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Note 12 - Subsequent Events
6 Months Ended
Jun. 30, 2017
Notes to Financial Statements  
Subsequent Events [Text Block]
NOTE
12
— SUBSEQUENT EVENTS
 
 
Cash dividend
 
On
August 3, 2017,
the Board declared, approved and authorized payment of a quarterly dividend of
$4.0
million (
$0.08
per share) to all holders of the Company
’s issued and outstanding shares of common stock on
August 15, 2017,
payable on
August 29, 2017.
 
 
ORIX transaction
 
 
On
May 4, 2017,
the Company announced that ORIX Corporation (“ORIX”) had entered into a definitive agreement with certain stockholders of the Company providing for the 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. (collectively, “FIMI”), Bronicki Investments, Ltd. (“Bronicki”), and certain senior members of the Company’s management team. Also on
May 4, 2017,
the Company announced that the Company and ORIX entered into certain related agreements, 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 unanimous approval by the Board. The closing of the stock purchase transaction and the transactions contemplated by the related agreements between the Company and ORIX 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 our 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
.
 
 
ORTP buyout
 
On
March 30, 2017,
t
he ORTP Flip Date occurred and on
July 10, 2017,
Ormat Nevada purchased all of the Class B membership units from JP Morgan for
$2.35
million. As a result, Ormat Nevada is now the sole owner of all controlling voting interests in ORTP and continues to consolidate ORTP in its financial statements.