8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

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

Date of Report (Date of earliest event reported): December 1, 2011

Ormat Technologies, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	001-32347	No. 88-0326081
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

6225 Neil Road, Reno, Nevada	89511-1136
(Address of Principal Executive Offices)	(Zip Code)

(775) 356-9029
(Registrant’s Telephone Number, Including Area Code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

Item 1.01 Entry into a Material Definitive Agreement.

Item 9.01 Financial Statements and Exhibits.

Exhibit 4.1 Third Addendum, dated as of December 1, 2011, to a Deed of Trust, dated as of August 3, 2010 as amended on January 31, 2011 (effective as of January 27, 2011) and on February 13, 2011, between Ormat Technologies, Inc. and Mishmeret — Trusts Services Company Ltd. (formerly Ziv Haft Trust Company Ltd), as trustee.

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INFORMATION TO BE INCLUDED IN THE REPORT

Item 1.01 Entry into a Material Definitive Agreement.

     The information set forth in the Current Report on Form 8-K of Ormat Technologies, Inc. (the “Company”) filed February 2, 2011 is incorporated herein by reference.

     On December 1, 2011 the Company entered into the Third Addendum (the “Third Addendum”) to a Deed of Trust dated as of August 3, 2010 as amended on January 31, 2011 (effective as of January 27, 2011) and on February 13, 2011 (the “Deed of Trust”) with Mishmeret — Trusts Services Company Ltd. (formerly Ziv Haft Trust Company Ltd), as trustee. The Third Addendum modifies the Deed of Trust to: (a) revise the definition of Adjusted EBITDA in Section 3.3 to the Deed of Trust; and (b) increase the financial ratio in Section 3.5 to the Deed of Trust to 25%. Except as otherwise specifically amended in the Third Addendum, the Deed of Trust, as modified by the Third Addendum, remains in full force and effect. A copy of the Third Addendum is attached as Exhibit 4.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit 4.1 Third Addendum, dated as of December 1, 2011, to a Deed of Trust, dated as of August 3, 2010 as amended on January 31, 2011 (effective as of January 27, 2011) and on February 13, 2011, between Ormat Technologies, Inc. and Mishmeret — Trusts Services Company Ltd. (formerly Ziv Haft Trust Company Ltd), as trustee.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ORMAT TECHNOLOGIES, INC.
	By:	/s/ Yehudit Bronicki
		Name:	Yehudit Bronicki
Date: December 1, 2011		Title:	Chief Executive Officer

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EXHIBIT INDEX

Exhibit Number		Description of Exhibit
	4.1	Third Addendum, dated as of December 1, 2011, to a Deed of Trust, dated as of August 3, 2010 as amended on January 31, 2011 (effective as of January 27, 2011) and on February 13, 2011, between Ormat Technologies, Inc. and Mishmeret - Trusts Services Company Ltd. (formerly Ziv Haft Trust Company Ltd), as trustee.

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EX-4.1

Exhibit 4.1

THIRD ADDENDUM TO A DEED OF TRUST

This addendum (the “Addendum”) to the Deed of Trust entered into by and between Ormat Technologies, Inc. (the “Company”) and Mishmeret — Trusts Services Company Ltd. (formerly: Ziv Haft Trust Company Ltd.) (the: “Trustee”), dated August 3, 2010 as amended on January 31, 2011 (effective as of January 27, 2011) and on February 13, 2011 (the Deed of Trust as amended twice, shall be referred to hereinafter as the “Deed of Trust”) is made and executed this day of December 1, 2011 (the “Effective Date”).

WHEREAS the Company convened a general meeting of the holders of the bonds issued under the Deed of Trust, in which it proposed making amendments to the Deed of Trust in return to a one time compensation to the holders of the aforesaid bonds, all as set forth in the notice of the general meeting issued on November 3, 2011 (“The Company’s Proposal") (Schedule 1 - The Company’s Proposal); and

WHEREAS, the general meeting of the bondholders approved, on November 27, 2011 The Company’s Proposal; and

WHEREAS, the company has fulfilled its part in The Company’s Proposal; and

WHEREAS, the parties wish to amend the Deed of Trust in accordance with the approval of the general meeting of the bondholders, which amendment shall be in full force and effect as of the Effective Date,

NOW THEREFORE, in consideration of the mutual premises, covenants and understandings contained herein, the parties agree as follows:

1. General

1.1 The preamble to this Addendum constitutes an integral part hereof.

1.2 Unless otherwise defined herein, the capitalized terms appearing herein shall have the meanings attributed to them in the Deed of Trust.

2. Amendment

2.1 The definition of the term “Adjusted EBITDA” in section 3.3 to the Deed of trust will be replaced with the following:

"“Adjusted EBITDA” — at any given time, the Company’s EBIDTA together with depreciation, amortization, interest and taxes, which are attributed to the Company’s investments in its non-consolidated subsidiaries presented on the equity basis, according to the Company’s holding percentage therein, and net of any impairment of property, plant and equipment and other intangible assets, as stated in the Discussion and Financial Analysis Item in the annual and quarterly reports.”

2.2 In section 3.5 to the Deed of Trust, the ratio “20%” shall be replaced with the ratio of “25%”, so that section 3.5 shall read as follows:

"The Company undertakes that as long as the principal of the Bonds has not been repaid in full, the ratio between the capital and the total balance sheet as these appear in its annual and quarterly consolidated financial statements (audited or reviewed) will not be less than 25%.”

3. With the exception of the foregoing, no other variation shall be made in the Deed of Trust.

In witness whereof, the parties have executed this Addendum as of the Effective Date.

/s/Rami Sebty  /s/ Rami Katzav	/s/ Yehudit Bronicki
The Trustee Mishmeret — Trusts Services Company Ltd.	The Company Ormat Technologies, Inc.