016 and 2015, respectively, was due to the statute of limitations expiration on certain tax positions as well as Ormat System's tax settlement as detailed below. 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Company’sCompany’s foreign subsidiaries remain open to examination by the local income tax authorities in the following countries for the years indicated:

 

Israel

2015

2017

Israel

 2019-2020 

Kenya

2012

2017

 2015-2020 

Guatemala

2013

2017

 2016-2020 
Honduras20122017 2015-2020 
Guadeloupe 20152017 2017-2020 

Philippines

2010

2017

New Zealand

2012

2017

 

164

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Management believes that the liability for unrecognized tax benefits is adequate for all open tax years based on its assessment of many factors, including among others, past experience and interpretations of local income tax regulations. This assessment relies on estimates and assumptions and may involve a series of complex judgments about future events. As a result, it is possible that federal, state and foreign tax examinations will result in assessments in future periods. To the extent any such assessments occur, the Company will adjust its liability for unrecognized tax benefits. The Company is not able to reasonably estimate the amount of unrecognized tax benefits. that will be reduced within the next twelve months.

 

Tax benefits in the U.SUnited States.

 

The U.S. government encourages production of electricity from geothermal resources through certain tax subsidies under the ARRA which has been extended by the Consolidated Appropriations Act, 2016 (CAA).subsidies.  On February 9, 2018 the Bipartisan Budget Act of 2018 was enacted extending the production tax credit (PTC)PTC and investment tax credit (ITC)ITC in lieu of PTCs for geothermal projects that beginbegan construction before 2018.  Geothermal On December 20, 2019, the Tax Extenders Bill was enacted, further extending the PTC and ITC in lieu of PTCs. Therefore, geothermal projects that begin construction before 20182021 and meet certain other “begun“beginning of construction” rules qualify for 2.4 cents per kilowatt hour of PTCs for their first 10-years10-years of operations; alternatively, the owner of the project may elect a 30%to claim the ITC in lieu of PTCs.  For projects that do not satisfy the begun construction rules, the ITC is reduced to 10%.  The owner of the power plant must choose between the PTC and the 30% ITC described above.  In either case, under current tax rules for tax credits, generated before January 1, 2018, any unused tax credit has a 1-year1-year carry back and a 20-year20-year carry forward. Whether the Company claims the PTC or the ITC, for assets acquired and placed in service after September 27, 2017, the Company is permitted to fully expense the cost of qualified property (“bonus depreciation”).  In later years, the first-year bonus depreciation deduction phases down, as follows:

        80% for property placed in service after Dec. 31, 2022 and before Jan. 1, 2024.

        60% for property placed in service after Dec. 31, 2023 and before Jan. 1, 2025.

        40% for property placed in service after Dec. 31, 2024 and before Jan. 1, 2026.

        20% for property placed in service after Dec. 31, 2025 and before Jan. 1, 2027.

The Company could also elect in lieu of bonus deprecation to depreciate most of the plant for tax purposes over five years on an accelerated basis, meaning that more of the cost may be deducted in the first few years than during the remainder of the depreciation period.

 

If the Company claims the ITC, the Company’sCompany’s “tax base”basis” in the plant that it can recover through bonus or accelerated depreciation (if elected) must be reduced by half of the ITC.  If the Company claims the PTC, there is no reduction in the tax basis for depreciation.  Companies that place qualifying renewable energy facilitiesWhether the Company claims the PTC or the ITC in lieu of PTC, for assets acquired and placed in service during 2010, 2011, or 2012, or that begin constructionafter September 27, 2017, the Company is eligible to expense 100% of qualifying renewable energy facilities during 2013, 2014, 2015, or 2016 and place themthe cost of qualified property (“bonus depreciation”).  In later years, the first-year bonus depreciation deduction phases down, as follows:

●        80% for property placed in service by Decemberafter Dec. 31, 2017, may choose2022 and before Jan. 1, 2024.

●        60% for property placed in service after Dec. 31, 2023 and before Jan. 1, 2025.

●        40% for property placed in service after Dec. 31, 2024 and before Jan. 1, 2026.

●        20% for property placed in service after Dec. 31, 2025 and before Jan. 1, 2027.

The Company could also elect in lieu of bonus depreciation to applydepreciate most of its "tax basis" in the plant for a cash grant from the U.S. Departmenttax purposes over five years on an accelerated basis, meaning that more of the Treasury (“U.S. Treasury”)cost may be deducted in an amount equal to the ITC. Likewise,first few years than during the tax base for depreciation will be reduced by 50%remainder of the cash grant received. Under the ARRA revised by the CAA, the U.S. Treasury is instructed to pay the cash grant within 60 governmental business days of the application or the date on which the qualifying facility is placed in service.depreciation period.

 

Income taxes related to foreign operations

 

Guadeloupe - The Company’s operations in Guadeloupe are taxed at a maximum rate of 33.3% in 2018, a maximum rate 31% in 2019, a rate of 28% in 2020, 26.5% in 2021 and 25% in 2022. In October 2020, Geothermie Bouillante received a notice from the tax authority regarding an audit for the years 2017-2019. The audit is in its early stages and as such, no adjustment has been assesses or recorded as of the balance sheet date.

Guatemala — The enacted tax rate is 25%. Orzunil, a wholly owned subsidiary, was granted a benefit under a law which promotes development of renewable power sources. The law allows Orzunil to reduce the investment made in its geothermal power plant from income tax payable, which currently reduces the effective tax rate to zero. Ortitlan, another wholly owned subsidiary, was granted a tax exemption for a period of ten years ending August 2017. Starting August 2017, Ortitlan pays income tax of 7% on its Electricity revenues.

Honduras - The effectCompany’s operations in Honduras are exempt from income taxes for the firstten years starting at the commercial operation date of the tax exemptionpower plant, which was in the years ended December 31, 2017, September 2017.2016, and 2015 is $2.6 million, $3.3 million, and $3.6 million, respectively ($0.05,$0.07, and $0.08 per share of common stock, respectively).

 

Israel — The Company’s operations in Israel through its wholly owned Israeli subsidiary, Ormat Systems Ltd. (“Ormat Systems”), are taxed at the regular corporate tax rate of  26.5% in 2015,25% in 2016,24% in 2017 and 23% in 2018 and 16%, thereafter. Ormat Systems received “Benefited Enterprise” status under Israel’s Law for Encouragement of Capital Investments, 1959 (the “Investment Law”), with respect to two of its investment programs. In January 2011, new legislation amending the Investment Law was enacted. Under the new legislation, a uniform rate of corporate tax would apply to all qualified income of certain industrial companies, as opposed to the current law’s incentives that are limited to income from a “Benefited Enterprise” during their benefits period. According to the amendment, the uniform tax rate applicable to the zone where the production facilities of Ormat Systems are located would be 16% in 2014 and thereafter. Ormat Systems decided to irrevocably comply with the new law starting in 2011.

 

In the event of distribution of a cash dividend out of retained earnings which were tax exempt due to prior benefits, Ormat Systems would have to pay tax in respect of the amount distributed. Since the exemptions are contingent upon nondistribution of dividendsdividends and since upon liquidation the Company will have to pay a 25% tax on exempt income, Ormat Systems recorded deferred tax liability at the rate of 25% in respect of the tax exempt income in 2004-2008.2004-2008. In the event that Ormat Systems fails to comply with the program terms, the tax benefits may be canceled and it may be required to refund the amount of the benefits utilized, in whole or in part, with the addition of linkage differences and interest.

Ormat Systems tax assessment for fiscal years 2010-2014 was finalized and settled in January 2017. The settlement resulted in no impact to income statement due to release of the related uncertain tax position liability.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Kenya - The Company’s operations in Kenya are taxed at the rate of 37.5%.

165 On September 11, 2015, Kenya's Income Tax Act was amended pursuant to certain provisions

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

During the fourth quarter of 2016, the Company determined that its income statement tax provision and deferred tax liabilities

Tax audit in Kenya in prior periods were overstated by approximately $4.7 million as a result of misstatements in the determination of the exchange rate impact used in the calculation of taxable income at its Kenya operations, which principally related to fiscal years prior to 2015. The Company recorded an adjustment to reduce income tax expense and deferred tax liabilities by $4.7 million in the fourth quarter of 2016 to correct this misstatement.

As previously reported by the Company, the Kenya Revenue Authority (“KRA”) conducted an audit related to the Company’s operations in Kenya for fiscal years 2012 and 2013. On June 20, 2017, the Company has signed a Settlement Agreement with the KRA under which it paid approximately $2.6 million in principal for full settlement of all claims raised by the KRA during the audit. The principal amount that was paid in June 2017 was recorded as an addition to the cost of the power plants and is qualified for investment deduction at 150% under the terms of the settlement agreement. Additionally, as per the Settlement Agreement, the Company submitted a request for waiver on the applied interest in the amount of approximately $1.2 million, for which the Company recorded a provision to cover such a potential exposure.

Guadeloupe - The Company’s operations in Guadeloupe are taxed at a rate of 34.43% in 2017, a rate of 28% up to a taxable income of  €0.5 million and 33.3% on taxable income exceeding €0.5 million in 2018, a rate of 28% up to taxable income of  €0.5 million and 31% on taxable income higher than €0.5 million in 2019, a rate of 28% in 2020, 26.5% in 2021 and 25% in 2022.

Honduras - The Company’s operations in Honduras are exempt from income taxes for the first ten years starting at the commercial operation date of the power plant.

Other significant foreign countries — The Company’s operations in New Zealand are taxed at the rate of 28% in 2015,2014 and 2013.

Income taxes related to U.S. tax legislation commonly referred to as the Tax Cuts and Jobs ActIsrael

 

On December 22, 2017,28, 2020 the U.S. government enacted comprehensiveCompany entered into a settlement agreement with the Israel Tax Authority ("ITA") in relation to a tax legislation commonly referred to asaudit for the Tax Cuts and Jobs Act (the “Tax Act”).  The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to, (1) reducing the U.S. federal corporate tax rate from 35 percent to 21 percent; (2) requiring companies to include in taxable income a one-time tax on certain repatriated earnings of foreign subsidiaries; (3) generally eliminating U.S. federal income taxes on dividends from foreign subsidiaries; (4) a new provision designed to tax global intangible low-taxed income (GILTI); (5) eliminating the corporate alternative minimum tax (AMT) and changing how existing AMT credits can be realized; (6) creating the base erosion anti-abuse tax (BEAT), a new minimum tax; (7) creating a new limitation on deductible interest expense; and (8) changing rules related to uses and limitations of net operating loss carryforwards created in tax years beginning after December 31, 2017.2015 to 2018. The settlement amount for the audit period was $4.3 million and was paid on January 7, 2021. This settlement closes and concludes all years within the audit period.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSTax audit in Kenya

 

The SEC staffCompany was audited by the Kenya Revenue Authority ("KRA") for income tax years 2013 to 2017 for which it had received during 2019 and 2020three separate Notices of Assessments ("NoA") detailing different issues relating to certain findings in respect of the KRA review of such years.

On October 19, 2020, the Company entered into a settlement agreement in relation to the second NoA that was issued SABby the KRA on 118,December 4, 2019 which provides guidance on accountingtotaling approximately $190 million of proposed adjustments, including interest and penalties. The settlement agreement extended the audit period for the issues addressed within the assessment, to cover the period from 2013 through 2019 and resulted in a total settlement payment of approximately $28 million, including interest and penalties, related to late payment in respect of 2019 taxable income. Additionally, the settlement included a deferral of tax effectsbenefits to be utilized in years subsequent to 2019 in an amount of approximately $28 million. The assessment was paid on October 27, 2020.

     On December 21, 2020, the Tax Act.  SABCompany entered into a settlement agreement with the KRA in relation to the 118first provides a measurement periodand third NoA's that shouldwere issued by the KRA on notJune 28, 2019 extend beyondand oneMay 12, 2020, year from the Tax Act enactment date for companies to complete the accounting under ASC 740.  In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Tax Act for which the accounting under ASC 740 is complete.  To the extent that a company’s accounting for certain income tax effects of the Tax Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimaterespectively, totaling approximately $9 million, including interest and penalties. The total settlement amount reflected in the financial statements.  If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provision of the tax laws that were in effect immediately before the enactment of the Tax Act.

Our accounting for the following elements of the Tax Act is incomplete and the Company may materially adjust these amounts for related administrative guidance, notices, implementing regulations, potential legislative amendments and interpretations as the new tax law evolves. However, we are able to make reasonable estimates of certain effects and, therefore, recorded provisional adjustments as follows:


           Reduction in U.S. federal corporate tax rate: The Tax Act reduces the corporate tax rate of 35 percent to 21 percent, effective January 1, 2018. Consequently, we have recorded a provision increase related to deferred taxes of $22.6agreement was $1.5 million, with a corresponding net adjustment to deferred income tax benefit for the year ended December 31, 2018.  While we are able to make a reasonable estimate of the impact of the reduction in corporate rate, it may be affected by other analyses related to the Tax Act, including, but not limited to, our calculation of deemed repatriation of deferred foreign income and the state tax effect of adjustments made to federal temporary differences.

Deemed Repatriation Transition Tax: The Deemed Repatriation Tax (Transition Tax) is a one-time tax on previously untaxed accumulated and current earnings and profits (E&P) of certain foreign subsidiaries.  To determine the amount of the Transition Tax, we must determine, in addition to other factors, the amount of post-1986 E&P of the relevant subsidiaries, as well as the amount of non-U.S. income taxeswhich was paid on such earnings.  We are able to make a reasonable estimate ofDecember 28, 2020. This concluded all open audits and NoAs with the Transition Tax and recorded a provisional Transition Tax income inclusion of $71.9 million.  The Company has sufficient NOLs to offset such tax inclusions to taxable income, therefore there is no resulting obligation due for such amount.  We are continuing to gather additional information to refine the amount computed for Transition Tax.KRA.

Global intangible low taxed income (GILTI): The Tax Act creates a new requirement that certain income (i.e. GILTI) earned by controlled foreign corporations (CFCs) must be included currently in gross income of the CFC’s U.S. Shareholder.  GILTI is the excess of the shareholder’s “net CFC tested income” over the net deemed tangible income return, which is currently defined as the excess of (1) 10 percent of the aggregate of the U.S. shareholder’s pro rata share of the qualified business asset investment of each CFC with respect to which it is a U.S. shareholder over (2) the amount of certain interest expense taken into account in the determination of net CFC-texted income.

Because of the complexity of the new GILTI rules, we are continuing to evaluate this provision of the Tax Act and the application of ASC 740. As discussed further below, for valuation allowance purposes, GILTI inclusions were determined using estimates of book income, but the Company will calculate the impact of GILTI as a period cost.

Valuation Allowance: The Company must assess whether its valuation allowance analyses are affected by various aspects of the Tax Act (e.g. deemed repatriation of deferred foreign income, GILTI inclusions, new categories of FTCs, interest expense limitations).  Since, as discussed herein, the Company has recorded provisional amounts related to certain portions of the Tax Act, any corresponding determination of the need for or change in a valuation allowance is provisional.

Uncertain Tax Positions: The Company must assess whether its uncertain tax positions analyses are affected by various aspects of the Tax Act (e.g. deemed repatriation of deferred foreign income, GILTI inclusions, new categories of FTCs, interest expense limitations).  Since, as discussed herein, the Company has recorded provisional amounts related to certain portions of the Tax Act, any corresponding determination of the need for or change in an uncertain tax position is provisional.

 

NOTE 1918 — BUSINESS SEGMENTS

 

The Company has two3 reporting segments: the Electricity segment, the Product segment and Product segments.the Energy Storage segment (previously named "Energy Storage and Management Services"). These segments are managed and reported separately as each offers different products and serves different markets. The Electricity segment is engaged in the sale

Under the Electricity segment, the Company builds, owns and operates geothermal, solar PV and recovered energy-based power plants in the United States and geothermal power plants in other countries around the world and sell the electricity they generate.

Under the Product segment, the Company designs, manufactures and sells equipment for geothermal and recovered energy-based electricity generation and remote power units and provide services relating to the engineering, procurement and construction of geothermal and recovered energy-based power plants.

Under the Energy Storage segment, the Company provides energy storage and related services as well as services relating to the engineering, procurement, construction, operation and maintenance of energy storage units. To better reflect the significant business activities under this reporting segment, the Company has renamed this reporting segment to be "Energy Storage". There is no change to the business units reported under this segment.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Transfer prices between the operating segments were determined on current market values or cost plus markup of the seller’s business segment.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Summarized financial information concerning the Company’sCompany’s reportable segments is shown in the following tables:tables, including, as further described under Note 1 to the consolidated financial statements, the Company's disaggregated revenues from contracts with customers as required by ASC 606:

 

  

Electricity

  

Product

  

Energy

Storage

  

Consolidated

 
  

(Dollars in thousands)

 

Year Ended December 31, 2020:

                

Revenues from external customers:

                

United States (1)

 $341,399  $5,800  $15,824  $363,023 

Foreign (2)

  199,994   142,325   0   342,319 

Net revenues from external customers

  541,393   148,125   15,824   705,342 

Intersegment revenues

  0   113,200   0   0 

Depreciation and amortization expense

  144,357   6,010   6,245   156,612 

Operating income (loss)

  205,256   13,145   (4,388)  214,013 

Segment assets at period end (3) (*)

  3,607,384   145,911   135,692   3,888,987 

Expenditures for long-lived assets

  267,843   18,011   34,884   320,738 

* Including unconsolidated investments

  98,217   0   0   98,217 
                 

Year Ended December 31, 2019:

                

Revenues from external customers:

                

United States (1)

  333,797   30,562   13,597   377,956 

Foreign (2)

  206,536   160,447   1,105   368,088 

Net revenues from external customers

 $540,333  $191,009  $14,702  $746,044 

Intersegment revenues

  0   84,614   0   0 

Depreciation and amortization expense

  138,426   5,308   5,027   148,761 

Operating income (loss)

  177,192   23,180   (6,576)  193,796 

Segment assets at period end (3) (*)

  3,044,909   126,018   79,567   3,250,494 

Expenditures for long-lived assets

  259,898   9,156   10,932   279,986 

* Including unconsolidated investments

  81,140   0   0   81,140 
                 

Year Ended December 31, 2018:

                

Revenues from external customers:

                

United States (1)

  305,962   14,999   7,645   328,606 

Foreign (2)

  203,917   186,744   0   390,661 

Net revenues from external customers

  509,879   201,743   7,645   719,267 

Intersegment revenues

  0   48,817   0   0 

Depreciation and amortization expense

  126,181   4,311   1,741   132,233 

Operating income (loss)

  155,546   38,083   (8,519)  185,110 

Segment assets at period end (3) (*)

  2,896,938   156,942   67,470   3,121,350 

Expenditures for long-lived assets

  219,803   9,993   28,725   258,521 

* Including unconsolidated investments

  71,983   0   0   71,983 

  

Electricity

  

Product

    

Consolidated

 
  

(Dollars in thousands)

 

Year Ended December 31, 2017:

              

Net revenues from external customers

 $468,329  $224,483    $692,812 

Intersegment revenues

     109,040     109,040 

Depreciation and amortization expense

  111,676   3,470     115,146 

Operating income

  154,475   50,543     205,018 

Segment assets at period end (*) (1)

  2,470,949   115,713     2,586,662 

Expenditures for long-lived assets

  252,581   6,653     259,234 

* Including unconsolidated investments

     34,084     34,084 
               

Year Ended December 31, 2016:

              

Net revenues from external customers

 $436,292  $226,299    $662,591 

Intersegment revenues

     56,075     56,075 

Depreciation and amortization expense

  102,698   3,279     105,977 

Operating income

  126,828   75,054     201,882 

Segment assets at period end (1)

  2,204,444   257,125     2,461,569 

Expenditures for long-lived assets

  147,211   4,719     151,930 
               

Year Ended December 31, 2015 :

              

Net revenues from external customers

 $375,920  $218,724    $594,644 

Intersegment revenues

     48,559     48,559 

Depreciation and amortization expense

  103,892   3,314     107,206 

Operating income

  99,345   64,716     164,061 

Segment assets at period end 

  2,044,346   229,636     2,273,982 

Expenditures for long-lived assets

  149,666   2,784     152,450 
167

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

(1) Electricity segment assets include goodwill in the amount of $21.0 million and $6.7 million as of December 31, 2017 and 2016, respectively.

(1)

Electricity segment revenues in the United States are all accounted under lease accounting, except for $68.1 million, $61.3 million and $26.9 million for the years 2020,2019 and 2018 which are accounted under ASC 606. Product and Energy Storage segment revenues in the United States are accounted under ASC 606, as further described under Note 1 to the consolidated financial statements.

 

(2)

Electricity segment revenues in foreign countries are all accounted under lease accounting. Product and Energy Storage segment revenues in foreign countries are accounted under ASC 606 as further described under Note 1 to the consolidated financial statements.

(3)

Electricity segment assets include goodwill in the amount of $20.5 million, $20.1 million and $20.0 million as of December 31, 2020, 2019 and 2018, respectively. Energy Storage segment assets include goodwill in the amount of $4.1 million as of December 31, 2020. NaN goodwill is included in the Product segment assets as of December 31, 2020, 2019 and 2018.

 

Reconciling information between reportable segments and the Company’sCompany’s consolidated totals is shown in the following table:

 

  

Year Ended December 31,

 
             
  

2017

  

2016

  

2015

 
  

(Dollars in thousands)

 
             

Revenues:

            

Total segment revenues

 $692,812  $662,591  $594,644 

Intersegment revenues

  109,040   56,075   48,559 

Elimination of intersegment revenues

  (109,040)  (56,075)  (48,559)

Total consolidated revenues

 $692,812  $662,591  $594,644 
             

Operating income:

            

Operating income

 $205,018  $201,882  $164,061 

Interest income

  988   971   297 

Interest expense, net

  (54,142)  (67,389)  (72,577)

Foreign currency translation and transaction losses

  2,654   (5,534)  (1,622)

Income attributable to sale of equity interest

  17,878   16,503   25,431 

Other non-operating income, net

  (1,666)  (5,345)  (1,991)

Total consolidated income before income taxes and equity in income of investees

 $170,730  $141,088  $113,599 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

  

Year Ended December 31,

 
  

2020

  

2019

  

2018

 
  

(Dollars in thousands)

 

Revenues:

            

Total segment revenues

 $705,342  $746,044  $719,267 

Intersegment revenues

  113,200   84,614   48,817 

Elimination of intersegment revenues

  (113,200)  (84,614)  (48,817)
             

Total consolidated revenues

 $705,342  $746,044  $719,267 
             

Operating income (expense):

            

Operating income

 $214,013  $193,796  $185,110 

Interest income

  1,717   1,515   974 

Interest expense, net

  (77,953)  (80,384)  (70,924)

Derivatives and foreign currency transaction gains (losses)

  3,802   624   (4,761)

Income attributable to sale of tax benefits

  25,720   20,872   19,003 

Other non-operating income (expense), net

  1,418   880   7,779 

Total consolidated income before income taxes and equity in earnings (losses) of investees

 $168,717  $137,303  $137,181 

 

The Company sells electricity, products and products for power plants and others,energy storage services mainly to the geographical areas according toset forth below based on the location of the customers, as detailed below.customer. The following tables present certain data by geographic area:

 

 

Year Ended December 31,

  

Year Ended December 31,

 
        

2020

 

2019

 

2018

 
 

2017

  

2016

  

2015

  

(Dollars in thousands)

 
 

(Dollars in thousands)

 
            

Revenues from external customers attributable to: (1)

            

Revenues from external customers attributable to:

       

United States

 $301,132  $307,025  $286,509  $363,023  $377,956  $328,606 

Indonesia

  28,968   100,856   93,191  0  0  4,379 

Kenya

  110,243   109,270   86,545  115,474  121,661  119,094 

Turkey

  125,166   46,270   57,356  65,535  88,938  168,699 

Chile

  8,895   58,032   34,478  32,418  25,540  980 

Guatemala

  27,991   30,086   27,897  27,391  28,624  27,975 

New Zealand

  33,395        34,985  31,222  10,451 

Honduras

 35,197  34,446  34,355 

Other foreign countries

  57,022   11,052   8,668   31,319  37,657  24,728 
 

Consolidated total

 $692,812  $662,591  $594,644  $705,342  $746,044  $719,267 

 

168

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

(1)Revenues as reported in the geographic area in which they originate.

 

Year Ended December 31,

 
        

Year Ended December 31,

 
 

2017

  

2016

  

2015

  

2020

 

2019

 

2018

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 
             

Long-lived assets (primarily power plants and related assets) located in:

                   

United States

 $1,510,986  $1,414,523  $1,374,465  $2,084,021  $1,870,335  $1,696,439 

Kenya

  340,970   327,157   375,257  289,266  284,526  301,956 

Other foreign countries

  281,333   199,559   107,407   232,953  224,676  222,872 

Consolidated total

 $2,133,289  $1,941,239  $1,857,129  $2,606,240  $2,379,537  $2,221,267 

 

The following table presents revenues from major customers:

 

  

Year Ended December 31,

 
                         
  

2017

  

2016

  

2015

 
  

Revenues

  

%

  

Revenues

  

%

  

Revenues

  

%

 
  

(Dollars in thousands)

      

(Dollars in thousands)

      

(Dollars in thousands)

     

Southern California Edison (1)

 $29,714   4.3  $33,552   5.1  $56,026   9.4 
Southern California Public Power Authority (1)  70,100   10.1   67,566   10.2   30,947   5.2 

Sierra Pacific Power Company and Nevada Power Company (1)(2)

  125,424   18.1   127,226   19.2   115,876   19.5 

Hyundai (3)

  28,968   4.2   100,856   15.2   93,131    15.7  

KPLC (1)

  110,243   15.9   109,270   16.5   86,545   14.6 
  

Year Ended December 31,

 
  

2020

  

2019

  

2018

 
  

Revenues

  

%

  

Revenues

  

%

  

Revenues

  

%

 
  

(Dollars in
thousands)

      

(Dollars in
thousands)

      

(Dollars in
thousands)

     

Southern California Public Power (1)

 $145,450   20.6  $133,725   17.9  $109,208   15.2 

Sierra Pacific Power Company and Nevada Power Company (1)(2)

  123,734   17.5   125,486   16.8   116,149   16.1 

KPLC (1)

  115,474   16.4   121,661   16.3   119,094   16.6 

 

(1)Revenues reported in Electricity segment.

(2)Subsidiaries of NV Energy, Inc.

(3)Revenues related to the Sarulla project that are reported in Product segment.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 2019 — TRANSACTIONS WITH RELATED ENTITIES

 

TransactionsThere were no transactions between the Company and related entities, other than those disclosed elsewhere in these financial are summarized below:statements.

 

  

Year Ended December 31,

 
  

2017

  

2016

  

2015

 
  

(Dollars in thousands)

 

Property rental fee expense paid to the Parent

 $  $  $303 

Corporate financial, administrative, executive services, and research and development services provided to the Parent

 $  $  $148 

Services rendered by an indirect shareholder of the Parent

 $  $  $15 

Restructuring with the Parent

On February 5, 2015, the Tel Aviv Stock Exchange (“TASE”) approved the listing of the Company’s common stock on the TASE. On February 10, 2015, the Company's common stock was successfully listed on the TASE. The TASE also confirmed that the Company will be included in the TA-25 Index, which is the TASE flagship index that tracks the share prices of the 25 companies with the highest market capitalization on the exchange. The Company will remain subject to the rules and regulations of the New York Stock Exchange (“NYSE”) and of the U.S. Securities and Exchange Commission (“SEC”). Under the local regime for dual listing, the Company will use the same periodic reports, financial and other relevant disclosure information that the Company submits to the SEC and NYSE.

On February 12, 2015, the Company completed the share exchange transaction with its then-Parent entity, Ormat Industries Ltd. ("OIL" or "Parent") following which, the Company became a noncontrolled public company and its public float increased from approximately 40% to approximately 76% of its total shares outstanding. Under the terms of the share exchange, OIL shareholders received 0.2592 shares in the Company for each share in OIL, or an aggregate of approximately 30.2 million shares, reflecting a net issuance of approximately 3.0 million shares (after deducting the 27.2 million shares that OIL held in the Company). Consequently, the number of total shares of the Company outstanding increased from approximately 45.5 million shares to approximately 48.5 million shares as of the closing of the share exchange.

In exchange, the Company also received $15.4 million in cash, $0.6 million in other assets and $12.1 million in land and buildings and assumed $0.5 million in liabilities. OIL's principal business purpose was to hold its interest in the Company and the transaction resulted in a transfer of non-material assets from OIL to the Company. Therefore, there was no change in the reporting entity as a result of the transaction and the Company recognized the transfer of net assets at their carrying value as presented in OIL's financial statements. Any activities of OIL will be accounted for prospectively by the Company

Corporate and administrative services agreement with the Parent

Ormat Systems and the Parent had agreements whereby Ormat Systems provided to the Parent, for a monthly fee of $10,000 (adjusted annually, in part based on changes in the Israeli Consumer Price Index), certain corporate administrative services, including the services of executive officers. In addition, Ormat Systems agreed to provide the Parent with services of certain skilled engineers and other research and development employees at Ormat Systems’ cost plus 10%.

Lease agreements with the Parent

Ormat Systems had a rental agreement with the Parent entered into in July 2004 for the sublease of office and manufacturing facilities in Yavne, Israel, for a monthly rent of $52,000, adjusted annually for changes in the Israeli Consumer Price Index, plus taxes and other costs to maintain the properties. 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Effective April 1, 2009, Ormat Systems entered into an additional rental agreement with the Parent for the sublease of additional manufacturing facilities adjacent to the current manufacturing facilities in Yavne, Israel. The term of the additional rent agreement was to expire on the same day as the abovementioned lease agreement entered into in July 2004. Pursuant to the additional lease agreement, Ormat Systems paid a monthly rent of $77,000, adjusted annually for changes in the Israeli Consumer Price Index, plus tax and other costs to maintain the properties.

As of February 12, 2015, the above-mentioned agreements are no longer effective as a result of the restructuring transaction described above.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 2120 — EMPLOYEE BENEFIT PLAN

 

401(k)(k) Plan

 

The Company has a 401(k) Plan (the “Plan”) for the benefit of its U.S. employees. Employees of the Company and its U.S. subsidiaries who have completed one60 yeardays of service or who had one year of service upon establishment of the Planemployment are eligible to participate in the Plan. Contributions are made by employees through pretaxpre- and post-tax deductions up to 60% of their annual salary. In 2017,2020, 20162019 and 2015,2018, contributions made by the Company were matched employee contributions, after completion of one year of service, up to a maximum of 4%,3% 4% and 2%4% of the employee’semployee’s annual salary, respectively. The Company’s contributions to the Plan were $1.4$1.6 million, $1.0$1.6 million and $0.6$1.6 million for the years ended December 31, 2017,2020, 2016,2019 and 2015,2018, respectively.

 

169

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Severance plan

 

The Company, through Ormat Systems, provides limited non-pension benefits to all current employees in Israel who are entitled to benefits in the event of termination or retirement in accordance with the Israeli Government sponsored programs. These plans generally obligate the Company to pay one month’smonth’s salary per year of service to employees in the event of involuntary termination. There is no limit on the number of years of service in the calculation of the benefit obligation. The liabilities for these plans are recorded at each balance sheet date by determining the undiscounted obligation as if it were payable at that point in time. Such liabilities have been presented in the consolidated balance sheets as “liabilities for severance pay”. The Company has an obligation to partially fund the liabilities through regular deposits in pension funds and severance pay funds. The amounts funded amounted to $13.9$10.7 million and $12.8$10.8 million at December 31, 20172020 and 2016,2019, respectively, and have been presented in the consolidated balance sheets as part of “deposits“Deposits and other”. The severance pay liability covered by the pension funds is not reflected in the financial statements as the severance pay risks have been irrevocably transferred to the pension funds. Under the Israeli severance pay law, restricted funds may not be withdrawn or pledged until the respective severance pay obligations have been met. As allowed under the program, earnings from the investment are used to offset severance pay costs. Severance pay expenses for the years ended December 31, 2017,2020, 2016,2019 and 20152018 were $3.2$3.0 million, $2.3$3.5 million and $2.5$3.0 million, respectively, which are net of income (including loss) amounting to $1.8$0.9 million, $0.3$1.0 million, and $0.1$(1.1) million, respectively, generated from the regular deposits and amounts accrued in severance funds.

 

The Company expects to pay the following future benefits to its employees upon their reaching normal retirement age:age:

 

   

(Dollars in thousands)

 

Year ending December 31:

     

2018

  $4,258 

2019

   1,803 

2020

   1,242 

2021

   1,418 

2022

   2,112 
2023-2027   4,338 
   $15,171 
   

(Dollars in
thousands)

 

Year ending December 31:

     

2021

  $4,968 

2022

   1,910 

2023

   148 

2024

   686 

2025

   1,160 
2026-2043   11,582 

Total

  $20,454 

 

The above amounts were determined based on the employeesemployees’ current salary rates and the number of years’ service that will have been accumulated at their retirement date. These amounts do not include amounts that might be paid to employees that will cease working with the Company before reaching their normal retirement age.

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 2221 — COMMITMENTS AND CONTINGENCIES

 

Geothermal resources

 

The Company, through its project subsidiaries in the U.S.,United States and other foreign locations, controls certain rights to geothermal fluids through certain leases with the Bureau of Land Management (“BLM”)BLM or through private leases. Royalties on the utilization of the geothermal resources are computed and paid to the lessors as defined in the respective agreements. Royalty expense under the geothermal resource agreements were $19.4$20.8 million, $17.1$21.7 million and $15.4$21.6 million for the years ended December 31, 2017,2020, 2016,2019 and 2015,2018, respectively.

 

Letters of credit

 

In the ordinary course of business with customers, vendors, and lenders, the Company is contingently liable for performance under letters of credit totaling $277.7$190.3 million at December 31, 2017.2020. Management does not expect any material losses to result from these letters of credit because performance is not expected to be required, and, therefore, isrequired.

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Purchase commitments

 

The Company purchases raw materials for inventories, construction-in-process and services from a variety of vendors. During the normal course of business, in order to manage manufacturing lead times and help assure adequate supply, the Company enters into agreements with contract manufacturers and suppliers that either allow them to procure goods and services based upon specifications defined by the Company, or that establish parameters defining the Company’sCompany’s requirements.

At December 31, 2017,2020, total obligations related to such supplier agreements were approximately $113.4$159.9 million (out of which approximately $54.2$77.8 million relate to construction-in-process). All such obligations are payable in 2018.2021.

 

Grants and royalties

 

The Company, through Ormat Systems, had historically, through December 31, 2003, requested and received grants for research and development from the Office of the Chief Scientist of the Israeli Government. Ormat Systems is required to pay royalties to the Israeli Government at a rate of 3.5% to 5.0% of the revenues derived from products and services developed using these grants. NoNaN royalties were paid for the years ended December 31, 20172020, , 2016,2019 and 2015.2018. The Company is not liable for royalties if the Company does not sell such products and services. Such royalties are capped at the amount of the grants received plus interest at LIBOR. The cap at December 31, 20172020 and 2016,2019, amounted to $1.9$2.1 million and $1.8 million, respectively,every year, of which approximately $0.9$1.1 million and $0.8 million, respectively, represents interest based on the LIBOR rate, as defined above.

 

Lease commitments

At December 31, 2017,2016 and 2015, totalThe Company's lease expenses for leasing of land, building and equipment outside of the Puna lease (separately described incommitments are detailed under Note 1222,) amounted Leases to $0.5 million, $0.4 million and $0.4 million respectively. The related future minimum lease payments are immaterial for each year.

In 2015, the Company entered into a lease transaction for a fleet of vehicles. The lease transaction was classified as a capital lease and the leased vehicles were classified under Property, Plant and Equipment in total amount of $7.6 million, representing vehicles that were received during 2015,2016 and 2017. The terms of the lease are monthly payments in equal installments over 5 years. The related future minimum lease payments are immaterial for each year.

consolidated financial statements.

 

Contingencies

 

•     On May 21, 2018, a motion to certify a class action was filed in Tel Aviv District Court against Ormat Technologies, Inc. and 11 officers and directors. The alleged class is defined as "All persons who purchased Ormat shares on the Tel Aviv Stock Exchange between August 3, 2017 and May 13, 2018". The motion alleges that the Company and other respondents violated Sections 31(a)(1) and 38C of the Israeli Securities Law, and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, because they allegedly: (1) misled investors by stating in the Company's financial statements that it maintains effective internal controls over its accounting policies and procedures, even though the Company's internal controls had material weaknesses which led to erroneous accounting in its 2017 unaudited quarterly reports that had to be restated, including adjustments to the Company’s net income and shareholders’ equity; and (2) failed to issue an immediate report in Israel until May 16, 2018, analogous to the report that was released in the United States on May 11, 2018 stating, inter alia, that the errors in its financial reports affected its balance sheet and would be remedied in its 2017 annual report. Agreed motions were filed from time to time with, and granted by, the Tel Aviv District Court to stay the proceedings in Israel in light of the United States case (Mac Costas). On June 30, 2020, pursuant to the execution and submission of a settlement agreement to the United States court for approval, which resolves the matters raised with respect to the entire class of shareholders (whether traded on the Tel Aviv Stock Exchange or U.S. stock exchange), the Company filed a motion informing the Tel Aviv court of the settlement. On January 4, 2021, the Tel Aviv District Court approved the parties’ joint motion for withdrawal and dismissal of the plaintiff’s July 2, 2020 motion for an Anti-Suit Injunction.

•     On June 11, 2018, a putative class action filed by Mac Costas on behalf of alleged shareholders that purchased or acquired the Company's ordinary shares between August 8, 2017 and May 15, 2018 was commenced in the United States District Court for the District of Nevada against the Company and its Chief Executive Officer and Chief Financial Officer, which was subsequently amended by a consolidated complaint filed by lead plaintiff Phoenix Insurance in May 13, 2019. The complaint asserts claim against all defendants pursuant to Section 10(b) of the Exchange Act, as amended, and Rule 10b-5 thereunder and against its officers pursuant to Section 20(a) of the Exchange Act. The complaint alleges that the Company's Form 10-K for the years ended December 31, 2016 and 2017, and Form 10-Qs for each of the quarters in the nine months ended September 30, 2017 contained material misstatements or omissions, among other things, with respect to the Company’s tax provisions and the effectiveness of its internal control over financial reporting, and that, as a result of such alleged misstatements and omissions, the plaintiffs suffered damages. On December 6, 2019 the Company’s motion to dismiss was denied by the court. On March 23, 2020, pursuant to out of court mediation, a term sheet for a proposed settlement of the action without admission of liability or wrongdoing, was signed between the parties and on June 10, 2020, a joint stipulation and motion for preliminary approval of the comprehensive executed settlement documentation was filed for the court for approval. On January 21, 2020, the Court issued its Order and Final Judgement certifying the Class, approving the method of notification of the settlement pursued, and approving the final settlement and proposed Plan of Allocation as well as the plaintiff attornies’ and plaintiff’s awards. The final settlement was concluded with an immaterial amount for the Company.

Jon Olson and Hilary Wilt, together with Puna Pono Alliance filed a complaint on February 17, 2015 in the Third Circuit Court for the State of Hawaii, requesting declaratory and injunctive relief requiring that Puna Geothermal Venture comply with an ordinance that the plaintiffs allege will prohibit PGV from engaging in night drilling operations at its KS-16 well site. On May 17, 2015, the original complaint was amended to add the County of Hawaii and the State of Hawaii Department of Land and Natural Resources as defendants to the case. On October 10, 2016, the court issued its decision in response to each of the plaintiffs’ and defendants’ motions for summary judgment, denying plaintiffs’ motion and granting defendant PGV's and the County of Hawaii’s cross motions for summary judgment, effectively rendering the plaintiffs’ action moot. On January 23, 2017, the plaintiffs filed a motion requesting that the Intermediate Court of Appeals address appellate jurisdiction, which was denied by the court on April 20, 2017 as premature. The Company believes that it has valid defenses under law, and intends to defend itself vigorously.

 

202

 

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

•     On September 11, 2018, the Klein derivative action (Klein Action) was filed against the Company, our board and its Chief Executive Officer and Chief Financial Officer in the United States District Court for the District of Nevada, and on October 22, 2018, the Matthew derivative action (Matthew Action) was filed against the Company, certain named present and former board members (Barniv, Beck, Boehm, Clark, Falk, Freeland, Granot, Joyal, Nishigori, Sharir, Stern and Wong) in the United States District Court, District of Nevada. The Klein complaint asserts four derivative causes of action generally arising from Ormat's restatement of its financial statements: (i) the individual defendants allegedly breached their fiduciary duties by allowing the Company to improperly report its financials; (ii) the individual defendants allegedly were unjustly enriched by being compensated while breaching their fiduciary duties; (iii) the individual defendants allegedly committed corporate waste in paying officers and directors and by incurring legal costs and potential liability; and (iv) the director defendants allegedly breached Section 14(a) of the Exchange Act in connection with the issuance of the 2018 proxy. The Matthew complaint similarly alleges derivatively a breach of fiduciary duties, abuse of control, gross mismanagement, and corporate waste by the named directors. On January 24, 2019, the Nevada Court entered an order consolidating the Klein Action and Matthew Action. On July 10, 2020, a comprehensive settlement package and derivative stipulation of settlement was submitted to the court, and on October 12, 2020, Plaintiff filed an unopposed motion to the Nevada Court requesting preliminary approval of the corporate governance enhancement settlement. On November 24, 2020, the Court issued its order preliminarily approving the derivative settlement and providing notice for a final settlement hearing on March 22, 2021 for its final decision for review of the settlement and of the request to dismiss the consolidated derivation action with prejudice. The sum the Company will bear for implementation is not material.

On July 8, 2014, Global Community Monitor, LiUNA, and two residents of Bishop, California filed a complaint in the U.S. District Court for the Eastern District of California, alleging that Mammoth Pacific, L.P., the Company and Ormat Nevada are operating three geothermal generating plants in Mammoth Lakes, California (MP-1, MP-II and PLES-I) in violation of the federal Clean Air Act and Great Basin Unified Air Pollution Control District rules. On June 26, 2015, in response to a motion by the defendants, the court dismissed all but one of the plaintiffs’ causes of action. On January 6, 2017, the court issued its order regarding several pending motions, including plaintiffs’ motion for partial summary judgment, defendants' motion for summary judgment, defendants' motion to exclude and defendants' motion for leave to file a sur-reply. The impact of the court’s January 6, 2017 order is to deny the plaintiffs’ sole remaining cause of action. No appeal by the plaintiffs is expected and the company considers this case to be effectively closed.

 

•     Following the announcement of the Company’s acquisition of U.S. Geothermal Inc. ("USG"), a number of putative shareholder class action complaints were initially filed on behalf of USG shareholders between March 8, 2018 and March 30, 2018 against USG and the individual members of the USG board of directors. All of the purported class action suits filed in Federal Court in Idaho have been voluntarily dismissed. The single remaining class action complaint is a purported class action filed in the Delaware Chancery Court, entitled Riche v. Pappas, et al., Case No.2018-0177 (Del. Ch., Mar. 12, 2018). An amended complaint was filed on May 24, 2018 under seal, under a confidentiality agreement that was executed by plaintiff. The amended Riche complaint alleges state law claims for breach of fiduciary duty against former USG directors and seeks post-closing damages. On March 27, 2020, pursuant to out of court mediation, a term sheet for a proposed settlement of the action, without admission of liability or wrongdoing, was signed between the parties. On June 3, 2020, a comprehensive settlement package and stipulation of settlement was filed with the court for approval, and on September 16, 2020 the Delaware Chancery Court approved the settlement. Plaintiff’s revised motion requesting the court to approve Plaintiff’s proposed allocation plan was filed on October 6, 2020. The sum the Company will bear in this context is not material.

On March 29, 2016, a former local sales representative in Chile, Aquavant, S.A., filed a claim against Ormat’s subsidiaries in the 27th Civil Court of Santiago, Chile on the basis of unjust enrichment. The claim requests that the court order Ormat to pay Aquavant $4.8 million in connection with its activities in Chile, including the EPC contract for the Cerro Pabellon project and various geothermal concessions, plus 3.75% of Ormat geothermal products sales in Chile over the next 10 years. Pursuant to various motions submitted by the defendants and the plaintiffs to various courts, including the Court of Appeals, the case was removed from the original court and then refiled before the 11th Civil Court of Santiago. In February 2018 preliminary defenses, filed by the Company, were denied by the lower court and are pending on appeal. The Company timely filed its answer to the claim on the merits, and the plaintiff filed its response (replication). The Company believes that it has valid defenses under law and intends to defend itself vigorously.

 

•     On March 29, 2016, a former local sales representative in Chile, Aquavant, S.A., filed a claim on the basis of unjust enrichment against Ormat’s subsidiaries in the 27th Civil Court of Santiago, Chile. The claim requests that the court order Ormat to pay Aquavant $4.6 million in connection with its activities in Chile, including the EPC contract for the Cerro Pabellon project and various geothermal concessions, plus 3.75% of Ormat geothermal products sales in Chile over the next 10 years. Pursuant to various motions submitted by the defendants and the plaintiffs to various courts, including the Court of Appeals, the case was removed from the original court and then refiled before the 11th Civil Court of Santiago. On April 16, 2020, the 11th Civil Court of Santiago issued its order rejecting Plaintiff's principal claim of unjust enrichment, as an improper cause of action, rejecting Plaintiff's secondary claim for declaratory judgment, which the Court associates with the principal claim of unjust enrichment and not relating to a number of defenses raised by the Company. In May 2020, each of the parties filed separately to the court of appeals, which are pending. On October 19, 2020, the Court of Appeals dismissed all ancillary appeals on procedural issues filed by Aquavant as well as two ancillary appeals on procedural issues filed by the Company. The Company considers it has strong legal defenses and the probability of the claimant receiving an award is low. The potential amount that the Company may bear in this context cannot be reasonably estimated at this time.

On August 5, 2016, George Douvris, Stephanie Douvris, Michael Hale, Cheryl Cacocci, Hillary E. Wilt and Christina Bryan, acting for themselves and on behalf of all other similarly situated residents of the lower Puna District, filed a complaint in the Third Circuit Court for the State of Hawaii seeking certification of a class action for preliminary and permanent injunctive relief, consequential and punitive damages, attorney’s fees and statutory interest against PGV and other presently unknown defendants. On December 12, 2016, the federal district court granted plaintiffs’ motion for joinder of HELCO as a co-defendant, and the case, which had previously been removed to the U.S. District Court for the District of Hawaii, was remanded back to the Third Circuit Court. The amended complaint alleged that injuries and other damages in an undisclosed amount were caused to the plaintiffs as a result of an alleged toxic release by PGV in the wake of Hurricane Iselle in August 2014. On June 14, 2017, the Third Circuit Court denied HELCO’s motion to dismiss the complaint against HELCO. Discovery is underway. The Company believes that it has valid defenses under law, and intends to defend itself vigorously.

On June 20, 2016, Nadia Garcia, individually and as successor in interest to Thomas Garcia Valenzuela, and as guardian ad litem to Emerie Garcia, Khamilla Garcia and Reyene Adam, filed a complaint against Ormat Technologies, Ormat Nevada and Ormesa LLC in the Superior Court of Imperial County seeking unspecified monetary damages. The complaint alleges that the Ormat defendants caused the wrongful death, personal injury and other harm to Thomas Garcia when he was employed by Martin Hydroblasting Services, Inc. and suffered injuries leading to his death while performing work at the Ormesa plant site on or around March 31, 2016. The plaintiffs and the deceased's employer’s insurer reached an out of court settlement that was approved by the US District Court, Southern District of California, and executed on May 25, 2017. The case has been dismissed, without liability to the Company.

On February 18, 2018, Western Watersheds Project filed a notice of appeal and petition for standing with respect to the January 16, 2018 BLM decision approving Addendum 2 to Operation Plan & Utilization Plan for the McGinness Hills Geothermal Project. The appeal alleges that the January 2018 BLM decision authorizing construction and operation of Phase 3 of McGinness Hills causes harm to WWP and its members by allowing degradation of the wildlife habitat of the Greater sage-grouse in that area. The Company has filed a motion to intervene as an interested party in support of the BLM.  

 

In addition, from time to time, the Company is named as a party to various other lawsuits, claims and other legal and regulatory proceedings that arise in the ordinary course of ourthe Company's business. These actions typically seek, among other things, compensation for alleged personal injury, breach of contract, property damage, punitive damages, civil penalties or other losses, or injunctive or declaratory relief. With respect to such lawsuits, claims and proceedings, the Company accrues reserves when a loss is probable, and the amount of such loss can be reasonably estimated. It is the opinion of the Company’sCompany’s management that the outcome of these proceedings, individually and collectively, will not be material to the Company’s consolidated financial statements as a whole.

 

203

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

 

NOTE 22 — LEASES

The Company is a lessee in operating lease transactions primarily consisting of land leases for its exploration and development activities. Additionally, the Company was a lessee under an operating lease in relation to the Puna power plant transaction which was terminated in December 2019 as further described under Note 12 to the consolidated financial statements. The Company is a lessee in finance lease transactions primarily consisting of fleet vehicles and office rentals. The Company is a lessor in PPAs that are accounted under lease accounting, as further described under Note 1 to the consolidated financial statements under "Revenues and cost of revenues" and "Leases".

A.

Leases in which the Company is a lessee

The table below presents the effects on the amounts relating to total lease cost:

  

Year Ended

December 31,

2020

  

Year Ended

December 31,

2019

 
  

(Dollars in thousands)

 

Lease cost

        

Finance lease cost:

        

Amortization of right-of-use assets

 $3,422  $3,273 

Interest on lease liabilities

  1,226   1,330 

Operating lease cost

  3,303   8,057 

Variable lease cost

  1,891   1,647 

Short-term lease cost

  0   0 

Total lease cost

 $9,842  $14,307 
         

Other information

        

Cash paid for amounts included in the measurement of lease liabilities:

        

Operating cash flows for finance leases

 $1,226  $1,330 

Operating cash flows for operating leases

  3,213   9,004 

Financing cash flows for finance leases

  2,890   3,164 

Right-of-use assets obtained in exchange for new finance lease liabilities

  1,028   5,262 

Right-of-use assets obtained in exchange for new operating lease liabilities

  2,614   6,364 

  

December 31,

  

December 31,

 

Additional information as of the end of the year:

 

2020

  

2019

 

Weighted-average remaining lease term — finance leases (in years)

  5.2   4.0 

Weighted-average remaining lease term — operating leases (in years)

  10.7   7.3 

Weighted-average discount rate (in percentage)

  5

%

  5

%

Future minimum lease payments under non-cancellable leases as of December 31, 2020 were as follows:

  

Operating Leases

  

Finance Leases

 
  

(Dollars in thousands)

 

Year ending December 31,

        

2021

 $3,255  $4,177 

2022

  2,539   4,116 

2023

  1,902   3,015 

2024

  1,625   1,156 

2025

  1,440   565 

Thereafter

  9,559   3,694 

Total future minimum lease payments

  20,320   16,723 

Less imputed interest

  4,501   4,450 

Total

 $15,819  $12,273 

173

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

B.

Leases in which the Company is a lessor

The table below presents the lease income recognized for lessors:

  

Year Ended

December 31,

2020

  

Year Ended

December 31,

2019

 
  

(Dollars in thousands)

 

Lease income relating to lease payments of operating leases

 $473,260  $479,059 

174

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 23 — QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

 

  

Three Months Ended

 
  

Mar. 31, 2016

  

June 30, 2016

  

Sept. 30, 2016

  

Dec. 31, 2016

  

Mar. 31, 2017

  

June 30, 2017

  

Sept. 30, 2017

  

Dec. 31, 2017

 
  

(Dollars in thousands, except per share amounts)

 

Revenues:

                                

Electricity

 $107,868  $104,001  $109,795  $114,628  $115,776  $111,777  $112,273  $128,503 

Product

  43,726   55,860   74,822   51,891   74,122   67,587   44,912   37,862 

Total revenues

  151,594   159,861   184,617   166,519   189,898   179,364   157,185   166,365 

Cost of revenues:

                                

Electricity

  63,686   62,243   66,481   69,163   66,036   65,439   65,774   75,017 

Product

  24,035   31,822   43,647   30,719   49,452   43,432   32,218   26,992 

Total cost of revenues

  87,721   94,065   110,128   99,882   115,488   108,871   97,992   102,009 

Gross margin

  63,873   65,796   74,489   66,637   74,410   70,493   59,193   64,356 

Operating expenses:

                                

Research and development expenses

  349   595   1,086   732   602   1,050   716   789 

Selling and marketing expenses

  3,675   3,668   4,793   4,288   4,363   4,090   3,630   3,517 

General and administrative expenses

  8,749   8,783   19,093   10,085   9,949   12,201   10,877   9,854 

Write-off of unsuccessful exploration activities

  557   863   1,294   303   --   --   --   1,796 

Operating income

  50,543   51,887   48,223   51,229   59,496   53,152   43,970   48,400 

Other income (expense):

                                

Interest income

  320   245   266   140   244   362   255   127 

Interest expense, net

  (16,023)  (18,401)  (17,137)  (15,828)  (14,923)  (14,540)  (11,692)  (12,987)

Derivatives and foreign currency transaction gains (losses)

  1,962   (4,332)  (222)  (2,942)  1,338   1,703   (1,001)  614 

Income attributable to sale of tax benefits

  4,398   4,519   3,463   4,123   6,157   4,356   3,506   3,859 

Other non-operating income (expense), net

  191   49   (5,546)  (39)  (92)  6   (1,592)  12 

Income (loss) from continuing operations, before income taxes and equity in income of investees

  41,391   33,967   29,047   36,683   52,220   45,039   33,446   40,025 

Income tax benefit (provision)

  (9,509)  (7,890)  (11,988)  (2,450)  (10,886)  (6,369)  (11,003)  29,669 

Equity in income (losses) of investees

  (937)  (1,144)  (2,653)  (3,001)  (1,599)  (428)  337   (267)

Net income (loss)

  30,945   24,933   14,406   31,232   39,735   38,242   22,780   69,427 

Net loss (income) attributable to noncontrolling interest

  (1,674)  (584)  (2,326)  (3,002)  (4,423)  (3,206)  (3,599)  (3,467)

Net income (loss) attributable to the Company's stockholders

 $29,271  $24,349  $12,080  $28,230  $35,312  $35,036  $19,181  $65,960 
                                 

Earnings (loss) per share attributable to the Company's stockholders

                                
                                 

Basic:

                                

Net income

 $0.60  $0.49  $0.24  $0.57  $0.71  $0.70  $0.38  $1.30 
                                 

Diluted:

                                

Net income

 $0.59  $0.48  $0.21  $0.56  $0.70  $0.69  $0.38  $1.29 
                                 

Weighted average number of shares used in computation of earnings per share attributable to the Company's stockholders:

                                

Basic

  49,173   49,456   49,599   49,647   49,680   49,771   50,367   50,607 

Diluted

  49,782   50,137   50,289   50,293   50,491   50,624   50,867   51,053 

  

Three Months Ended

 
  

Mar. 31,2019

  

June 30,2019

  

Sept. 30,2019

  

Dec. 31,2019

  

Mar. 31,2020

  

June 30,2020

  

Sept. 30,2020

  

Dec. 31,2020

 
  

(Dollars in thousands, except per share amounts)

 

Revenues:

                                

Electricity

 $142,908  $129,079  $123,978  $144,368  $142,856  $128,685  $123,660  $146,192 

Product

  52,128   52,030   43,037   43,814   47,411   43,701   29,625   27,388 

Energy storage

  4,002   2,956   3,484   4,260   1,846   2,514   5,662   5,802 

Total revenues

  199,038   184,065   170,499   192,442   192,113   174,900   158,947   179,382 

Cost of revenues:

                                

Electricity

  77,543   73,775   80,124   81,393   71,368   71,950   76,670   80,071 

Product

  42,106   41,316   31,073   31,479   36,978   34,709   24,037   19,224 

Energy storage

  5,210   3,827   3,807   5,068   1,949   2,855   4,210   5,046 

Total cost of revenues

  124,859   118,918   115,004   117,940   110,295   109,514   104,917   104,341 

Gross profit

  74,179   65,147   55,495   74,502   81,818   65,386   54,030   75,041 

Operating expenses:

                                

Research and development expenses

  900   810   1,062   1,875   1,619   1,172   1,490   1,114 

Selling and marketing expenses

  3,865   3,276   3,783   4,123   4,794   4,854   4,076   3,660 

General and administrative expenses

  15,689   14,181   11,931   14,032   16,745   11,870   14,539   17,072 

Business interruption insurance income

  0   0   0   0   (2,397)  (585)  (17,761)  0 

Operating income

  53,725   46,880   38,719   54,472   61,057   48,075   51,686   53,195 

Other income (expense):

                                

Interest income

  293   420   482   320   402   441   626   248 

Interest expense, net

  (21,223)  (21,517)  (20,076)  (17,568)  (17,273)  (19,785)  (21,756)  (19,139)

Derivatives and foreign currency transaction gains (losses)

  472   19   205   (72)  393   671   1,047   1,691 

Income attributable to sale of tax benefits

  7,764   4,637   4,056   4,415   4,132   5,672   7,014   8,902 

Other non-operating income (expense), net

  91   1,027   244   (482)  78   304   961   75 

Income from operations before income tax and equity in earnings (losses) of investees

  41,122   31,466   23,630   41,085   48,789   35,378   39,578   44,972 

Income tax (provision) benefit

  (14,039)  3,529   (9,626)  (25,477)  (18,148)  (11,766)  (15,361)  (21,728)

Equity in earnings (losses) of investees, net

  1,047   1,202   1,085   (1,481)  (735)  1,658   (1,119)  288 

Net income

  28,130   36,197   15,089   14,127   29,906   25,270   23,098   23,532 

Net loss (income) attributable to noncontrolling interest

  (2,184)  (2,259)  516   (1,521)  (3,873)  (2,224)  (7,419)  (2,834)

Net income (loss) attributable to the Company's stockholders

 $25,946  $33,938  $15,605  $12,606  $26,033  $23,046  $15,679  $20,698 
                                 

Earnings (loss) per share attributable to the Company's stockholders

                                

Basic

 $0.51  $0.67  $0.31  $0.25  $0.51  $0.45  $0.31  $0.39 
                                 

Diluted

 $0.51  $0.66  $0.30  $0.24  $0.51  $0.45  $0.31  $0.39 
                                 

Weighted average number of shares used in computation of earnings per share attributable to the Company's stockholders:

                                

Basic

  50,709   50,800   50,933   51,017   51,036   51,043   51,072   53,106 
                                 

Diluted

  51,012   51,094   51,334   51,511   51,526   51,362   51,282   53,551 

 

204
175

ORMAT TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 24 — SUBSEQUENT EVENTS

 

Cash dividend

 

On March 1, 2018,February 24, 2021, the Company’sCompany’s Board of Directors declared, approved and authorized payment of a quarterly dividend of $11.5$6.7 million ($0.23($0.12 per share) to all holders of the Company’s issued and outstanding shares of common stock on March 14, 2018,11, 2021, payable on March 29, 2018.2021.

 

U.S. Geothermal transactionWeather conditions

 

In February 2021, extreme weather conditions in the area of Georgetown Texas, resulted in a significant increase in demand for electricity on the one hand and decrease in the electricity supply in the region on the other hand. On February 15, the Electricity Reliability Council of Texas (“ERCOT”) issued an Energy Emergency Alert level 3 ("EEA 3") prompting rotating outages in Texas. Eventually, this led to a significant increase in the Responsive Reserve Service (“RRS”) market prices, where the Company operates its Rabbit Hill battery energy storage facility which provides ancillary services and energy optimization to the wholesale markets managed by ERCOT. Due to the electricity supply shortage, ERCOT restricted battery charging in the Rabbit Hill facility starting February 16, 2021 to February 19, 2021 resulting in a limited ability of the Rabbit Hill storage facility to provide RRS. As a result, the Company incurred losses of up to approximately $11 million from a hedge transaction in relation to its inability to provide RRS during that period that it does not expect to recover from the market. Starting February 19, 2021, the Rabbit Hill energy storage facility resumed operation in full capacity.

In addition, as the event is still unfolding, the Company may incur additional losses related to imbalance charges from the grid operator in respect of its demand response operation as it may not be able to collect such charges from its customers. 

Tax law amendment

In January 2017, the Encouragement Law was amended (the "Amendment” or "Amendment 73"). The Amendment includes, inter alia, new tax incentives track: Preferred Technological Enterprise (“PTE”). The new tax incentives include incentives with respect to income generated from intellectual property, such as patents and software (“Technological Income”), subject to meeting certain conditions.  In order to qualify for the PTE tax regime, a company is required to meet certain mandatory conditions. Companies that do not meet the mandatory conditions are required to receive an approval from the Israeli Innovation Authority ("IIA") for owning "Innovation Promoting Enterprise" in order to be eligible for a reduced corporate income tax rate of 12% related to the Preferred Technological Income stream under PTE.

Ormat Systems applied for a ruling from the IIA in order to qualify as an “Innovation Promoting Enterprise", that will allow the company to bypass the quantitative pre-conditions and be eligible for the tax benefits of a PTE. On January 20, 2021, Ormat Systems received the IIA approval that it owns an "Innovation Promoting Enterprise" and therefore is eligible for a reduced corporate tax rate of 24,12% on its "Preferred Technological Income" for the tax years 20182019 the Company entered into a definitive agreement to acquire U.S. Geothermal Inc. (“U.S. Geothermal”), a renewable energy company focused on the development, production and sale of electricity from geothermal energy. Under the terms of the merger agreement, holders of U.S. Geothermal common stock will receive $5.452020 per share in cash. On a fully diluted basis, including payment to U.S. Geothermal’s option holders, the Company will pay total consideration(effective tax rate of approximately $109.913% million. The closing of the merger is subject to customary conditions, including receipt of regulatory approvalsfor 2019 and approval by persons holding a majority of the outstanding shares of U.S. Geothermal common stock. The transaction is expected to close2020). This impact will be recorded in the secondfirst quarter of 2018.2021.

U.S. Geothermal is currently operating geothermal power projects at Neal Hot Springs, Oregon, San Emidio, Nevada and Raft River, Idaho for a total designed net output of 45 MW that currently generate approximately 38 MW, net.

 

 

 

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

 

None.None.

 

ITEM 9A. CONTROLS AND PROCEDURES

 

Disclosure Controls and ProceduresProcedures

 

Evaluation ofWe maintain disclosure controls and procedures.Our that are designed to provide reasonable assurance that information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive OfficerCEO (principal executive officer) and Chief Financial Officer, have conductedCFO (principal financial officer), as appropriate, to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

As required by SEC Rule 13a-15(e), we carried out an evaluation, under the supervision and with the participation of our management, including our CEO and CFO, of the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) required by Rules 13a-15(b) or 15d-15(b) under the Exchange Act, as amended.of December 31, 2020. Based on thatthis evaluation, our management, including our Chief Executive OfficerCEO and Chief Financial Officer,CFO concluded that our disclosure controls and procedures were not effective as of DecemberofDecember 31, 2017 as a result2020 to provide the reasonable assurance described above.

Changes in Internal Control Over Financial Reporting

Other than steps taken in connection with the completion of the material weaknessremediation process described below, there were no changes in our internal control over financial reporting discussedthat occurred during the quarter ended December 31, 2020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

During the year ended December 31, 2020, we completed our internal control procedures to address the previously identified material weakness as described in more detail under “Remediation Efforts” below.

 

Management’ss Report on Internal Control over Financial Reporting

 

Our management including our Chief Executive Officer and Chief Financial Officer, is responsible for establishing and maintaining adequate internal control over financial reporting, as describedsuch term is defined in RulesRule 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended, or the Exchange Act. Internal control over financial reporting is defined as a process designed by, or under the supervision of, the issuer’s principal executive and principal financial officers, or persons performing similar functions, and effected by the issuer’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that: (1) Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the issuer, (2) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the issuer are being made only in accordance with authorizations of management and directors of the issuer and (3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the issuer’s assets that could have a material effect on the financial statements.  

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in our conditions, or that the degree of compliance with our policies or procedures may deteriorate.

Evaluation of effectiveness of internal control over financial reporting.  Our management, underUnder the supervision and with the participation of our Chief Executive Officermanagement, including the CEO and our Chief Financial Officer, has conductedthe CFO, we carried out an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 20172020 using the criteria established in Internal Control — Integrated Framework“Internal Control-Integrated Framework” (2013), issued by the COSO and, basedCommittee of Sponsoring Organizations of the Treadway Commission (COSO). Based on thisthat evaluation, our management concluded that our internal control over financial reporting was not effective as of December 31, 2020.

Our internal control over financial reporting as of December 31, 2020 has been audited by Kesselman & Kesselman, Certified Public Accountants (Isr.), an independent registered public accounting firm and a member of PricewaterhouseCoopers International Limited (“PwC”), as stated in their report which is included under “Item 8—Financial Statements.”

Previously Identified Material Weaknesses in Internal Control Over Financial Reporting

We previously identified and disclosed in our Annual Report on Form 10-K for the years ended December 31, 2017, 2018 and 2019, as a result of thewell as in our Quarterly Reports on Form 10-Q for each interim period in fiscal 2020, material weaknessweaknesses in our internal control over financial reporting discussed below.  A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.relating to the following:

 

Material weakness. In connection with the change in our repatriation strategy and the related release of the US income tax valuation allowance in the second quarter of 2017, we did not perform an effective risk assessment related to our internal controls over the accounting for income taxes. As a result, we identified a deficiency in the design of our internal control over financial reporting related to our accounting for income taxes, which affected the recording of income tax accounts by us in our interim and annual consolidated financial statements during 2017, including audit adjustments to the income tax accounts. This deficiency resulted in immaterial adjustments to income tax expense and deferred tax liabilities, but did not result in a material misstatement in our previously issued interim or annual consolidated financial statements nor does it require a restatementthe restatements of or change in ourthe Company’s unaudited condensed consolidated financial statements for any prior interim or annual period. However, this control deficiency could result in a misstatementthe three and six months ended June 30, 2017, the three and nine months ended September 30, 2017, and the restatement of the aforementioned balances and disclosures that would result in a material misstatement to the interim or annualCompany’s consolidated financial statements that would not be prevented or detected.for the year ended December 31, 2017. Our management has concluded that this deficiency constitutes a material weakness in our internal control over financial reporting.

 

The effectiveness

In Management’s Report on Internal Control Over Financial Reporting included in our original Annual Report on Form 10-K for the Company’syear ended December 31, 2017, our management concluded that we did not maintain effective internal control over financial reporting as of December 31, 2017 has been auditedbecause of the material weakness described above. As a result, we concluded that we did not maintain an effective internal control over financial reporting as of December 31, 2017, based on the criteria in Internal Control-Integrated Framework (2013) issued by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as statedthe COSO.

Remediation Efforts of Previously Disclosed Material Weaknesses

Subsequent to the evaluation made in their report which appears in thisconnection with filing our Amended Annual Report on Form 10-K.

Remediation Plan

In response to10-K for the identified material weakness,year ended December 31, 2017, our management, with the oversight of the Audit Committee of the Board of Directors, will update its risk assessmenthas continued the process related to income taxesof remediating the material weakness. In connection with the remediation process, we have:

performed an enhanced risk assessment related to our internal controls over the accounting for income taxes;

recruited additional tax personnel throughout the years, including a VP of Tax in January 2019;

engaged an external tax and accounting firm to prepare and review our annual and quarterly income tax provision;

implemented specific control procedures for the review, analysis and reporting of our income tax accounts, including control procedures of projections that support the deferred tax assets and liabilities;

strengthened our income tax controls with improved documentation, communication and oversight.

As a result of these remediation activities and intends to implement additional control procedures.  While certain remedial actions have been completed inbased on testing of the first quarter of 2018new and management has dedicated significant resources and efforts to implement a remediation plan, we continue to actively plan to implement additional control procedures.  The remediation efforts, outlined below, are intended both to address the identified material weakness and to enhance our overall financial control environment.  However,modified controls for operating effectiveness, our management may amend this plan to include additional remedial action in light of its continuing evaluation ofconcluded that we remediated the identified deficiency in internal control over financial reporting.

We have:

  implemented specific enhanced controls procedures for the review, analysis and reporting of our income tax accounts, including control procedures of projections that support the deferred tax assets and liabilities;

  engaged an external tax and accounting firm to prepare and review our annual and quarterly income tax provision including to review and recommend additional control enhancements;

  recruited additional tax personnel; and

  enhanced our income tax controls with improved documentation.

We intend to:

   evaluate the need to recruit additional tax or accounting personnel during 2018; and

   continue to strengthen our income tax controls with improved documentation, communication and oversight.

We have commenced our remediation plan, with the goal of remediating thispreviously reported material weakness as soon as possible, subject to the conclusion by our management that our enhanced internal control over financial reporting is operating effectively following appropriate testing.

Changes in Internal Control over Financial Reporting

There have been no changes in the Company’s internal control over financial reporting, as defined in Rule 13a-15(f) under the Exchange Act, identified during the Company’s fourth fiscal quarter endedof December 31, 2017 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.2020.

 

 

ITEM 9B. OTHER INFORMATION

 

None.None.

 

PART III

 

ITEM 10. DIRECTORS,, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

 

Information required by this Item item and not set forth below is incorporated herein by reference to the Company’sour definitive proxy statement for the 20182021 annual meeting.

The following table sets forth the name, age and positions of our directors, executive officers and persons who are executive officers of certain of our subsidiaries who perform policy making functions for us:

Name

Age

Position

Stanley B. Stern

60

Independent Director (1)

Yuichi Nishigori

61

Independent Director (1)

David Granot

70

Independent Director (1)

Ravit Barniv

54

Independent Director (2)

Robert F. Clarke

75

Independent Director (2)

Stan H. Koyanagi

57

Independent Director (2)

Todd C. Freeland

51

Chairman of the Board of Directors (3)

Byron G. Wong

66

Independent Director (3)

Dan Falk

73

Independent Director (3)

Isaac Angel

61

Chief Executive Officer*

Doron Blachar

50

Chief Financial Officer*

Zvi Krieger

62

Executive Vice President—Electricity Segment*

Shlomi Argas

53

Executive Vice President—Product Segment and Operations*

Bob Sullivan

55

Executive Vice President - Business Development Sales & Marketing

* Performs the functions described in the table, but is employed by Ormat Systems

1)

Denotes Class I Director – Term expiring at 2020 Annual Shareholders Meeting

2)

Denotes Class II Director – Term expiring at 2018 Annual Shareholders Meeting

3)

Denotes Class III Director – Term expiring at 2019 Annual Shareholders Meeting

 

Audit Committee

 

InformationInformation required by this Item and not set forth below is incorporated herein by reference to the Company’sour definitive proxy statement for the 20182021 annual meeting.

 

ITEM 11. EXECUTIVE COMPENSATION

 

Information required by this item and not set forth below is incorporated herein by reference to the Company’sour definitive proxy statement for the 20182021 annual meeting.

 

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 

Information required by this item and not set forth below is incorporated herein by reference to the Company’sour definitive proxy statement for the 20182021 annual meeting.

 

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

 

Information required by this item and not set forth below is incorporated herein by reference to the Company’sour definitive proxy statement for the 20182021 annual meeting.

 

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

 

Information required by this item is incorporated herein by reference to the Company’sour definitive proxy statement for the 20182021 annual meeting.

 

 

PART IV

 

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

 

(a)(a) (1) List of Financial Statements

 

See Index to Financial Statements in Part II, Item 8 of this annual report.report.

 

     (2) List of Financial Statement Schedules

 

All applicable schedule information is included in our Financial Statements in Part II, Item 8 of this annual report.report.

 

(b)(b) Exhibit Index. We hereby file, as exhibits to this Annual Report, those exhibits listed on the Exhibit Index immediately following the signature page hereto.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Exhibit

ORMAT TECHNOLOGIES, INC.

By:

/s/ Isaac Angel

Name:   Isaac Angel

Title:     Chief Executive Officer

Date: March 16, 2018

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated, on March 16, 2018.

Signature

Capacity

  

/s/ Isaac Angel    No.  

Document

 

Chief Executive Officer

Isaac Angel

(Principal Executive Officer)

/s/ Doron Blachar

Chief Financial Officer

Doron Blachar

(Principal Financial and Accounting Officer)

/s/ Todd Freeland

Chairman of the Board of Directors

Todd Freeland

/s/ Stan Koyanagi

Director

Stan Koyanagi

/s/ Dan Falk

Director

Dan Falk

/s/ David Granot

Director

David Granot

/s/ Ravit Bar Niv

Director

Ravit Bar Niv

/s/ Yuichi Nishigori

Director

Yuichi Nishigori

/s/ Robert F. Clarke

Director

Robert F. Clarke

/s/ Stanley B. Stern

Director

Stanley B. Stern

/s/ Byron Wong

Director

Byron Wong

 

(C) EXHIBIT INDEX

 

Exhibit No.

2.1

Document

2.1+Agreement and Plan of Merger, dated January 24, 2018, by and among Ormat Nevada Inc., OGP Holding Corp. and U.S. Geothermal Inc., incorporated by reference to Exhibit 2.1 to Ormat Technologies, Inc.’s Form 10-K filed with the Securities and Exchange Commission on March 16, 2018.^

 

3.1

ThirdFourth Amended and Restated Certificate of Incorporation, incorporated by reference to Appendix A to Ormat Technologies, Inc.’s Proxy Statement on Form DEF 14 filed with the Securities and Exchange Commission on April 10, 2017.

3.2

Fourth Amended and Restated By-laws, incorporated by reference to Exhibit 3.23.1 to Ormat Technologies, Inc.’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 2, 2013.November 12, 2019.

 

3.3

3.2

Fifth Amended and Restated Limited Liability Company Agreement of OPC LLC dated June 7, 2007, by and among Ormat Nevada Inc., Morgan Stanley Geothermal LLC, and Lehman-OPC LLC,By-laws, incorporated by reference to Exhibit 3.13.3 to Ormat Technologies, Inc.’s Current Report on Form 8-K tofiled with the Securities and Exchange Commission on June 13, 2007.November 12, 2019.

 

3.4

3.3

Amended and Restated Limited Liability Company Agreement of ORPD LLC, dated April 30, 2015, by and among Ormat Nevada Inc., Northleaf Geothermal Holdings LLC, and ORPD Holding LLC incorporated by reference to Exhibit 3.5 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2015.

 

4.1

Form of Common Share Stock Certificate, incorporated by reference to Exhibit 4.1 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

 

4.2

Form of Preferred Share Stock Certificate, incorporated by reference to Exhibit 4.2 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

4.3

Form of Rights Agreement by and between Ormat Technologies, Inc. and American Stock Transfer & Trust Company, incorporated by reference to Exhibit 4.3 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 2 on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on October 22,July 21, 2004.

 

4.44.3

Indenture for Senior Debt Securities,of Trust and Security Agreement, dated September 23, 2011, among OFC 2 LLC, ORNI 15 LLC, ORNI 39 LLC, ORNI 42 LLC, HSS II, LLC, and Wilmington Trust Company, as of January 16, 2006, between Ormat Technologies, Inc.Trustee and Union Bank of California,Depository, incorporated by reference to Exhibit 4.24.8 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1Quarterly Report on Form S-3 (File No. 333-131064)10-Q filed with the Securities and Exchange Commission on January 6, 2006.November 4, 2011.

 

4.4+Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934.

4.5

Indenture for Subordinated Debt Securities,Deed of Trust, dated as of January 16, 2006,June 25, 2020, by and between Ormat Technologies, Inc. and Union BankMishmeret Trust Services Company Ltd., as trustee, and a Form of California, incorporated by reference to Exhibit 4.3 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-3 (File No. 333-131064) filed with the Securities and Exchange Commission on January 6, 2006.

4.6

Indenture of Trust and Security Agreement, dated September 23, 2011, among OFC 2 LLC, ORNI 15 LLC, ORNI 39 LLC, ORNI 42 LLC, HSS II, LLC, and Wilmington Trust Company, as Trustee and Depository, incorporated by reference to Exhibit 4.8 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 4, 2011.

10.1.1Indenture, dated February 13, 2004, among Ormat Funding Corp., Brady Power Partners, Steamboat Development Corp., Steamboat Geothermal LLC, OrMammoth Inc., ORNI 1 LLC, ORNI 2 LLC, ORNI 7 LLC, Ormesa LLC and Union Bank of California, incorporated by reference to Exhibit 10.1.7 to Ormat Technologies, Inc. Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527)Bonds (included in Schedule One to the Securities and Exchange Commission on September 28, 2004.

10.1.2First Supplemental Indenture, dated May 14, 2004, among Ormat Funding Corp., Brady Power Partners, Steamboat Development Corp., Steamboat Geothermal LLC, OrMammoth Inc., ORNI 1 LLC, ORNI 2 LLC, ORNI 7 LLC, Ormesa LLC and Union BankDeed of California, incorporated by reference to Exhibit 10.1.8 to Ormat Technologies, Inc. Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) to the Securities and Exchange Commission on September 28, 2004.

10.1.3Fifth Supplemental Indenture, dated April 26, 2006, among Ormat Funding Corp. and Union Bank of California, N.A.Trust), incorporated by reference to Exhibit 10.1.64.1 to Ormat Technologies, Inc. Quarterly Report on Form 10-Q (File No 001-32347) to the Securities and Exchange Commission on August 7, 2006.

10.1.9Agreement for Purchase of Membership Interests in OPC LLC dated June 7, 2007, by and among Ormat Nevada Inc., Morgan Stanley Geothermal LLC and Lehman-OPC LLC, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc. Current Report on Form 8-K to the Securities and Exchange Commission on June 13, 2007.

10.1.10First Amendment to Agreement for Purchase of Membership Interests in OPC LLC, dated as of April 17, 2008, by and among Ormat Nevada Inc., Morgan Stanley Geothermal LLC, and Lehman-OPC LLC, incorporated by reference to Exhibit 10.1.18 to Ormat Technologies, Inc. Quarterly Report on Form 10-Q to the Securities and Exchange Commission on May 7, 2008.

Exhibit No.

Document

10.1.11Membership Interest Purchase Agreement, dated as of October 30, 2009, by and among Lehman-OPC LLC, Ormat Nevada Inc. and OPC LLC, incorporated by reference to Exhibit 10.1.13 to Ormat Technologies, Inc.’s's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 3, 2009.July 1, 2020.

 

10.1.12

10.1

Agreement for Purchase of Membership Interests in ORPD LLC, dated as of February 5, 2015, by and between Ormat Nevada Inc. and Northleaf Geothermal Holdings LLC is incorporated by reference to Exhibit 3.5 to Ormat Technologies, Inc.'s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2015.

 

10.1.13

10.2

Agreement for Purchase of Membership Interests in ORNI 37 LLC, dated as of November 22, 2016, by and between Northleaf Geothermal Holdings LLC and Ormat Nevada Inc., incorporated by reference to Exhibit 10.1.13 to Ormat Technologies, Inc.’s Form 10-K filed with the Securities and Exchange Commission on March 1, 2017.

 

10.1.14

10.3

Amended and Restated Limited Liability Company Agreement of Opal Geo LLC, dated as of December 16, 2016, by and between OrLeaf LLC and JPM Capital Corporation, incorporated by reference to Exhibit 10.1.1410.1.14 to Ormat Technologies, Inc.’s Form 10-K filed with the Securities and Exchange Commission on March 1, 2017.

 

10.1.15

10.4

Equity Contribution Agreement, dated as of December 16, 2016, by and among JPM Capital Corporation, Ormat Nevada Inc. and OrLeaf LLC, incorporated by reference to Exhibit 10.1.15 to Ormat Technologies, Inc.’s Form 10-K filed with the Securities and Exchange Commission on March 1, 2017.

 

10.2.1

10.5

Purchase Power Purchase Contract, dated July 18, 1984,March 24, 1986, by and between Southern California EdisonHawaii Electric Light Company and Republic Geothermal, Inc.,Thermal Power Company incorporated by reference to Exhibit 10.3.110.3.44 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

 

10.2.2

10.6

Amendment No. 1, to the Power Purchase Contract, dated December 23, 1988, between Southern California Edison Company and Ormesa Geothermal, incorporated by reference to Exhibit 10.3.2 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.2.3

Power Purchase Contract, dated June 13, 1984, between Southern California Edison Company and Ormat Systems, Inc., incorporated by reference to Exhibit 10.3.3 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.4Power Purchase and Sales Agreement, dated as of August 26, 1983, between Chevron U.S.A. Inc. and Southern California Edison Company, incorporated by reference to Exhibit 10.3.4 to Ormat Technologies, Inc. Registration Statement on Form S-1 (File No. 333-117527) to the Securities and Exchange Commission on July 20, 2004.

10.2.5Amendment No. 1, to Power Purchase and Sale Agreement, dated as of December 11, 1984, between Chevron U.S.A. Inc., HGC and Southern California Edison Company, incorporated by reference to Exhibit 10.3.5 to Ormat Technologies, Inc. Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) to the Securities and Exchange Commission on September 28, 2004

10.2.6Settlement Agreement and Amendment No. 2, to Power Purchase Contract, dated August 7, 1995, between HGC and Southern California Edison Company, incorporated by reference to Exhibit 10.3.6 to Ormat Technologies, Inc. Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) to the Securities and Exchange Commission on September 28, 2004.

10.2.7

Power Purchase Contract dated, April 16, 1985, between Southern California Edison Company and Second Imperial Geothermal Company, incorporated by reference to Exhibit 10.3.7 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.8

Amendment No. 1, dated as of October 23, 1987, between Southern California Edison Company and Second Imperial Geothermal Company, incorporated by reference to Exhibit 10.3.8 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.2.9

Amendment No. 2, dated as of July 27, 1990, between Southern California Edison Company and Second Imperial Geothermal Company, incorporated by reference to Exhibit 10.3.9 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.2.10

Amendment No. 3, dated as of November 24, 1992, between Southern California Edison Company and Second Imperial Geothermal Company, incorporated by reference to Exhibit 10.3.10 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.2.11Amended and Restated Power Purchase and Sales Agreement, dated December 2, 1986, between Mammoth Pacific and Southern California Edison Company, incorporated by reference to Exhibit10.3.11 to Ormat Technologies, Inc. Registration Statement Amendment No. 1 on Form S-1 (File No. 333-117527) to the Securities and Exchange Commission on September 28, 2004.

Exhibit No.

Document

10.2.12Amendment No. 1, to Amended and Restated Power Purchase and Sale Agreement, dated May 18, 1990, between Mammoth Pacific and Southern California Edison Company, incorporated by reference to Exhibit 10.3.12 to Ormat Technologies, Inc. Registration Statement on Form S-1 (File No. 333-117527) to the Securities and Exchange Commission on July 20, 2004.

10.2.13

Power Purchase Contract, dated April 15, 1985, between Mammoth Pacific and Southern California Edison Company, incorporated by reference to Exhibit 10.3.13 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) to the Securities and Exchange Commission on September 28, 2004.

10.2.14Amendment No. 1, dated as of October 27, 1989, between Mammoth Pacific and Southern California Edison Company, incorporated by reference to Exhibit 10.3.14 to Ormat Technologies, Inc. Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) to the Securities and Exchange Commission on September 28, 2004.

10.2.15Amendment No. 2, dated as of December 20, 1989, between Mammoth Pacific and Southern California Edison Company, incorporated by reference to Exhibit 10.3.15 to Ormat Technologies, Inc. Registration Statement on Form S-1 (File No. 333-117527) to the Securities and Exchange Commission on July 20, 2004.

10.2.16Power Purchase Contract, dated April 16, 1985, between Southern California Edison Company and Santa Fe Geothermal, Inc., incorporated by reference to Exhibit 10.3.16 to Ormat Technologies, Inc. Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) to the Securities and Exchange Commission on September 28, 2004

10.2.17

Amendment No. 1, to Power Purchase Contract, dated October 25, 1985, between Southern California Edison Company and Mammoth Pacific, incorporated by reference to Exhibit 10.3.17 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.18

Amendment No. 2, to Power Purchase Contract, dated December 20, 1989, between Southern California Edison Company and Pacific Lighting Energy Systems, incorporated by reference to Exhibit 10.3.18 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.19

Interconnection Facilities Agreement, dated October 20, 1989, by and between Southern California Edison Company and Mammoth Pacific, incorporated by reference to Exhibit 10.3.19 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.20

Interconnection Facilities Agreement, dated October 13, 1985, by and between Southern California Edison Company and Mammoth Pacific (II), incorporated by reference to Exhibit 10.3.20 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.21

Interconnection Facilities Agreement, dated October 20, 1989, by and between Southern California Edison Company and Pacific Lighting Energy Systems, incorporated by reference to Exhibit 10.3.21 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.22

Interconnection Agreement, dated August 12, 1985, by and between Southern California Edison Company and Heber Geothermal Company incorporated by reference to Exhibit 10.3.22 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.23Plant Connection Agreement for the Heber Geothermal Plant No. 1, dated, July 31, 1985, by and between Imperial Irrigation District and Heber Geothermal Company incorporated by reference to Exhibit 10.3.23 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.24

Plant Connection Agreement for the Second Imperial Geothermal Company Power Plant No. 1, dated, October 27, 1992, by and between Imperial Irrigation District and Second Imperial Geothermal Company incorporated by reference to Exhibit 10.3.24 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.25

IID-SIGC Transmission Service Agreement for Alternative Resources, dated, October 27, 1992, by and between Imperial Irrigation District and Second Imperial Geothermal Company incorporated by reference to Exhibit 10.3.25 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

Exhibit No.

Document

10.2.26

Plant Connection Agreement for the Ormesa Geothermal Plant, dated October 1, 1985, by and between Imperial Irrigation District and Ormesa Geothermal incorporated by reference to Exhibit 10.3.26 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.27

Plant Connection Agreement for the Ormesa IE Geothermal Plant, dated, October 21, 1988, by and between Imperial Irrigation District and Ormesa IE incorporated by reference to Exhibit 10.3.27 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.28

Plant Connection Agreement for the Ormesa IH Geothermal Plant, dated, October 3, 1989, by and between Imperial Irrigation District and Ormesa IH incorporated by reference to Exhibit 10.3.28 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.29

Plant Connection Agreement for the Geo East Mesa Limited Partnership Unit No. 2, dated, March 21, 1989, by and between Imperial Irrigation District and Geo East Mesa Limited Partnership incorporated by reference to Exhibit 10.3.29 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.30

Plant Connection Agreement for the Geo East Mesa Limited Partnership Unit No. 3, dated, March 21, 1989, by and between Imperial Irrigation District and Geo East Mesa Limited Partnership incorporated by reference to Exhibit 10.3.30 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.31

Transmission Service Agreement for the Ormesa I, Ormesa IE and Ormesa IH Geothermal Power Plants, dated, October 3, 1989, between Imperial Irrigation District and Ormesa Geothermal incorporated by reference to Exhibit 10.3.31 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.32

Transmission Service Agreement for the Geo East Mesa Limited Partnership Unit No. 2, dated, March 21, 1989, by and between Imperial Irrigation District and Geo East Mesa Limited Partnership incorporated by reference to Exhibit 10.3.32 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.33

Transmission Service Agreement for the Geo East Mesa Limited Partnership Unit No. 3, dated, March 21, 1989, by and between Imperial Irrigation District and Geo East Mesa Limited Partnership incorporated by reference to Exhibit 10.3.33 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.34

IID-Edison Transmission Service Agreement for Alternative Resources, dated, September 26, 1985, by and between Imperial Irrigation District and Southern California Edison Company incorporated by reference to Exhibit 10.3.34 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.35

Plant Amendment No. 1, to IID-Edison Transmission Service Agreement for Alternative Resources, dated, August 25, 1987, by and between Imperial Irrigation District and Southern California Edison Company incorporated by reference to Exhibit 10.3.35 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.36Agreement Addressing Renewable Energy Pricing and Payment Issues, dated June 15, 2001, by and between Second Imperial Geothermal Company QFID No. 3021 and Southern California Edison Company incorporated by reference to Exhibit 10.3.39 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.37

Amendment No. 1 to Agreement Addressing Renewable Energy Pricing and Payment Issues, dated November 30, 2001, by and between Second Imperial Geothermal Company QFID No. 3021 and Southern California Edison Company incorporated by reference to Exhibit 10.3.40 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.38Agreement Addressing Renewable Energy Pricing and Payment Issues, dated June 15, 2001, by and between Heber Geothermal Company QFID No. 3001 and Southern California Edison Company incorporated by reference to Exhibit 10.3.41 to Ormat Technologies, Inc. Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) to the Securities and Exchange Commission on September 28, 2004.

Exhibit No.

Document

10.2.39Amendment No. 1 to Agreement Addressing Renewable Energy Pricing and Payment Issues, dated November 30, 2001, by and between Heber Geothermal Company QFID No. 3001 and Southern California Edison Company incorporated by reference to Exhibit 10.3.42 to Ormat Technologies, Inc. Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) to the Securities and Exchange Commission on September 28, 2004.

10.2.40

Energy Services Agreement, dated February 2003, by and between Imperial Irrigation District and ORMESA, LLC incorporated by reference to Exhibit 10.3.43 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.41

Purchase Power Contract, dated March 24, 1986, by and between Hawaii Electric Light Company and Thermal Power Company incorporated by reference to Exhibit 10.3.44 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.42

Firm Capacity Amendment to Purchase Power Contract, dated July 28, 1989, by and between Hawaii Electric Light Company and Puna Geothermal Venture incorporated by reference to Exhibit 10.3.45 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

 

10.2.43

10.7

Amendment to Purchase Power Contract, dated October 19, 1993, by and between Hawaii Electric Light Company and Puna Geothermal Venture incorporated by reference to Exhibit 10.3.46 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

 

10.2.44

10.8

Third Amendment to the Purchase Power Contract, dated March 7, 1995, by and between Hawaii Electric Light Company and Puna Geothermal Venture incorporated by reference to Exhibit 10.3.47 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

 

10.2.4510.9

Performance Agreement and Fourth Amendment to the Purchase Power Contract, dated February 12, 1996, by and between Hawaii Electric Light Company and Puna Geothermal Venture incorporated by reference to Exhibit 10.3.48 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.46

Agreement to Design 69 KV Transmission Lines, a Substation at Pohoiki, Modifications to Substations at Puna and Kaumana, and a Temporary 34.5 Facility to Interconnect PGV’s Geothermal Electric Plant with HELCO’s System Grid (Phase II and III), dated June 7, 1990, by and between Hawaii Electric Light Company and Puna Geothermal Venture incorporated by reference to Exhibit 10.3.49 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.2.47

Power Purchase Agreement, dated October 20, 2016, between ONGP, LLC and Southern California Public Power Authority, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.'s Current Report on Form 8-K filed with the Securities Exchange Commission on June 1, 2017.

10.3.1

Ormesa BLM Geothermal Resources Lease CA 966 incorporated by reference to Exhibit 10.4.1 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.2

Ormesa BLM License for Electric Power Plant Site CA 24678 incorporated by reference to Exhibit 10.4.2 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.3

Geothermal Resources Mining Lease, dated February 20, 1981, by and between the State of Hawaii, as Lessor, and Kapoho Land Partnership, as Lessee incorporated by reference to Exhibit 10.4.3 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.4

Geothermal Lease Agreement, dated October 20, 1975, by and between Ruth Walker Cox and Betty M. Smith, as Lessor, and Gulf Oil Corporation, as Lessee incorporated by reference to Exhibit 10.4.4 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.5

Geothermal Lease Agreement, dated August 1, 1976, by and between Southern Pacific Land Company, as Lessor, and Phillips Petroleum Company, as Lessee incorporated by reference to Exhibit 10.4.5 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.6Geothermal Resources Lease, dated November 18, 1983, by and between Sierra Pacific Power Company, as Lessor, and Geothermal Development Associates, as Lessee incorporated by reference to Exhibit 10.4.6 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

 

 

Exhibit No.

Document

10.3.710.10+

Lease Agreement,Fifth Amendment to the Purchase Power Contract, dated November 1, 1969,February 7, 2011, by and between Chrisman B. JacksonHawaii Electric Light Company and Sharon Jackson, husbandPuna Geothermal Venture.

10.11

Power Purchase Agreement, dated October 20, 2016, between ONGP, LLC and wife,Southern California Public Power Authority, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.'s Current Report on Form 8-K filed with the Securities Exchange Commission on June 1, 2017.

10.12

Geothermal Resources Mining Lease, dated February 20, 1981, by and between the State of Hawaii, as Lessor, and Standard Oil Company of California,Kapoho Land Partnership, as Lessee incorporated by reference to Exhibit 10.4.7 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.3.8

Lease Agreement, dated September 22, 1976, by and between El Toro Land & Cattle Co., as Lessor, and Standard Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.8 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.3.9

Lease Agreement, dated February 17, 1977, by and between Joseph L. Holtz, as Lessor, and Chevron U.S.A. Inc., as Lessee incorporated by reference to Exhibit 10.4.9 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.3.10

Lease Agreement, dated March 11, 1964, by and between John D. Jackson and Frances Jones Jackson, also known as Frances J. Jackson, husband and wife, as Lessor, and Standard Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.10 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.3.11

Lease Agreement, dated February 16, 1964, by and between John D. Jackson, conservator for the estate of Aphia Jackson Wallan, as Lessor, and Standard Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.11 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.3.12

Lease Agreement, dated March 17, 1964, by and between Helen S. Fugate, a widow, as Lessor, and Standard Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.12 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.13

Lease Agreement, dated February 16, 1964, by and between John D. Jackson and Frances J. Jackson, husband and wife, as Lessor, and Standard Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.13 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.14

Lease Agreement, dated February 20, 1964, by and between John A. Straub and Edith D. Straub, also known as John A. Straub and Edythe D. Straub, husband and wife, as Lessor, and Standard Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.14 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.3.15

Lease Agreement, dated July 1, 1971, by and between Marie L. Gisler and Harry R. Gisler, as Lessor, and Standard Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.15 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.3.16

Lease Agreement, dated February 28, 1964, by and between Gus Kurupas and Guadalupe Kurupas, husband and wife, as Lessor, and Standard Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.16 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.3.17

Lease Agreement, dated April 7, 1972, by and between Nowlin Partnership, as Lessor, and Standard Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.17 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

10.3.18

Geothermal Lease Agreement, dated July 18, 1979, by and between Charles K. Corfman, an unmarried man as his sole and separate property, and Lessor, and Union Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.18 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.19

Lease Agreement, dated January 1, 1972, by and between Holly Oberly Thomson, also known as Holly F. Oberly Thomson, also known as Holly Felicia Thomson, as Lessor, and Union Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.19 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

Exhibit No.

Document

10.3.20Lease Agreement, dated June 14, 1971, by and between Fitzhugh Lee Brewer, Jr., a married man as his separate property, Donna Hawk, a married woman as her separate property, and Ted Draper and Helen Draper, husband and wife, as Lessor, and Union Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.2010.4.3 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

 

10.3.21

10.13+

Supplement to Geothermal Resources Mining Lease, Agreement, dated May 13, 1971,July 9, 1990, by and between Mathew J. La Brucherie and Jane E. La Brucherie, husband and wife, and Robert T. O’Dell and Phyllis M. O’Dell, husband and wife,the State of Hawaii, as Lessor, and Union Oil Company of California,Kapoho Land Partnership, as Lessee incorporated by reference to Exhibit 10.4.21 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.Lessee.

 

10.3.2210.14

KLP Lease and Agreement, dated June 2, 1971,March 1, 1981, by and between Dorothy Gisler, a widow, Joan C. Hill, and Jean C. Browning,Kapoho Land Partnership, as Lessor, and Union Oil Company of California, as Lessee incorporated by reference to Exhibit 10.4.22 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.23

Geothermal Lease Agreement, dated February 15, 1977, by and between Walter J. Holtz, as Lessor, and Magma Energy Inc., as Lessee incorporated by reference to Exhibit 10.4.23 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.24

Geothermal Lease, dated August 31, 1983, by and between Magma Energy Inc., as Lessor, and Holt GeothermalThermal Power Company, as Lessee incorporated by reference to Exhibit 10.4.24 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.25Geothermal Resources Lease, dated June 27, 1988, by and between Bernice Guisti, Judith Harvey and Karen Thompson, Trustees and Beneficiaries of the Guisti Trust, as Lessor, and Far West Capital, Inc., as Lessee incorporated by reference to Exhibit 10.4.2610.4.30 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

 

10.3.26

Amendment to Geothermal Resources Lease, dated January, 1992, by and between Bernice Guisti, Judith Harvey and Karen Thompson, Trustees and Beneficiaries of the Guisti Trust, as Lessor, and Far West Capital, Inc., as Lessee incorporated by reference to Exhibit 10.4.27 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.27

Second Amendment to Geothermal Resources Lease, dated June 25, 1993, by and between Bernice Guisti, Judith Harvey and Karen Thompson, Trustees and Beneficiaries of the Guisti Trust, as Lessor, and Far West Capital, Inc. and its Assignee, Steamboat Development Corp., as Lessee incorporated by reference to Exhibit 10.4.28 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.28

Geothermal Resources Sublease, dated May 31, 1991, by and between Fleetwood Corporation, as Lessor, and Far West Capital, Inc., as Lessee incorporated by reference to Exhibit 10.4.29 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.29

KLP Lease and Agreement, dated March 1, 1981, by and between Kapoho Land Partnership, as Lessor, and Thermal Power Company, as Lessee incorporated by reference to Exhibit 10.4.30 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.3010.15

Amendment to KLP Lease and Agreement, dated July 9, 1990, by and between Kapoho Land Partnership, as Lessor, and Puna Geothermal Venture, as Lessee incorporated by reference to Exhibit 10.4.31 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.16

Second Amendment to KLP Lease and Agreement, dated December 31, 1996, by and between Kapoho Land Partnership, as Lessor, and Puna Geothermal Venture, as Lessee incorporated by reference to Exhibit 10.4.31 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.31

Second Amendment to KLP Lease and Agreement, dated December 31, 1996, by and between Kapoho Land Partnership, as Lessor, and Puna Geothermal Venture, as Lessee incorporated by reference to Exhibit 10.4.32 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 1 on Form S-1/A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.

10.3.32

Participation Agreement, dated May 18, 2005, by and among Puna Geothermal Venture, SE Puna, L.L.C., Wilmington Trust Company, S.E. Puna Lease, L.L.C., AIG Annuity Insurance Company, American General Life Insurance Company, Allstate Life Insurance Company and Union Bank of California, incorporated by reference to Exhibit 10.4.33 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q/A filed with the Securities and Exchange Commission on December 22, 2005.

10.3.33Project Lease Agreement, dated May 18, 2005, by and between SE Puna, L.L.C. and Puna Geothermal Venture, incorporated by reference to Exhibit 10.4.34 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q/A filed with the Securities and Exchange Commission on December 22, 2005.

10.4.1

Ormat Technologies, Inc. 2004 Incentive Compensation Plan incorporated by reference to Exhibit 10.6.1 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 2 on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on October 22,September 28, 2004.

 

10.4.210.17*

Form ofAmended and Restated Ormat Technologies, Inc. 2012 Incentive Stock Option AgreementCompensation Plan, incorporated by reference to Exhibit 10.6.210.2 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 2Current Report on Form S-1 (File No. 333-117527)8-K filed with the Securities and Exchange Commission on October 22, 2004.February 11, 2014.

Exhibit No.

Document

 

10.4.3

Form of Nonqualified Stock Option Agreement incorporated by reference to Exhibit 10.6.3 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 2 on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on October 22, 2004.

10.4.4

Amended and Restated Ormat Technologies, Inc. 2012 Incentive Compensation Plan, incorporated by reference to Exhibit 10.2 to Ormat Technologies, Inc.’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 11, 2014.

10.4.510.18*

Form of Incentive Stock Option Agreement to Ormat Technologies, Inc.’s 2012 Incentive Compensation Plan, incorporated by reference to Exhibit 10.31.2 to Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 28, 2014

10.19*

Form of Freestanding Stock Appreciation Right Agreement to Amended and Restated Ormat Technologies, Inc.’s 2012 Incentive Compensation Plan, , incorporated by reference to Exhibit 10.31.3 to Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 28, 20142014.

 

10.4.610.20*

Form of Freestanding Stock Appreciation Right Agreement to Amended and Restated Ormat Technologies, Inc.’s 2012's Annual Management Incentive Compensation Plan, , incorporated by reference to Exhibit 10.31.3 to Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 28, 2014.

10.4.7

Form of Restricted Stock Unit Agreement under the Amended and Restated Ormat Technologies, Inc. 2012 Incentive Compensation Plan, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.'s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 9, 2017.February 29, 2016.

 

10.4.810.21*

Form of Restricted Stock Unit Agreement under the Amended and Restated Ormat Technologies, Inc.'s Annual Management 2012 Incentive Compensation Plan, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.'s Current Report on Form 8-K filed with the Securities Exchange Commission on November 9, 2017.

10.22*

Ormat Technologies, Inc. 2018 Incentive Compensation Plan, incorporated by reference to Appendix A to Ormat Technologies, Inc.’s Definitive Proxy Statement on Schedule 14A filed on March 27, 2018.

10.23*

Form of Stock Appreciation Right Agreement under the Company’s 2018 Incentive Compensation Plan for stock appreciation rights awarded to Mr. Isaac Angel, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.’s Current Report on Form 8-K filed on May 9, 2018.

10.24*

Form of Restricted Stock Unit Agreement under the Company’s 2018 Incentive Compensation Plan for restricted stock units awarded to Mr. Isaac Angel, incorporated by reference to Exhibit 10.2 to Ormat Technologies, Inc.’s Current Report on Form 8-K filed on May 9, 2018.

10.25*

Form of Restricted Stock Unit Grant Notice and Terms and Conditions (Employees-Time Based Units), incorporated by reference to Exhibit 10.5 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed on August 8, 2018.

10.26*

Form of Stock Appreciation Right Grant Notice and Terms and Conditions (Employees), incorporated by reference to Exhibit 10.6 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed on August 8, 2018.

10.27*

Form of Restricted Stock Unit Grant Notice and Terms and Conditions (Directors) to Ormat Technologies, Inc.’s 2018 Incentive Compensation Plan, incorporated by reference to Exhibit 10.4.11 to Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 29, 2016.March 01, 2019

 

10.510.28*

Form of Stock Appreciation Right Grant Notice and Terms and Conditions (Directors) to Ormat Technologies, Inc.’s 2018 Incentive Compensation Plan.1, incorporated by reference to Exhibit 10.4.12 to Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 01, 2019

10.29*

Form of Stock Appreciation Right Agreement and Terms and Conditions under the Company’s 2018 Incentive Compensation Plan for stock appreciation rights awarded to NEO’s, incorporated by reference to Exhibit 10.4.1 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 6, 2020.

10.30*Form of Restricted Stock Unit Agreement and Terms and Conditions under the Company’s 2018 Incentive Compensation Plan for restricted stock units awarded to NEO’s, incorporated by reference to Exhibit 10.4.2 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 6, 2020.

10.31*Form of Performance Stock Unit Grant Notice and Terms and Conditions under the Company’s 2018 Incentive Compensation Plan for restricted stock units awarded to NEO’s, incorporated by reference to Exhibit 10.4.3 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 6, 2020.

10.32*Form of Indemnification Agreement incorporated by reference to Exhibit 10.11 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 2 on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on October 20, 2004.

 

10.6.110.33

Note Purchase Agreement, dated December 2, 2005,November 29, 2016, among Lehman BrothersORNI 47 LLC, MUFG Union Bank, N.A., Munich Reinsurance America, Inc., OrCal Geothermal Inc., OrHeber 1 Inc., OrHeber 2 Inc., Second Imperial Geothermal Company, Heber Field Company and Heber GeothermalMunich American Reassurance Company, incorporated by reference to Exhibit 10.124.1 to Ormat Technologies Inc.’s Annual's Current Report on Form 10-K8-K/A filed with the Securities and Exchange Commission on March 28, 2006.December 6, 2016.

 

10.6.210.34+

Note Purchase Agreement, dated November 29, 2016, among ORNI 47 LLC, MUFG Union Bank, N.A., Munich Reinsurance America, Inc. and Munich American Reassurance Company, incorporated by reference to Exhibit 4.1 to Ormat Technologies Inc.'s Current Report on Form 8-K/A filed with the Securities and Exchange Commission on December 6, 2016.

10.7.1

Indenture dated as of December 8, 2005 among OrCal Geothermal Inc., OrHeber 1 Inc., OrHeber 2 Inc., Second Imperial Geothermal Company, Heber Field Company and Heber Geothermal Company and Union Bank of California, incorporated by reference to Exhibit 10.13 to Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 28, 2006.

10.7.2

First Supplemental Indenture dated as of June 14, 2006 amending the Indenture dated as of December 8, 2005 among OrCal Geothermal Inc., OrHeber 1 Inc., OrHeber 2 Inc., Second Imperial Geothermal Company, Heber Field Company and Heber Geothermal Company and Union Bank of California, incorporated by reference to Exhibit 10.13.2 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q (File No 001-32347) filed with the Securities and Exchange Commission on August 7, 2006.

10.8

Guarantee dated as of December 8, 2005 among OrCal Geothermal Inc., OrHeber 1 Inc., OrHeber 2 Inc., Second Imperial Geothermal Company, Heber Field Company and Heber Geothermal Company, incorporated by reference to Exhibit 10.14 to Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 28, 2006.

10.9Note Purchase Agreement, dated February 6, 2004, among Lehman Brothers Inc., Ormat Funding Corp., Brady Power Partners, Steamboat Geothermal LLC, OrMammoth Inc., ORNI 1 LLC, ORNI 2 LLC and ORNI 7 LLC, incorporated by reference to Exhibit 10.15 to Ormat Technologies, Inc. Annual Report on Form 10-K to the Securities and Exchange Commission on March 28, 2006.

10.10Agreement No. 2 Addressing Renewable Energy Pricing Issues, dated May 10, 2006, between Ormesa LLC and Southern California Edison Company, incorporated by reference to Ormat Technologies, Inc. Current Report on Form 8-K to the Securities and Exchange Commission on May 16, 2006.

10.11Agreement No. 2 Addressing Renewable Energy Pricing Issues, dated May 10, 2006, between Ormesa LLC and Southern California Edison Company, incorporated by reference to Ormat Technologies, Inc. Current Report on Form 8-K to the Securities and Exchange Commission on May 16, 2006.

10.12Agreement No. 2 Addressing Renewable Energy Pricing Issues, dated May 10, 2006, between Heber Geothermal Company and Southern California Edison Company, incorporated by reference to Ormat Technologies, Inc. Current Report on Form 8-K to the Securities and Exchange Commission on May 16, 2006.

10.13Agreement No. 2 Addressing Renewable Energy Pricing Issues, dated May 10, 2006, between Second Imperial Geothermal Company and Southern California Edison Company, incorporated by reference to Exhibit 10.4 to Ormat Technologies, Inc.’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 16, 2006.

10.14.1

Third Amended and Restated Power Purchase Agreement for Olkaria III Geothermal Plant,Plants, dated January 19, 2007,November 26, 2014, between OrPower 4 Inc. and The Kenya Power and Lighting Company Limited, incorporated by reference to Exhibit 10.20.1 to Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 12, 2007.Limited.

 

10.14.210.35+

Amendment of the Third Amended and Restated Power Purchase Agreement and Termination of Amended and Restated Olkaria III Project Security Agreement, dated January 19, 2007,October 30, 2015, between OrPower 4 Inc. and The Kenya Power and Lighting Company Limited incorporated by reference to Exhibit 10.20.2 to Ormat Technologies,and OrPower 4 Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 12, 2007.

 

 

Exhibit No.

Document

10.15Amendment No. 2 to the Power Purchase Contract between Ormesa LLC and Ormat Technologies, Inc., and Southern California Edison Company (RAP ID 3012) dated April 23, 2006, incorporated by reference to Exhibit 10.21.2 to Ormat Technologies, Inc. Quarterly Report on Form 10-Q to the Securities and Exchange Commission on August 8, 2007.

10.1610.36+

Joint Ownership Agreement forSecond Amendment of the Carson Lake Project, dated as of March 12, 2008, byThird Amended and between NevadaRestated Power Company and ORNI 16 LLC, incorporated by reference to Exhibit 10.24 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2008.

10.17

Sale and Purchase Agreement, dated August 2, 2010,December 20, 2016, between ORNI 44 LLCThe Kenya Power and CD Mammoth Lakes I,Lighting Company Limited and OrPower 4 Inc. and CD Mammoth Lakes II, Inc., incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 4, 2010.

 

10.18

10.37

Note Purchase Agreement, dated September 23, 2011, among OFC 2 LLC, ORNI 15 LLC, ORNI 39 LLC, ORNI 42 LLC, and HSS II, LLC, as Issuers, OFC 2 Noteholder Trust, as Purchaser, John Hancock Life Insurance Company (U.S.A.), as Administrative Agent, and the United States Department of Energy (DOE), as Guarantor, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 4, 2011.

 

10.19.110.38

Finance Agreement, dated as of August 23, 2012, between OrPower 4, Inc., an indirect wholly-owned subsidiary of Ormat Technologies, Inc., and Overseas Private Investment Corporation, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2012.

10.39

Finance Agreement, dated as of August 23, 2012, between OrPower 4, Inc., an indirect wholly-owned subsidiary of Ormat Technologies, Inc., and Overseas Private Investment Corporation, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2012.

10.19.2

Amendment No. 1 to the Finance Agreement, dated as of August 23, 2012, between OrPower 4, Inc., an indirect wholly-owned subsidiary of Ormat Technologies, Inc., and Overseas Private Investment Corporation, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.’s QuarterlyQuarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2012.

10.40

Loan Agreement, dated March 22, 2018, by and among Ormat Technologies, Inc. and Migdal Insurance Company Ltd., Migdal's Makefet Pension and Provident Funds Ltd. and Yozma Pension Fund of Self Employed Ltd., incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2012.June 19, 2018.

 

10.20

10.41

Equity ContributionFirst Addendum to Loan Agreement, with respect to ORTP, dated as of January 24, 2013,  between Ormat Nevada, Inc., a wholly-owned subsidiary ofMarch 25, 2019, by and among Ormat Technologies, Inc. and Migdal Insurance Company Ltd., Migdal Makefet Pension and JPM CapitalProvident Funds Ltd. and Yozma Pension Fund of Self Employed Ltd., incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 8, 2019.

10.42Second Addendum to Loan Agreement, dated April 13, 2020, between and among Ormat Technologies, Inc. and Migdal Insurance Company Ltd., Migdal Makefet Pension and Provident Funds Ltd. And Yozma Pension Fund of Self-Employed Ltd., incorporated by reference to Exhibit 10.2 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 6, 2020.

10.43Finance Agreement, dated April 30, 2018 between Geotermica Platanares, S.A. DE C.V. and Overseas Private Investment Corporation incorporated by reference to Exhibit 10.2 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on June 19, 2018.

10.44

Amendment to Finance Agreement, dated October 17, 2018 between Geotermica Platanares, S.A. DE C.V. and Overseas Private Investment Corporation, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc. Current’s Quarterly Report on Form 8-K to the Securities and Exchange Commission10-Q filed on January 30, 2013.November 8, 2018.

 

10.2110.45*Limited Liability Company Agreement of ORTP, LLC dated as of January 24, 2013, between Ormat Nevada, Inc., a wholly-owned subsidiary of Ormat Technologies, Inc., and JPM Capital Corporation, incorporated by reference to Exhibit 3.1 to Ormat Technologies, Inc. Current Report on Form 8-K to the Securities and Exchange Commission on January 30, 2013.

10.22.1

Employment Agreement, dated as of February 11, 2014, between Ormat Technologies, Inc. and Isaac Angel, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 11, 2014.

 

10.22.210.46*

Amendment to Employment Agreement dated as of December 1, 2017 between Ormat Technologies, Inc.and Isaac Angel, incorporated by reference to Exhibit 10.2 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 8, 2019.

10.47*Employment Agreement, dated as of January 6, 2013, between Ormat Systems, Ltd. and Doron Blachar, incorporated by reference to Exhibit 10.30.2 to Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange on February 28, 2014.

 

10.22.3

10.48*

Lock-upAmended and Restated Employment Agreement, dated May 4, 2017,July 2, 2020, between Isaac Angel and Ormat Technologies, Inc., Ormat Systems, Ltd. and Doron Blachar incorporated by reference to Exhibit 10.410.1 and to Ormat Technologies, Inc.'s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 4, 2017.July 6, 2020.

 

10.22.4

10.49*

LetterRetirement Agreement, dated as of Undertaking, dated May 4, 2017,December 16, 2020, between Doron BlacharZvi Krieger, and Ormat Technologies, Inc.Systems Ltd., incorporated by reference to Exhibit 10.510.1 to Ormat Technologies, Inc.'s Current’s Quarterly Report on Form 8-K filed with the Securities and Exchange Commission on May 4, 2017.December 21, 2020.

 

10.24.1

10.50*
Employment Agreement, dated as of November 1, 2017, between Ormat Systems, Ltd. and Shlomi Argas, incorporated by reference to Exhibit 10.3 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 8, 2019.

10.51*Employment Agreement dated as of December 2017 between Ormat Systems Ltd and Hezi Kattan, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 11, 2020.

10.52*Employment Agreement dated as of May 10, 2020 between Ormat Systems Ltd and Assaf Ginzburg, incorporated by reference to Exhibit 10.2 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 11, 2020.

10.53JBIC Facility Agreement, dated March 28, 2014, by and among Kyuden Sarulla Pte. Ltd., OrSarulla Inc., PT Medco Geopower Sarulla, Sarulla Operations Ltd, Sarulla Power Asset Limited, Japan Bank for International Cooperation and Mizuho Bank, Ltd., dated March 28, 2014, incorporated by reference to Exhibit 10.7 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 9, 2014.

 

10.22.210.54

Common Terms Agreement, dated March 28, 2014, by and among Kyuden Sarulla Pte. Ltd., OrSarulla Inc., PT Medco Geopower Sarulla, Sarulla Operations Ltd, Sarulla Power Asset Limited, Japan Bank for International Cooperation, Asian Development Bank, The Bank of Tokyo-Mitsubishi UFJ, Ltd., ING Bank N.V., Tokyo Branch, National Australia Bank Limited, Mizuho Bank, Ltd., Mizuho Bank (USA), Pt. Bank Mizuho Indonesia, Société Générale, Société Générale Tokyo Branch, and Sumitomo Mitsui Banking Corporation, dated March 28, 2014, incorporated by reference to Exhibit 10.8 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 9, 2014.

10.55

Covered Lenders Facility Agreement, dated March 28, 2014, by and among Kyuden Sarulla Pte. Ltd., Orsarulla Inc., PT Medco Geopower Sarulla, Sarulla Operations Ltd, Sarulla Power Asset Limited, The Bank of Tokyo-Mitsubishi UFJ, Ltd., ING Bank N.V., Tokyo Branch, National Australia Bank Limited, Société Générale, Tokyo Branch, and Sumitomo Mitsui Banking Corporation, dated March 28, 2014, incorporated by reference to Exhibit 10.9 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 9, 2014.

10.56

ADB Facility Agreement, dated March 28, 2014, by and among Kyuden Sarulla Pte. Ltd., OrSarulla Inc., PT Medco Geopower Sarulla, Sarulla Operations Ltd, Sarulla Power Asset Limited Japan Bank for International Cooperation,and Asian Development Bank, The Bank of Tokyo-Mitsubishi UFJ, Ltd., ING Bank N.V., Tokyo Branch, National Australia Bank Limited, Mizuho Bank, Ltd., Mizuho Bank (USA), Pt. Bank Mizuho Indonesia, Société Générale, Société Générale Tokyo Branch, and Sumitomo Mitsui Banking Corporation, dated March 28, 2014, incorporated by reference to Exhibit 10.810.10 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 9, 2014.

 

10.22.310.57

Covered Lenders Facility Agreement, dated March 28, 2014, by and among Kyuden Sarulla Pte. Ltd., Orsarulla Inc., PT Medco Geopower Sarulla, Sarulla Operations Ltd, Sarulla Power Asset Limited, The Bank of Tokyo-Mitsubishi UFJ, Ltd., ING Bank N.V., Tokyo Branch, National Australia Bank Limited, Société Générale, Tokyo Branch, and Sumitomo Mitsui Banking Corporation, dated March 28, 2014, incorporated by reference to Exhibit 10.9 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 9, 2014.

10.23.4

ADB Facility Agreement, dated March 28, 2014, by and among Kyuden Sarulla Pte. Ltd., OrSarulla Inc., PT Medco Geopower Sarulla, Sarulla Operations Ltd, Sarulla Power Asset Limited and Asian Development Bank, dated March 28, 2014, incorporated by reference to Exhibit 10.10 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 9, 2014.

10.23.5Ormat Equity Support Deed, dated March 28, 2014, by and among Ormat International, Inc., Ormat Holding Corp., OrPower 11 Inc., OrSarulla Inc., Sarulla Operations Ltd, Mizuho Bank, Ltd. and Mizuho Bank (USA), dated March 28, 2014, incorporated by reference to Exhibit 10.11 to Ormat Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 9, 2014.

 

10.24.1Share Exchange Agreement and Plan of Merger dated as of November 10, 2014 by and among Ormat Technologies, Inc., Ormat Industries Ltd. and Ormat Systems Ltd., incorporated by reference to Exhibit 2 to Ormat Technologies, Inc. Current Report on Form 8-K to the Securities and Exchange Commission on November 17, 2014.

Exhibit No.10.58

Document

10.24.2VotingCommercial Cooperation Agreement, dated as of November 10, 2014 by andMay 4, 2017, between Ormat Technologies, Inc. and Ormat Industries Ltd.,ORIX Corporation, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.'s Current Report on Form 8-K to the Securities and Exchange Commission on November 17, 2014.

10.24.3Voting and Undertaking Agreement dated as of November 10, 2014 by and between Ormat Technologies, Inc. and FIMI ENRG, Limited Partnership and FIMI ENRG, L.P., incorporated by reference to Exhibit 10.2 to Ormat Technologies, Inc. Current Report on Form 8-K tofiled with the Securities and Exchange Commission on November 17, 2014.May 4, 2017.

 

10.24.4Voting and Undertaking Agreement dated as of November 10, 2014 by and between Ormat Technologies, Inc. and Bronicki Investments Ltd., incorporated by reference to Exhibit 10.3 to Ormat Technologies, Inc. Current Report on Form 8-K to the Securities and Exchange Commission on November 17, 2014.

10.24.5Voting Neutralization Agreement dated as of November 10, 2014 among Ormat Technologies, Inc. and FIMI ENRG, Limited Partnership and FIMI ENRG, L.P., incorporated by reference to Exhibit 10.4 to Ormat Technologies, Inc. Current Report on Form 8-K to the Securities and Exchange Commission on November 17, 2014.

10.24.6Voting Neutralization Agreement dated as of November 10, 2014 between Ormat Technologies, Inc. and Bronicki Investments Ltd., incorporated by reference to Exhibit 10.5 to Ormat Technologies, Inc. Current Report on Form 8-K to the Securities and Exchange Commission on November 17, 2014.

10.25.110.59

Commercial Cooperation Agreement, dated May 4, 2017, between Ormat Technologies, Inc. and ORIX Corporation, incorporated by reference to Exhibit 10.1 to Ormat Technologies, Inc.'s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 4, 2017.

10.25.2

Governance Agreement, dated May 4, 2017, between Ormat Technologies, Inc. and ORIX Corporation, incorporated by reference to Exhibit 10.2 to Ormat Technologies, Inc.'s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 4, 2017.

 

10.25.310.60

Registration Rights Agreement, dated May 4, 2017, between Ormat Technologies, Inc. and ORIX Corporation, incorporated by reference to Exhibit 10.3 to Ormat Technologies, Inc.'s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 4, 2017.

10.61Governance Amendment Agreement, dated April 14, 2020, by and between Ormat Technologies, Inc. and ORIX Corporation, incorporated by reference to Exhibit 99.1 to Ormat Technologies, Inc.'s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 4, 2017.April 14, 2020.

 

21.121.1+

Subsidiaries of Ormat Technologies, Inc., incorporated by reference to Exhibit 21.1 to Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 28, 2006.

 

23.123.1+

Consent of Kesselman & Kesselman, Certified Public Accountants (Isr.), a member firm of PricewaterhouseCoopers LLP,International Limited, Independent Registered Public Accounting Firm, filed herewith.Firm.

 

31.131.1+

Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.2002.

 

31.231.2+

Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.2002.

 

32.132.1+

Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.2002.

 

32.232.2+

Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.

99.1

Material terms with respect to BLM geothermal resources leases incorporated by reference to Exhibit 99.1 to Ormat Technologies, Inc.’s Registration Statement Amendment No. 2 on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 21, 2004.

99.2

Material terms with respect to BLM site leases incorporated by reference to Exhibit 99.2 to Ormat Technologies, Inc.’s Registration Statement on Form S-1 (File No. 333-117527) filed with the Securities and Exchange Commission on July 20, 2004.

99.3

Material terms with respect to agreements addressing renewable energy pricing and payment issues incorporated by reference to Exhibit 99.3 to Ormat Technologies, Inc.’s Registration Statement on Form S-1A (File No. 333-117527) filed with the Securities and Exchange Commission on September 28, 2004.2002.

 

101.INS*101.INS+  Inline XBRL Instance Document.*

101.SCH*101.SCH+ Inline XBRL Taxonomy Extension Schema Document.*

101.CAL*101.CAL+ Inline XBRL Taxonomy Extension Calculation Linkbase Document.*

101.DEF*101.DEF+ Inline XBRL Taxonomy Extension Definition Linkbase Document.*

101.LAB*101.LAB+ Inline XBRL Taxonomy Extension Label LinkbaseLinkbase Document.*

101.PRE*101.PRE+ Inline XBRL Taxonomy Extension Presentation Linkbase Document.*

104.1+ Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101).

 

*

PursuantManagement contract or compensatory plan in which directors and/or executive officers are eligible to Rule 406Tparticipate.

+

Filed herewith.

^

Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-T, these interactive data files are deemed not “filed” for purposes of Section 18S-K. We will furnish the omitted schedules to the SEC upon request.

ITEM 16. FORM 10-K SUMMARY

None.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ORMAT TECHNOLOGIES, INC.

By:

/s/ Doron Blachar

Name:  Doron Blachar

Title:    Chief Executive Officer

Date: February 26, 2021

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated, on February 26, 2021.

Signature

Capacity

/s/ Doron Blachar

Chief Executive Officer

Doron Blachar

(Principal Executive Officer)

/s/ Assi Ginzburg

Chief Financial Officer

Assi Ginzburg

(Principal Financial and Accounting Officer)

/s/ Isaac Angel

Chairman of the Exchange Act, or otherwise subject to the liabilityBoard of that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that the Company specifically incorporates such information by reference.Directors

+Isaac Angel

Filed herewith.

^/s/ Dan Falk

Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. We will furnish the omitted schedules to the SEC upon request.Director

Dan Falk

/s/ Stan Koyanagi

Director

Stan Koyanagi

/s/ David Granot

Director

David Granot

/s/ Ravit Bar Niv

Director

Ravit Bar Niv

/s/ Hidetake Takahashi

Director

Hidetake Takahashi

/s/ Dafna Sharir

Director

Dafna Sharir

/s/ Stanley B. Stern

Director

Stanley B. Stern

 

221

/s/ Byron Wong

Director

Byron Wong

/s/ Albertus “Bert” Bruggink

Director

Albertus “Bert” Bruggink

189