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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: NOVEMBER 9, 2005
ORMAT TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
Commission File No. 001-32347
Delaware No. 88-0326081
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(State of Incorporation) (I.R.S. Employer
Identification No.)
980 Greg Street, Sparks, Nevada 89431
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(Address of principal executive offices) (Zip code)
Not Applicable
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(Former name or former address, if changed since last report)
Registrant's telephone number, including area code: (775) 356-9029
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[_] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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TABLE OF CONTENTS
Item 2.02 Results of Operation and Financial Condition
Item 9.01 Financial Statements and Exhibits
Signatures
Exhibit Index
Exhibit 99.1
Ex-99.1 Press Release
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INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On November 9, 2005, Ormat Technologies, Inc. (the Registrant) reported its
earnings for its third 2005 fiscal quarter ended September 30, 2005. A copy of
the Registrant's press release containing this information is furnished as
Exhibit 99.1 to this report on Form 8-K and is incorporated herein by reference.
The information furnished pursuant to this Item 2.02, including Exhibit 99.1,
shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the
liabilities under that Section, or incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such a filing.
The Registrant is making reference to non-GAAP financial measures in the press
release. A reconciliation of these non-GAAP financial measures to the comparable
GAAP financial measures is contained in the attached press release.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(C) EXHIBITS
The following exhibit is furnished as part of this report on Form 8-K:
99.1 Press release of the Registrant dated November 9, 2005 containing
financial information for its third quarter of fiscal year 2005.
SAFE HARBOR STATEMENT
Information provided in this report on Form 8-K may contain statements relating
to current expectations, estimates, forecasts and projections about future
events that are "forward-looking statements" as defined in the Private
Securities Litigation Reform Act of 1995. These forward-looking statements
generally relate to the Company's plans, objectives and expectations for future
operations and are based upon management's current estimates and projections of
future results or trends. Actual future results may differ materially from those
projected as a result of certain risks and uncertainties. For a discussion of
such risks and uncertainties, see "Risk Factors" as described in the Company's
Annual Report on Form 10-K/A filed with the Securities and Exchange Commission
on April 12, 2005.
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These forward-looking statements are made only as of the date hereof, and we
undertake no obligation to update or revise the forward-looking statements,
whether as a result of new information, future events or otherwise.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ORMAT TECHNOLOGIES, INC.
(Registrant)
By /s/ Yehudit Bronicki
Yehudit Bronicki
Chief Executive Officer
Date: November 9, 2005
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EXHIBIT INDEX
Exhibit
Number Description
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99.1 Press Release of Registrant dated November 9,
2005
