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ORMAT TECHNOLOGIES, INC.

For the period ended Jun 30, 2025. Filed Aug 7, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 7, 2025

ORA$91.90-1.2%Stored close · as of Nov 6, 2026
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Item 1. FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED BALANCE SHEETS

June 30, 2025December 31, 2024
(Dollars in thousands)
ASSETS
Current assets:
Cash and cash equivalents$88,492$94,395
Restricted cash and cash equivalents (primarily related to VIEs)117,572111,377
Receivables:
Trade less allowance for credit losses of $275 and $224, respectively (primarily related to VIEs)154,277164,050
Other39,22750,792
Inventories44,90738,092
Costs and estimated earnings in excess of billings on uncompleted contracts12,92629,243
Prepaid expenses and other51,50859,173
Total current assets508,909547,122
Investment in unconsolidated companies160,178144,585
Deposits and other (primarily related to VIE’s)102,48375,383
Deferred income taxes176,897153,936
Property, plant and equipment, net ($3,308,167 and $3,271,248 related to VIEs, respectively)3,544,5643,501,886
Construction-in-process ($526,053 and $251,442 related to VIEs, respectively)1,024,241755,589
Operating leases right of use ($14,789 and $13,989 related to VIEs, respectively)35,24032,114
Finance leases right of use (none related to VIEs)3,6482,841
Intangible assets, net289,061301,745
Goodwill170,391151,023
Total assets$6,015,612$5,666,224
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accrued expenses$212,617$234,334
Short term revolving credit lines with banks (full recourse)96,500—
Commercial paper (less deferred financing costs of $20 and $23, respectively)99,98099,977
Billings in excess of costs and estimated earnings on uncompleted contracts37,69323,091
Current portion of long-term debt:
Limited and non-recourse (primarily related to VIEs)70,57070,262
Full recourse201,251161,313
Financing liability5,9054,093
Operating lease liabilities4,4643,633
Finance lease liabilities1,6961,375
Total current liabilities730,676598,078
Long-term debt, net of current portion:
Limited and non-recourse (primarily related to VIEs and less deferred financing costs of $7,833 and $8,849, respectively)542,437578,204
Full recourse (less deferred financing costs of $4,665 and $4,671, respectively)997,139822,828
Convertible senior notes (less deferred financing costs of $5,456 and $6,820, respectively)470,981469,617
Financing liability213,810216,476
Operating lease liabilities25,28522,523
Finance lease liabilities2,0421,529
Liability associated with sale of tax benefits136,778152,292
Deferred income taxes72,54468,616
Liability for unrecognized tax benefits7,5836,272
Liabilities for severance pay11,98410,488
Asset retirement obligation137,266129,651
Other long-term liabilities37,31429,270
Total liabilities3,385,8393,105,844
Commitments and contingencies (Note 9)
Redeemable noncontrolling interest10,9859,448
Equity:
The Company's stockholders' equity:
Common stock, par value $0.001 per share; 200,000,000 shares authorized; 60,723,470 and 60,500,580 issued and outstanding as of June 30, 2025 and December 31, 2024, respectively6161
Additional paid-in capital1,644,7771,635,245
Treasury stock, at cost (258,667 shares held as of June 30, 2025 and December 31, 2024, respectively)(17,964)(17,964)
Retained earnings868,371814,518
Accumulated other comprehensive income (loss)(2,297)(6,731)
Total stockholders' equity attributable to Company's stockholders2,492,9482,425,129
Noncontrolling interest125,840125,803
Total equity2,618,7882,550,932
Total liabilities, redeemable noncontrolling interest and equity$6,015,612$5,666,224

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND

COMPREHENSIVE INCOME

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
(Dollars in thousands, except per share data) · (Dollars in thousands, except per share data)
Revenues:
Electricity$159,912$166,226$340,153$357,479
Product59,61237,82991,38162,661
Energy storage14,4948,90832,24616,989
Total revenues234,018212,963463,780437,129
Cost of revenues:
Electricity121,236110,515241,069227,245
Product43,11832,66267,80253,816
Energy storage12,7698,40025,08715,872
Total cost of revenues177,123151,577333,958296,933
Gross profit56,89561,386129,822140,196
Operating expenses:
Research and development expenses1,4391,7303,9813,294
Selling and marketing expenses4,3704,1678,5429,293
General and administrative expenses19,78618,02637,69537,563
Other operating income(4,269)—(7,394)—
Impairment of long-lived assets—957—957
Write-off of unsuccessful exploration and storage activities2511,3797671,379
Operating income35,31835,12786,23187,710
Other income (expense):
Interest income1,9292,6043,2424,443
Interest expense, net(36,682)(33,716)(71,155)(64,684)
Derivatives and foreign currency transaction gains (losses)5,068(332)7,128(1,914)
Income attributable to sale of tax benefits16,25115,79833,82233,274
Other non-operating income, net7674298100
Income from operations before income tax and equity in earnings of investees21,96019,55559,56658,929
Income tax (provision) benefit5,4663,1789,2613,325
Equity in earnings of investees7731,2324062,061
Net income28,19923,96569,23364,315
Net income attributable to noncontrolling interest(153)(1,722)(825)(3,485)
Net income attributable to the Company's stockholders$28,046$22,243$68,408$60,830
Comprehensive income:
Net income28,19923,96569,23364,315
Other comprehensive income (loss), net of related taxes:
Change in foreign currency translation adjustments7,547(266)10,308(2,429)
Change in unrealized gains or losses in respect of the Company's share in derivatives instruments of an unconsolidated investment that qualifies as a cash flow hedge(214)429(1,110)939
Change in unrealized gains or losses in respect of a cross currency swap derivative instrument that qualifies as a cash flow hedge1,324(1,189)(2,142)(628)
Change in unrealized gains or losses in respect of an interest rate swap derivative instrument that qualifies as a cash flow hedge(233)41(745)1,107
Other changes in comprehensive income11(28)2325
Total other comprehensive income (loss), net of related taxes:8,435(1,013)6,334(986)
Comprehensive income36,63422,95275,56763,329
Comprehensive income attributable to noncontrolling interest(1,475)(1,620)(2,725)(2,921)
Comprehensive income attributable to the Company's stockholders$35,159$21,332$72,842$60,408
Earnings per share attributable to the Company's stockholders:
Basic:$0.46$0.37$1.13$1.01
Diluted:$0.46$0.37$1.12$1.00
Weighted average number of shares used in computation of earnings per share attributable to the Company's stockholders:
Basic60,68960,45160,62460,419
Diluted61,01960,75560,97360,655

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

The Company's Stockholders' Equity
Accumulated
Additional · Other
Common Stock · Paid-in · Treasury · Retained · Comprehensive · Noncontrolling · Total
Shares · Amount · Capital · Stock · Earnings · Income (Loss) · Total · Interest · Equity
(Dollars in thousands, except per share data)
Balance at December 31, 202360,359$60$1,614,769$(17,964)$719,894$(1,332)$2,315,427$125,560$2,440,987
Stock-based compensation——4,769———4,769—4,769
Exercise of stock-based awards by employees and directors (*)63—55———55—55
Cash paid to noncontrolling interest———————(2,587)(2,587)
Cash dividend declared, $0.12 per share————(7,243)—(7,243)—(7,243)
Net income————38,587—38,5871,92440,511
Other comprehensive income (loss), net of related taxes:
Currency translation adjustments—————(1,701)(1,701)(462)(2,163)
Change in unrealized gains or losses in respect of the Company's share in derivative instruments of an unconsolidated investment that qualifies as a cash flow hedge—————510510—510
Change in unrealized gains or losses in respect of a cross currency swap derivative instrument that qualifies as a cash flow hedge—————561561—561
Change in unrealized gains or losses in respect of an interest rate swap derivative instrument that qualifies as a cash flow hedge—————1,0661,066—1,066
Other—————5353—53
Balance at March 31, 202460,422$60$1,619,593$(17,964)$751,238$(843)$2,352,084$124,435$2,476,519
Balance as of the beginning of the period60,422$60$1,619,593$(17,964)$751,238$(843)$2,352,084$124,435$2,476,519
Stock-based compensation——5,077———5,077—5,077
Exercise of stock-based awards by employees and directors (*)31193———94—94
Cash paid to noncontrolling interest———————(90)(90)
Cash dividend declared, $0.12 per share————(7,344)—(7,344)—(7,344)
Net income————22,243—22,2431,77724,020
Other comprehensive income (loss), net of related taxes:—
Currency translation adjustment—————(164)(164)(102)(266)
Change in unrealized gains or losses in respect of the Company's share in derivative instruments of unconsolidated investment that qualifies as a cash flow hedge—————429429—429
Change in unrealized gains or losses in respect of a cross currency swap derivative instrument that qualifies as acash flow hedge—————(1,189)(1,189)—(1,189)
Change in unrealized gains or losses in respect of an interest rate swap derivative instrument that qualifies as a cash flow hedge—————4141—41
Other—————(28)(28)—(28)
Balance at June 30, 202460,453$61$1,624,763$(17,964)$766,137$(1,754)$2,371,243$126,020$2,497,263
Balance at December 31, 202460,501$61$1,635,245$(17,964)$814,518$(6,731)$2,425,129$125,803$2,550,932
Stock-based compensation——4,911———4,911—4,911
Exercise of stock-based awards by employees and directors (*)162————————
Cash paid to noncontrolling interest———————(2,767)(2,767)
Cash dividend declared, $0.12 per share————(7,273)—(7,273)—(7,273)
Net income————40,362—40,36295541,317
Other comprehensive income (loss), net of related taxes:
Currency translation adjustments—————2,1832,1835782,761
Change in unrealized gains or losses in respect of the Company's share in derivative instruments of an unconsolidated investment that qualifies as a cash flow hedge—————(896)(896)—(896)
Change in unrealized gains or losses in respect of a cross currency swap derivative instrument that qualifies as a cash flow hedge—————(3,466)(3,466)—(3,466)
Change in unrealized gains or losses in respect of an interest rate swap derivative instrument that qualifies as a cash flow hedge—————(512)(512)—(512)
Other—————1212—12
Balance at March 31, 202560,663$61$1,640,156$(17,964)$847,607$(9,410)$2,460,450$124,569$2,585,019
Cumulative effect of changes in accounting principles————————
Balance as of the beginning of the period60,663$61$1,640,156$(17,964)$847,607$(9,410)$2,460,450$124,569$2,585,019
Stock-based compensation——4,621———4,621—4,621
Exercise of stock-based awards by employees and directors (*)60————————
Cash dividend declared, $0.12 per share————(7,282)—(7,282)—(7,282)
Increase in noncontrolling interest related to tax monetization transaction———————276276
Net income————28,046—28,046(327)27,719
Other comprehensive income (loss), net of related taxes:
Currency translation adjustment—————6,2256,2251,3227,547
Change in unrealized gains or losses in respect of the Company's share in derivative instruments of unconsolidated investment that qualifies as a cash flow hedge—————(214)(214)—(214)
Change in unrealized gains or losses in respect of a cross currency swap derivative instrument that qualifies as a cash flow hedge—————1,3241,324—1,324
Change in unrealized gains or losses in respect of an interest rate swap derivative instrument that qualifies as a cash flow hedge————(233)(233)—(233)
Other—————1111—11
Balance at June 30, 202560,723$61$1,644,777$(17,964)$868,371$(2,297)$2,492,948$125,840$2,618,788

(*) Resulted in an amount lower than $1,000.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW

Six Months Ended June 30,
20252024
(Dollars in thousands)
Cash flows from operating activities:
Net income$69,233$64,315
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization139,808126,152
Accretion of asset retirement obligation4,2013,895
Stock-based compensation9,5339,845
Income attributable to sale of tax benefits, net of interest expense(13,431)(16,519)
Equity in earnings of investees(406)(2,061)
Mark-to-market of derivative instruments(2,404)1,279
Disposal of property, plant and equipment(332)38
Write-off of unsuccessful exploration and storage activities7671,379
Write-off of long-lived assets—957
Gain on severance pay fund asset(49)(43)
Loss (gain) on foreign currency exchange rates(8,329)963
Deferred income tax provision(15,038)(18,266)
Liability for unrecognized tax benefits1,311(1,153)
Changes in operating assets and liabilities, net of businesses acquired:
Receivables15,86553,147
Costs and estimated earnings in excess of billings on uncompleted contracts16,794(11,352)
Long-term costs and estimated earnings in excess of billings on uncompleted contracts(29,396)(5,370)
Inventories(6,815)390
Prepaid expenses and other531(14,004)
Change in operating lease right of use asset2,4041,912
Deposits and other6,456287
Accounts payable and accrued expenses(18,161)(42,765)
Billings in excess of costs and estimated earnings on uncompleted contracts12,591(2,392)
Liabilities for severance pay1,496(1,835)
Change in operating lease liabilities(1,926)(2,677)
Other long-term liabilities204(218)
Net cash provided by operating activities184,907145,904
Cash flows from investing activities:
Capital expenditures(327,426)(250,225)
Investment in unconsolidated companies(16,297)(1,225)
Cash paid for business acquisition, net of cash acquired(88,650)(274,632)
Decrease (increase) in severance pay fund asset, net of payments to retired employees(53)1,120
Net cash used in investing activities(432,426)(524,962)
Cash flows from financing activities:
Proceeds from long-term loans, net of transaction costs299,339392,791
Proceeds from exercise of options by employees—149
Proceeds related to tax monetization transaction5,190—
Proceeds from revolving credit lines with banks682,00040,000
Repayment of revolving credit lines with banks(585,500)(60,000)
Cash received from noncontrolling interest10,27612,251
Repayments of long-term debt(136,790)(108,644)
Cash paid to noncontrolling interest(3,301)(4,007)
Payments under finance lease obligations(765)(687)
Debt issuance costs(8,964)(2,073)
Cash dividends paid(14,555)(14,587)
Net cash provided by financing activities246,930255,193
Effect of exchange rate changes881(163)
Net change in cash and cash equivalents and restricted cash and cash equivalents292(124,028)
Cash and cash equivalents and restricted cash and cash equivalents at beginning of period205,772287,770
Cash and cash equivalents and restricted cash and cash equivalents at end of period$206,064$163,742
Supplemental non-cash investing and financing activities:
Change in accounts payable related to purchases of property, plant and equipment$(1,190)$(22,265)
Right of use assets obtained in exchange for new lease liabilities$5,241$3,548

The accompanying notes are an integral part of thecondensed consolidated financial statements.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 —GENERAL AND BASIS OF PRESENTATION

These unaudited condensed consolidated interim financial statements of Ormat Technologies, Inc. and its subsidiaries (collectively, the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. Accordingly, they do not contain all information and notes required by U.S. GAAP for annual financial statements. In the opinion of management, these unaudited condensed consolidated interim financial statements reflect all adjustments, which include normal recurring adjustments, necessary for a fair statement of the Company’s condensed consolidated balance sheets as of June 30, 2025, the condensed consolidated statements of operations and comprehensive income, the condensed consolidated statements of cash flows and the condensed consolidated statements of equity for the periods presented.

The financial data and other information disclosed in the notes to the condensed consolidated financial statements related to these periods are unaudited. The results for the periods presented are not necessarily indicative of the results to be expected for the year.

These condensed unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Annual Report”). The condensed consolidated balance sheet data as of December 31, 2024 was derived from the Company’s audited consolidated financial statements for the year ended December 31, 2024 but does not include all disclosures required by U.S. GAAP.

Dollar amounts, except per share data, in the notes to these financial statements are rounded to the closest $1,000.

Dominica Limited-Recourse Loan

On June 23, 2025, one of the Company’s subsidiaries (“GPCD”), entered into loan agreements (the “Dominica Loan Agreements”) with the Caribbean Development Bank (“CDB”) and Caricom Development Fund (“CDF”), (the “Lenders”) pursuant to which GPCD will borrow up to $49.8 million aggregate principal amount at an interest rate of 2.4% in connection with GPCD’s 10MW Geothermal Project in Dominica (“The Project”) .

The loan (the “Dominica Loan”) will be drawn over several drawdowns expected to occur during the second half of 2025, and the proceeds will be used to refinance and fund the development and construction costs of the Project, which were initially financed using equity.

The Dominica Loan is secured by all of the assets of GPCD. The GPCD Loan Agreements requires GPCD to comply with certain covenants, including, among others, restrictions on the incurrence of indebtedness or liens, amendment or modification of material project documents, or the ability of GPCD to merge or consolidate with another entity. In addition, there are restrictions on the ability of GPCD to make distributions to its shareholders after the commercial operation of The Project, which include a required historical and projected DSCR.

Blue Mountain Purchase Transaction

On June 18, 2025, the Company closed a purchase transaction with Cyrq Energy to acquire 100% ownership of the Blue Mountain geothermal power plant for a total consideration of $88.7 million (including customary post-closing working capital adjustments). The Blue Mountain power plant is a 20MW facility, located in Humboldt County, NV, under a Power Purchase Agreement (“PPA”) with NV Energy that expires at the end of 2029.

As a result of the acquisition, the Company expanded its overall generation capacity and expects to improve the profitability of the power plant through cost reduction, synergies and upgrades. The Company accounted for the transaction in accordance with Accounting Standard Codification ("ASC") 805, Business Combinations, and following the transaction, the Company consolidates the power plant in accordance with ASC 810, Consolidation.

During the six months ended June 30, 2025, the Company incurred $0.7 million of acquisition- related costs. Such costs are included under "General and administrative expenses" in the condensed consolidated statements of operations and comprehensive income for the respective period. Accounting guidance provides that the allocation of the purchase price may be adjusted for up to one year from the date of the acquisition to the extent that additional information is obtained about the facts and circumstances that existed as of the acquisition date.

The following table summarizes the preliminary purchase price allocation to the fair value of the assets acquired and liabilities assumed (in millions):

Trade receivables and others (1)$1.7
Deferred income taxes5.3
Property, plant and equipment and construction-in-process (2)86.2
Operating lease right-of-use1.4
Total assets acquired$94.6
Accounts payable, accrued expenses and others$0.3
Long-term operating lease liabilities1.2
Other long-term liability (3)16.8
Asset retirement obligation3.7
Total liabilities assumed$22.0
Total assets acquired, and liabilities assumed, net$72.6
Goodwill (4)$16.1

(1) The gross amount of trade receivables was collected subsequent to the acquisition date.

(2) The fair value of Property, plant and equipment was estimated by applying the income approach and utilizing the discounted cash flow method. This methodology assesses the value of tangible assets by computing the anticipated cash flows expected to be generated by the respective assets.

(3) Other long-term liability is related to the long-term electricity PPA described above, and is amortized over the term of the PPA. The fair value of the long-term liability represents a PPA price that is relatively lower than the related prevailing market price, and was estimated by applying the income approach and utilizing the With and Without method.

(4) Goodwill is primarily related to the expected synergies, potential cost savings in operations as a result of the purchase transaction as well as potential future enhancements to the geothermal asset. The goodwill is allocated to the Electricity segment and is deductible for tax purposes.

During the three months ended June 30, 2025, the acquired power plant contributed $0.5 million to the Company’s Electricity revenues, and $0.3 million to the Company's earnings which were included in the Company's condensed consolidated statements of operations and comprehensive income for that period. Pro forma information is not provided as the Company deemed this information to be immaterial.

Hybrid Tax Equity Partnership

On May 20, 2025, the Company entered into a partnership agreement with a private investor under which the private investor acquired indirect membership interests in the Lower Rio and Arrowleaf storage facilities (the “Project Facilities”) for total consideration of $62.0 million, of which an initial contribution of $5.2 million was made on May 20, 2025 (the “Initial Contribution”). The remainder of the total consideration will be paid upon the achievement of substantial completion milestones of each of the Project Facilities. Such milestones are expected to be reached during the second half of 2025. Following the transaction, the Company continues to operate and maintain the Project Facilities.

Under the transaction agreements, prior to reaching the flip date, which was defined as the later of the date on which the private investor reaches its target return, and the end of the Investment Tax Credits (“ITCs”) recapture period (the “Flip Date”), the private investor receives substantially all of the distributable cash flow generated by the Project Facilities, and substantially all of the tax attributes of the Project Facilities. Following the Flip Date, the Company will receive substantially all of the distributable cash and taxable income, on a go-forward basis.

Following the Flip Date, but no later than May 19, 2033, the Company has the option to purchase the private investor’s interests at the greater of (i) the fair market value of the post-flip residual interest, (ii)five percent of the aggregate capital contributions of the private investor, (iii) the fair market value of the Class A units, and (iv) the private investor’s book value investment. If the Company exercises this purchase option, it will become the sole owner of the project again.

As further described below under the caption “Transferable Production and Investment Tax Credits”, the Company accounts for ITCs under ASC 740 through the “Income tax (provision) benefit” line in the condensed consolidated statement of operations and comprehensive income, and therefore, proceeds allocated to ITCs were included in the “Income tax (provision) benefit line. Proceeds allocated to other tax attribute, will be included under “Income attributable to the sale of tax benefits” line in the condensed consolidated statement of operations and comprehensive income. The private investor’s Initial Contribution of $5.2 million was primarily related to ITC benefits, and thus recorded against the related deferred tax asset. Contributions related to other tax attributes will be recorded to the liability associated with sales of tax benefits on the condensed consolidated balance sheets.

Discount 2025 II Loan

On May 14, 2025, the Company entered into a definitive loan agreement (the “Discount 2025 II Loan Agreement”) with Discount Bank. The Discount 2025 II Loan Agreement provides for a loan by Discount Bank to the Company in an aggregate principal amount of $50.0 million (the “Discount 2025 II Loan”). The outstanding principal amount of the Discount 2025 II Loan will be repaid in 32 quarterly payments of $1.6 million each, commencing on August 22, 2025. The duration of the Discount 2025 II Loan is 8 years and it bears interest of 3-month SOFR+2.40%, payable every three months. The Discount 2025 II Loan Agreement includes various affirmative and negative covenants, including a requirement that the Company maintain (i) a net debt to adjusted EBITDA ratio not to exceed 6.0, (ii) a minimum equity capital amount of not less than $750 million, and (iii) an equity capital to total assets ratio of not less than 25%. The Discount 2025 II Loan Agreement includes other customary affirmative and negative covenants, including payment and covenant events of default.

Hapoalim 2025 Loan

On March 31, 2025, the Company entered into a definitive loan agreement (the “Hapoalim Loan Agreement 2025”) with Bank Hapoalim B.M. The Hapoalim Loan Agreement 2025 provides for a loan by Bank Hapoalim B.M. to the Company in an aggregate principal amount of $100.0 million (the “Hapoalim 2025 Loan”). On June 30, 2025, the Company amended and restated the Hapoalim Loan Agreement 2025 in order to increase the original principal amount of the Hapoalim 2025 Loan by an additional aggregated principal amount of $50 million (the “Amended Hapoalim 2025 Loan”). The outstanding principal amount of the Amended Hapoalim 2025 Loan will be repaid in 31 quarterly payments of $4.74 million each, commencing on September 30, 2025. The duration of the Amended Hapoalim 2025 Loan is 8 years and it bears interest of 3-month SOFR+2.45%, payable every three months. The Amended Hapoalim Loan Agreement 2025 includes various affirmative and negative covenants, including a requirement that the Company maintain (i) a net debt to adjusted EBITDA ratio not to exceed 6.0, (ii) a minimum equity capital amount of not less than $750 million, and (iii) an equity capital to total assets ratio of not less than 25%. The Amended Hapoalim Loan Agreement 2025 includes other customary affirmative and negative covenants, including payment and covenant events of default.

Discount 2025 Loan

On March 27, 2025, the Company entered into a definitive loan agreement (the “Discount Loan Agreement 2025”) with Discount Bank. The Discount Loan Agreement 2025 provides for a loan by Discount Bank to the Company in an aggregate principal amount of $50.0 million (the “Discount 2025 Loan”). The outstanding principal amount of the Discount 2025 Loan will be repaid in 32 quarterly payments of $1.6 million each, commencing on May 22, 2025. The duration of the Discount 2025 Loan is 8 years and it bears interest of 3-month SOFR+2.40%, payable every three months. The Discount Loan Agreement 2025 includes various affirmative and negative covenants, including a requirement that the Company maintain (i) a net debt to adjusted EBITDA ratio not to exceed 6.0, (ii) a minimum equity capital amount of not less than $750 million, and (iii) an equity capital to total assets ratio of not less than 25%. The Discount Loan Agreement 2025 includes other customary affirmative and negative covenants, including payment and covenant events of default.

Mizrahi 2025 Loan

On February 2, 2025, the Company entered into a definitive loan agreement (the “Mizrahi Loan Agreement 2025”) with Mizrahi Bank. The Mizrahi Loan Agreement 2025 provides for a loan by Mizrahi Bank to the Company in an aggregate principal amount of $50.0 million (the “Mizrahi 2025 Loan”). The outstanding principal amount of the Mizrahi 2025 Loan will be repaid in 16 semi-annual payments of $3.1 million each, commencing on October 15, 2025. The duration of the Mizrahi 2025 Loan is 8 years and it bears interest of 6-month SOFR+2.35%, payable everysix months. The Mizrahi Loan Agreement 2025 includes various affirmative and negative covenants, including a requirement that the Company maintain (i) a net debt to adjusted EBITDA ratio not to exceed 6.0, (ii) a minimum equity capital amount of not less than $750 million, and (iii) an equity capital to total assets ratio of not less than 25%. The Mizrahi Loan Agreement 2025 includes other customary affirmative and negative covenants, including payment and covenant events of default.

Settlement Agreement

As previously disclosed, on August 1, 2024, the Company entered into a settlement agreement, effective April 2024, (the “Agreement”) with a third-party battery systems supplier (the “Supplier”). Under the Agreement, the Supplier paid to the Company $35.0 million as a recovery of damages, such as significant loss of potential profit due to project delays, as well as additional costs incurred by the Company, related to locating and purchasing substitute battery solutions from alternative vendors, (the “Recovery of Damages”) to settle the dispute. On August 16, 2024, the Company received the Recovery of Damages payment contingent upon certain conditions which the Company expects to be met, on a pro-rata basis, during the period until March 31, 2026. The Company accounted for the Recovery of Damages amount under the guidance of ASC 450, Contingencies, and ASC 705, Cost of Sales and Services, and as a result, deemed $25.0 million as a recovery of damages, which is recognized as income once contingency conditions are met, and $10.0 million as a reduction to the cost of battery systems to be purchased under the Agreement. During the three and six months ended June 30, 2025, the Company recognized income of $3.1 million, and $6.3 million, respectively, under “Other operating income” in the condensed consolidated statements of operations and comprehensive income. These amounts represent the non-refundable portion of the recovery of damages for which contingency conditions have been met.

War in Israel

Starting October 7, 2023, Israel has been engaged in a complex multifront war in the Middle East. As of the date of these condensed consolidated financial statements, none of the Company's facilities or infrastructure have been damaged nor have its supply chains been significantly impacted since the war broke out. Management continuously monitors the effect of the war on the Company's financial position and results of operations. For more information, see Note 1 to the consolidated financial statements in the Company’s 2024 Annual Report.

Write-offs of Unsuccessful Exploration and Storage Activities

The write-off of unsuccessful exploration and storage activities for the three and six months ended June 30, 2025 of $0.3 million, and $0.8 million, respectively, are related to a number of storage projects that the Company decided to no longer pursue. The write-off of unsuccessful exploration and storage activities for the three and six months ended June 30, 2024 of $1.4 million, is related to geothermal exploration projects that the Company decided to no longer pursue.

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 as reported on the balance sheet to the total of the same amounts shown on the statement of cash flows:

June 30,December 31,
20252024
(Dollars in thousands)
Cash and cash equivalents$88,492$94,395
Restricted cash and cash equivalents117,572111,377
Total cash and cash equivalents and restricted cash and cash equivalents$206,064$205,772

Concentration of Credit Risk

Financial instruments that potentially subject the Company to a concentration of credit risk consist principally of cash investments and accounts receivable.

Cash investments:

The Company places its cash investments with high credit quality financial institutions located in the United States (“U.S.”) and in foreign countries. At June 30, 2025 and December 31, 2024, the Company had deposits totaling $10.2 million and $31.2 million, respectively, inten U.S. financial institutions that were federally insured up to $250,000 per account. At June 30, 2025 and December 31, 2024, the Company’s deposits in foreign countries amounted to approximately $74.4 million and $73.9 million, respectively.

Account receivables:

At June 30, 2025 and December 31, 2024, account receivables related to operations in foreign countries amounted to approximately $107.2 million, and $105.2 million, respectively. At June 30, 2025 and December 31, 2024, accounts receivable from the Company’s primary customers, which each accounted for revenues in excess of 10% of total consolidated revenues for the related period, amounted to approximately 55% and 57% of the Company’s trade receivables, respectively.

The aggregate amount of notes receivable exceeding 10% of total receivables as of June 30, 2025 and December 31, 2024 is $83.3 million, and $99.7 million, respectively.

The Company's revenues from its primary customers as a percentage of total revenues are as follows:

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
Southern California Public Power Authority (“SCPPA”)17.0%19.7%19.5%22.3%
Sierra Pacific Power Company and Nevada Power Company12.914.714.515.8
Kenya Power and Lighting Co. Ltd. ("KPLC")12.513.112.312.7

The Company has historically been able to collect on substantially all of its receivable balances. As of June 30, 2025, the amount overdue from KPLC in Kenya was $36.7 million of which $13.9 million was paid in July of 2025. The Company believes it will be able to collect all past due amounts from KPLC. 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 non-payments that are caused by government actions and/or political events).

In Honduras, as of June 30, 2025, the total amount overdue from Empresa Nacional de Energía Eléctrica ("ENEE") was $17.4 million of which $0.9 million was paid in July of 2025. In addition, due to the financial situation in Honduras, the Company may experience further delays in collection. The Company believes it will be able to collect all past due amounts from ENEE.

Allowance for Credit Losses

The following table describes the changes in the allowance for expected credit losses for the three and six months ended June 30, 2025 and 2024 (all related to trade receivables):

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
(Dollars in thousands) · (Dollars in thousands)
Beginning balance of the allowance for expected credit losses$249$163$224$90
Change in the provision for expected credit losses for the period263751110
Ending balance of the allowance for expected credit losses$275$200$275$200

Revenues from Contracts with Customers

Contract assets related to the Company’s Product segment reflect revenue 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 June 30, 2025 and December 31, 2024 are as follows:

June 30,December 31,
20252024
(Dollars in thousands)
Contract assets (*)$12,926$29,243
Contract liabilities (*)$(37,693)$(23,091)

(*) Contract assets and contract liabilities are presented as "Costs and estimated earnings in excess of billings on uncompleted contracts" and "Billings in excess of costs and estimated earnings on uncompleted contracts", respectively, on the condensed consolidated balance sheets. The contract liabilities balance at the beginning of the year was fully recognized as product revenues during the six months ended June 30, 2025 as a result of performance obligations having been fully satisfied as of June 30, 2025, except for certain immaterial amounts. Additionally, as of June 30, 2025, long-term costs and estimated earnings in excess of billings on uncompleted contracts related to the Dominica project in the amount of $55.4 million is included under “Deposits and other” in the condensed consolidated balance sheets, and not under the contract assets and contract liabilities above, due its long-term nature.

On June 30, 2025, the Company had approximately $261.9 million of remaining performance obligations not yet satisfied or partly satisfied related to our Product segment. The Company expects to recognize approximately 100% of this amount as Product revenues during the next 24 months.

Disaggregated revenues from contracts with customers for the three and six months ended June 30, 2025, and 2024 are disclosed under Note 8 - Business Segments, to the condensed consolidated financial statements.

Leases in which the Company is a Lessor

The table below presents lease income recognized as a lessor:

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
(Dollars in thousands) · (Dollars in thousands)
Lease income relating to lease payments from operating leases$131,089$129,420$274,711$276,521

Derivative Instruments

The Company maintains a risk management strategy that may incorporate the use of swap contracts, put options, forward exchange contracts, interest rate swaps, and cross-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.

Transferable Production and Investment Tax Credits

The Inflation Reduction Act (“IRA”) that was signed into law in August 2022, introduces a transferability provision for certain tax credits related to the clean production of energy. The One Big Beautiful Bill continues to allow the transfer of the clean energy tax credits. Under this provision, a reporting entity can monetize such credits through sale to a third party. The option for transferability of credits applies to taxable years beginning after December 31, 2022. Several of the Company’s projects, which are not currently part of a tax monetization transaction, generate eligible tax credits, such as investment tax credits (“ITCs”) and production tax credits (“PTCs”), that are eligible to be transferred to a third-party under the provisions of the IRA. The Company accounts for ITCs under ASC 740 through the “Income tax (provision) benefit” line in the condensed consolidated statement of operations and comprehensive income. PTCs are accounted similarly to refundable or direct-pay credits outside of the “Income tax (provision) benefit” line with income recognized in the “Income attributable to sale of tax benefits” line in the condensed consolidated statement of operations and comprehensive income. Income recognized related to the expected sale of such transferable PTCs during the three and six months ended June 30, 2025, was $6.0 million and $13.3 million, respectively, net of discount, and $3.6 million, and $8.0 million, respectively, net of discount, for the three and six months ended June 30, 2024. Tax benefits recognized under Income tax (provision) benefit related to transferable ITCs during the three and six months ended June 30, 2025, was $10.3 million and $24.2 million, respectively, net of discount, and $6.2 million, and $17.7 million, respectively, net of discount, for the three and six months ended June 30, 2024.

NOTE 2 —NEW ACCOUNTING PRONOUNCEMENTS

New Accounting Pronouncements Effective in the six months ended June 30, 2025

None.

New accounting pronouncements effective in future periods

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity

In May 2025, the FASB issued ASU 2025-03 “Business Combinations (Topic 805) and Consolidation (Topic 810)” to modify the Topic 805 framework for identifying the accounting acquirer in certain business combinations when the legal acquiree is a variable interest entity (“VIE”). Under current accounting guidance, when a VIE is acquired, the primary beneficiary (i.e., the entity that consolidates the VIE) is the accounting acquirer. The amendments in this ASU revise current guidance to: (1) limit situations in which entities must identify the primary beneficiary as the accounting acquirer in certain business combinations, and (2) require that when a business combination involving a VIE is primarily effected through exchanging equity interests, entities must consider the general factors in Topic 805 to determine which entity is the accounting acquirer. This ASU is effective for annual and interim reporting periods beginning after December 15, 2026. This ASU should be applied prospectively to any acquisition transaction that occurs after the initial application date. Early adoption is permitted as of the beginning of an interim or annual reporting period. The Company is currently evaluating the potential impact of this guidance on its consolidated financial statements; however, it anticipates that the adoption of ASU 2025-03 will not have a material impact on its consolidated financial statements.

Improvements to Income Tax Disclosures

In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740)–Improvements to Income Tax Disclosures” to enhance the transparency and decision usefulness of income tax disclosures, primarily related to the rate reconciliation and income taxes paid information. The amendments in this ASU require that public entities, on an annual basis, disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. This ASU also requires that all entities disclose, on an annual basis, (1) the amount of income taxes paid disaggregated by federal, state, and foreign taxes, (2) the amount of income taxes paid disaggregated by individual jurisdictions in which income taxes paid is equal to or greater than five percent of total income taxes paid, (3) income or loss from continuing operations before income tax expense or benefit disaggregated between domestic and foreign, and (4) income tax expense or benefit from continuing operations disaggregated by federal, state, and foreign. The amendments in this ASU are effective for annual periods beginning after December 15, 2024, and should be applied on a prospective basis with the option to apply retrospectively. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The Company is still evaluating the impact of this update and plans to implement these amendments in its 2025 consolidated annual financial statements.

Disaggregation of Income Statement Expenses

In November 2024, the FASB issued ASU 2024-03 “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40)” to improve the disclosure about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions. The amendments in this ASU require disclosure of the following items in the notes to the financial statements at each interim and annual reporting date:

1 The amounts of (a) purchases of inventory, (b) employee compensation, (c) depreciation, (d) intangible asset amortization, and (e) depreciation, depletion, and amortization recognized as part of oil- and gas-producing activities included in each relevant expense caption. A relevant expense caption is an expense caption presented on the face of the income statement within continuing operations that contain any of the expense categories listed in (a) through (e).

2 A qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively.

3 The total amount of selling expenses recognized in continuing operations, and the entity’s definition of selling expenses.

The amendments of this ASU also require that an entity include certain amounts that are already required to be disclosed under current generally accepted accounting principles in the same disclosure as the other disaggregation requirements. The amendments in this ASU are effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, and should be applied either (1) prospectively to financial statements issued for reporting periods after the effective date of the ASU or (2) retrospectively to any or all prior periods presented in the financial statements. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of these amendments on its consolidated financial statements.

Induced Conversions of Convertible Debt Instruments

In November 2024, the FASB issued ASU 2024-04 “Debt – Debt with Conversion and Other Options (Subtopic 470-20)” to improve the relevance and consistency in application of induced conversion guidance. The amendments in this ASU clarify the assessment of whether a transaction should be accounted for as an induced conversion or extinguishment of convertible debt when changes are made to conversion features as part of an offer to settle the instrument. This ASU is effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. This ASU can be adopted either on a prospective or retrospective basis. Early adoption is permitted. The Company is currently evaluating the potential impact of this guidance on its consolidated financial statements; however, it anticipates that the adoption of ASU 2024-04 will not have a material impact on its consolidated financial statements.

NOTE 3 —INVENTORIES

Inventories consist of the following:

June 30,December 31,
20252024
(Dollars in thousands)
Raw materials and purchased parts for assembly$20,860$20,575
Self-manufactured assembly parts and finished products24,04717,517
Total inventories$44,907$38,092

NOTE 4—FAIR VALUE OF FINANCIAL INSTRUMENTS

The fair value measurement guidance clarifies that fair value is an exit price, representing the amount that would be received upon selling an asset or paid upon transferring a liability in an orderly transaction between market participants. 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:

Level 1 — unadjusted observable inputs that reflect quoted prices for identical assets or liabilities in active markets;

Level 2 — inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly;

Level 3 — unobservable inputs.

The following table sets forth certain fair value information at June 30, 2025 and December 31, 2024 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.

Fair Value
Carrying Value at June 30, 2025TotalLevel 1Level 2Level 3
(Dollars in thousands)
Assets:
Current assets:
Cash equivalents (primarily restricted cash accounts)$42,797$42,797$42,797$—$—
Derivatives: interest rate swap (3)4040—40—
Derivatives: currency forward contracts (2)2,9542,954—2,954—
Long-term assets:
Cross currency swap (1)3,3413,341—3,341—
Liabilities:
Current liabilities:
Derivatives: cross-currency swap (1)(655)(655)—(655)—
Long term liabilities:
Derivatives: interest rate swap (3)(672)(672)—(672)—
$47,805$47,805$42,797$5,008$—
Fair Value
Carrying Value at December 31, 2024TotalLevel 1Level 2Level 3
(Dollars in thousands)
Assets:
Current assets:
Cash equivalents (primarily restricted cash accounts)$52,031$52,031$52,031$—$—
Derivatives: interest rate swap (3)180180—180—
Derivatives: currency forward contracts (2)550550—550—
Liabilities:
Current liabilities:
Derivatives: cross-currency swap (1)(3,500)(3,500)—(3,500)—
Long-term liabilities:
Derivatives: cross-currency swap (1)(6,653)(6,653)—(6,653)—
$42,607$42,607$52,031$(9,424)$—
  1. These amounts relate to cross-currency swap contracts valued primarily based on the present value of the cross-currency swap future settlement prices for U.S. Dollar (“USD”) and New Israeli Shekel (“NIS”) zero yield curves and the applicable exchange rate as of June 30, 2025 and December 31, 2024, as applicable. These amounts are included within “Deposits and other”, “Accounts payable and accrued expenses” or “Other long-term liabilities”, as applicable, in the condensed consolidated balance sheets on June 30, 2025 and December 31, 2024. Cash collateral deposits in the amount of $1.6 million and $9.7 million as of June 30, 2025, and December 31, 2024, respectively, are presented under “Receivables, other” in the condensed consolidated balance sheets.

  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 “Receivables, other” or “Accounts payable and accrued expenses”, as applicable, in the condensed consolidated balance sheets on June 30, 2025 and December 31, 2024, with the corresponding gain or loss being recognized within “Derivatives and foreign currency transaction gains (losses)” in the condensed consolidated statements of operations and comprehensive income.

  3. This amount relates to interest rate swap contracts valued primarily based on the present value of the interest rate swap settlement prices and the future 3-month SOFR prices based on USD zero yield curve as of June 30, 2025 and December 31, 2024. This amount is included within “Receivables, other” or “Other long-term liabilities”, as applicable, in the condensed consolidated balance sheets on June 30, 2025.

The following table presents the amounts of gain (loss) recognized in the condensed consolidated statements of operations and comprehensive income on derivative instruments:

Amount of recognized gain (loss) · Amount of recognized gain (loss)
Derivative instruments · Location of recognized gain (loss) · Three Months Ended June 30, · Six Months Ended June 30,
2025 · 2024 · 2025 · 2024
(Dollars in thousands) · (Dollars in thousands)
Derivatives not designated as hedging instruments
Currency forward contracts (1)Derivative and foreign currency transaction gains (losses)$4,040$(185)$3,693$(513)
Derivatives designated as cash flow hedging instruments
Cross currency swap (2)Derivative and foreign currency transaction gains (losses)$18,648$(2,127)$14,983$(5,363)
Interest rate swap (2)Interest expense, net$101$433202890
Total$18,749$(1,694)$15,185$(4,473)
  1. The foregoing currency forward transactions were not designated as hedge transactions and were marked to market with the corresponding gains or losses recognized within “Derivatives and foreign currency transaction gains (losses)” in the condensed consolidated statements of operations and comprehensive income.

  2. The foregoing cross-currency and interest rate swap transactions were designated as a cash flow hedging instruments. 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 condensed consolidated statements of operations and comprehensive income. The changes in the interest rate 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 “Interest expenses, net” to offset the remeasurement of the underlying hedged transaction which also impacts the same line item in the condensed 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 three and six months ended June 30, 2025 and 2024.

The following table presents the effect of derivative instruments designated as cash flow hedges on the condensed consolidated statements of operations and comprehensive income (loss) for the three and six months ended June 30, 2025, and 2024:

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
(Dollars in thousands) · (Dollars in thousands)
Cash flow hedges:
Balance in Accumulated other comprehensive income (loss) beginning of period$(3,294)$1,309$684$(318)
Gain or (loss) recognized in Other comprehensive income (loss):
Cross currency swap19,971(3,315)12,840(5,990)
Interest rate swap(132)474(543)1,997
Amounts reclassified from Other comprehensive income (loss) into earnings:
Cross currency swap(18,648)2,127(14,983)5,363
Interest rate swap(101)(433)(202)(890)
Balance in Accumulated other comprehensive income (loss) end of period$(2,204)$162$(2,204)$162

The estimated net amount of existing gain (loss) that is reported in “Accumulated other comprehensive income (loss)” as of June 30, 2025 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.

The fair value of the Company’s long-term debt approximates its carrying amount, except for the following:

Fair Value Hierarchy Level · Fair Value · Carrying Amount (*)
June 30, 2025 · December 31, 2024 · June 30, 2025 · December 31, 2024
(Dollars in millions) · (Dollars in millions)
Limited and non-recourse loans: fixed rate3$604.0$636.5$622.6$657.3
Full recourse loans:
Fixed-rate3849.8920.4862.3940.4
Variable-rate3348.348.5340.648.4
Financing liability: fixed-rate3222.9223.4219.7220.6
Convertible senior note2525.2471.2476.4476.4

(*) The carrying amount value of the loans excludes the related deferred financing costs.

The fair value of 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, except for the fair value of the Convertible Senior Notes for which the fair value was estimated based on a quoted bid price of the Notes in an over-the-counter market on the last trading day of the reporting period. A hypothetical change in the quoted bid price will result in a corresponding change in the estimated fair value of these notes. The carrying value of the deposits of $10.1 million, the short term revolving credit lines with banks of $96.5 million, and the commercial paper of $100.0 million, approximate their fair value. In the past five years, interest rate for both short-term and long-term debt have increased, although they have decreased slightly recently. Additional changes to the related interest rate may have a direct impact on the fair value of the Company's long-term debt.

NOTE 5 —STOCK-BASED COMPENSATION

In March 2025, the Company granted certain members of its management and employees an aggregate of 210,961 restricted stock units ("RSUs") and 45,190 performance stock units ("PSUs") under the Company’s 2018 Incentive Compensation Plan. The RSUs and PSUs have vesting periods of between 1 to 3 years from the grant date.

The fair value of each RSU and PSU on the grant date was $68.9 and $70.9, respectively. The Company calculated the fair value of each RSU and PSU on the grant date using the complex lattice, tree-based option-pricing model, and the Monte Carlo simulation, based on the following assumptions:

Risk-free interest rates3.95%—4.08%
Expected life (in years)1—3
Dividend yield0.69%
Expected volatility (weighted average)27.0%—31.0%

There were no other significant grants that were made by the Company during the six months ended June 30, 2025.

NOTE 6 —INTEREST EXPENSE, NET

The components of interest expense are as follows:

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
(Dollars in thousands) · (Dollars in thousands)
Interest related to sale of tax benefits$3,698$4,343$7,498$9,239
Interest expense37,28133,62171,71762,745
Less — amount capitalized(4,297)(4,248)(8,060)(7,300)
Total interest expense, net$36,682$33,716$71,155$64,684

NOTE 7 —EARNINGS PER SHARE

Basic earnings per share attributable to the Company’s stockholders 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 employee stock-based awards and convertible senior notes ("Notes").

The table below shows the reconciliation of the number of shares used in the computation of basic and diluted earnings per share (in thousands):

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
Weighted average number of shares used in computation of basic earnings per share60,68960,45160,62460,419
Additional shares from the assumed exercise of employee stock awards330304349236
Weighted average number of shares used in computation of diluted earnings per share61,01960,75560,97360,655

The number of stock-based awards that could potentially dilute future earnings per share and that were not included in the computation of diluted earnings per share because to do so would have been anti-dilutive was 4.3 thousand, and 181.4 thousand for the three months ended June 30, 2025 and 2024, respectively, and 19.7 thousand, and 71.7 thousand, for the six months ended June 30, 2025 and 2024, respectively.

As per ASU 2020-06, the if-converted method is required for calculating any potential dilutive effect from convertible instruments. For the three and six months ended June 30, 2025, the average price of the Company's common stock did not exceed the per share conversion price of the Notes of $90.27, and other requirements for the Notes to be convertible were not met and as such, there was no dilutive effect from the Notes in respect with the aforementioned periods.

NOTE 8 —BUSINESS SEGMENTS

The Company hasthree reporting segments: the Electricity segment, the Product segment and the Energy Storage segment. These segments are managed and reported separately as each offers different products and serves different markets.

Under the Electricity segment, the Company builds, owns and operates geothermal, solar PV and recovered energy-based power plants ("REG") in the United States and geothermal power plants in foreign countries, and sells the electricity generated by those power plants.

Under the Product segment, the Company designs, manufactures and sells equipment for geothermal and recovered energy-based electricity generation and provide services relating to the engineering, procurement and construction ("EPC") of geothermal and recovered energy-based power plants.

Under the Energy Storage segment, the Company owns and operates grid connected In-Front-of-the-Meter battery energy storage systems ("BESS"), which provide capacity, energy and/or ancillary services directly to the electric grid.

The accounting policies of the segments are the same as those described under Note 1 to the condensed consolidated financial statements. Transfer prices between the segments were determined on current market values or cost plus markup of the seller’s segment. The Company’s Chief Operating Decision Maker (“CODM”) is comprised of its CEO and CFO. To evaluate segment performance and allocate the Company’s resources, the CODM uses segment measures of gross profit and operating income. The CODM reviews budget-to-actual variances of both profit measures on a monthly basis when making decisions about allocation of the Company’s resources to the segments.

Summarized financial information concerning the Company’s reportable segments is shown in the following tables, including the Company's disaggregated revenues from contracts with customers as required by ASC 606, Revenue from Contracts with Customers (“ASC 606”). Total consolidated revenues, gross profit (loss) and operating income (loss) of the Company’s business segments exclude intersegment revenues, gross profit (loss) and operating income (loss) as these activities are eliminated in consolidation and are not included in CODM’s evaluation of performance of each segment.

ElectricityProductEnergy StorageConsolidated
(Dollars in thousands)
Three Months Ended June 30, 2025:
Revenues from external customers:
United States (1)$111,417$3,523$14,494$129,434
Foreign (2)48,49556,089—104,584
Net revenue from external customers159,91259,61214,494234,018
Less:
Depreciation and amortization expenses (3)58,1062,6327,07167,809
Other cost of revenues expenses (4)63,13040,4865,698109,314
Segment gross profit (loss)38,67616,4941,72556,895
Less:
Segment operating expenses (income) (5)16,7056,294(1,422)21,577
Segment operating income$21,971$10,200$3,147$35,318
Total depreciation and amortization expense (6)$59,945$2,955$7,130$70,030
Segment assets at period end (7) (*)5,225,398238,082552,1326,015,612
Expenditures for long-lived assets34,4051,80998,610134,824
* Including unconsolidated investments160,178——160,178
Three Months Ended June 30, 2024:
Revenues from external customers:
United States (1)$119,695$1,615$8,908$130,218
Foreign (2)46,53136,214—82,745
Net revenue from external customers166,22637,8298,908212,963
Less:
Depreciation and amortization expenses (3)52,8272,4674,78460,078
Other cost of revenues expenses (4)57,68830,1953,61691,499
Segment gross profit (loss)55,7115,16750861,386
Less:
Segment operating expenses (5)20,2974,1411,82126,259
Segment operating income (loss)$35,414$1,026$(1,313)$35,127
Total depreciation and amortization expense (6)$56,256$2,780$4,764$63,800
Segment assets at period end (7) (*)4,955,806192,092358,9045,506,802
Expenditures for long-lived assets106,8671,69038,282146,839
* Including unconsolidated investments129,664——129,664
Six Months Ended June 30, 2025:
Revenues from external customers:
United States (1)$245,631$6,762$32,246$284,639
Foreign (2)94,52284,619—179,141
Net revenue from external customers340,15391,38132,246463,780
Less:
Depreciation and amortization expense (3)114,9765,20313,922134,102
Other cost of revenues expenses (4)126,09362,59911,165199,856
Segment gross profit (loss)99,08423,5797,159129,822
Less:
Segment operating expenses (income) (5)36,2709,743(2,422)43,591
Segment operating income62,81413,8369,58186,231
Total depreciation and amortization expenses (6)119,9215,84914,037139,808
Segment assets at period end (7) (*)5,225,398238,082552,1326,015,612
Expenditures for long-lived assets205,7553,009118,662327,426
* Including unconsolidated investments160,178——160,178
Six Months Ended June 30, 2024:
Revenues from external customers:
United States (1)$263,511$2,491$16,989$282,991
Foreign (2)93,96860,170—154,138
Net revenue from external customers357,47962,66116,989437,129
Less
Depreciation and amortization expense (3)105,0165,0309,235119,281
Other cost of revenues expenses (4)122,22948,7866,637177,652
Segment gross profit (loss)130,2348,8451,117140,196
Less:
Segment operating expenses (income) (5)42,1396,9773,37052,486
Segment operating income (loss)88,0951,868(2,253)87,710
Total depreciation and amortization expenses (6)111,3055,6539,194126,152
Segment assets at period end (7) (*)4,955,806192,092358,9045,506,802
Expenditures for long-lived assets199,0303,01248,183250,225
* Including unconsolidated investments129,664——129,664

(1)Electricity segment revenues in the United States are all accounted for under lease accounting except for $31.4 million and $71.5 million, in the three and six months ended June 30, 2025, respectively, and $37.5 million and $82.3 million, in the three and six months ended June 30, 2024, respectively, that are accounted for under ASC 606. Product and Energy Storage segment revenues in the United States are accounted for under ASC 606, except for Energy Storage revenues of $2.5 million and $6.1 million, for the three and six months ended June 30, 2025, respectively, and $0.7 million and $1.4 million, for the three and six months ended June 30, 2024, respectively, that are accounted for under lease accounting.

(2)Electricity segment revenues in foreign countries are all accounted for under lease accounting. Product segment revenues in foreign countries are all accounted for under ASC 606.

(3)Depreciation and amortization expense amounts align with the segment-level information that is regularly provided to the CODM, and do not include intersegment transactions. Depreciation and amortization expenses included in the segment measure of gross profit are related to the specific tangible and intangible assets associated with each of the reportable segments.

(4)Other cost of revenues expenses for each reportable segment include:

Electricity: primarily cost of manpower, utilities, repair and maintenance, royalties, and property taxes.

Products: primarily cost of raw materials and finished goods used in manufacturing, manpower, transportation, and third-party subcontractors.

Energy Storage: primarily cost of manpower, utilities, and insurance.

(5)Segment operating expenses include research and development expenses, selling and marketing expenses, and general and administrative expenses such as manpower, depreciation and amortization, legal and professional services. Such expenses do not include intersegment transactions. Segment operating expenses related to the Energy Storage segment are directly related to this segment. Segment operating expenses related to the Electricity and Product segments are allocated between thesetwo segments based on their weighted contribution to revenues, except for certain specific expenses or gains that are specifically allocated to one of these segments, as applicable, such as impairment of long-lived assets, write-off of unsuccessful exploration activities, and other operating income.

(6)Total depreciation and amortization expenses for each segment are related to the specific tangible and intangible assets associated with the respective reportable segment.

(7)Electricity segment assets include goodwill in the amount of $165.8 million, and $146.4 million as of June 30, 2025 and 2024, respectively. Energy Storage segment assets include goodwill in the amount of $4.6 million, and $4.6 million as of June 30, 2025 and 2024, respectively. No goodwill is included in the Product segment assets as of June 30, 2025 and 2024.

Reconciling information between reportable segments and the Company’s consolidated totals is shown in the following table:

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
(Dollars in thousands) · (Dollars in thousands)
Reconciliation of profit or loss (segment gross profit):
Total segment gross profit (loss)$56,895$61,386$129,822$140,196
Less operating expenses:
Research and development expenses1,4391,7303,9813,294
Selling and marketing expenses4,3704,1678,5429,293
General and administrative expenses19,78618,02637,69537,563
Other operating income(4,269)—(7,394)—
Impairment of long-lived assets—957—957
Write-off of unsuccessful exploration and storage activities2511,3797671,379
Operating income$35,318$35,127$86,231$87,710
Interest income1,9292,6043,2424,443
Interest expense, net(36,682)(33,716)(71,155)(64,684)
Derivatives and foreign currency transaction gains (losses)5,068(332)7,128(1,914)
Income attributable to sale of tax benefits16,25115,79833,82233,274
Other non-operating income, net7674298100
Total consolidated income before income taxes and equity in income of investees$21,960$19,555$59,566$58,929
Reconciliation of profit or loss (segment operating income):
Total segment operating income$35,318$35,127$86,231$87,710
Interest income1,9292,6043,2424,443
Interest expenses, net(36,682)(33,716)(71,155)(64,684)
Derivatives and foreign currency transaction gains (losses)5,068(332)7,128(1,914)
Income attributable to sale of tax benefits16,25115,79833,82233,274
Other non-operating income, net7674298100
Total consolidated income before income taxes and equity in income of investees$21,960$19,555$59,566$58,929

NOTE 9 —COMMITMENTS AND CONTINGENCIES

On July 29, 2024, a former employee filed a class action against the Company in Imperial County, California alleging violations of the California Labor Code, to act in a representative capacity for other Ormat employees in California alleging violations of California wage and hour regulations. The complaint was amended on September 12, 2024 to add companion Private Attorneys General Act claims. The complaint seeks recovery of various damages as well as equitable relief. The parties attended a mediation in April 2025 and have reached a settlement in principle for an immaterial amount, which is subject to approval by the Court.

On February 7, 2025, Engie Resources, LLC and certain of its affiliates filed an action against the Company’s wholly owned subsidiary in the United States District Court for the Northern District of Texas. The matter was dismissed for lack of jurisdiction and refiled in state court. The complaint alleges that the Company breached its contractual obligations, including certain indemnity obligations, under certain service agreements with or involving the plaintiffs, by failing to properly schedule responsive reserve service on behalf of the plaintiffs during the power crisis in Texas in February 2021. The complaint seeks recovery from the Company of $47.5 million in damages, as well as equitable relief. No amounts have been accrued for potential losses under this matter, as the Company considers it has strong legal defenses and intends to vigorously defend itself against the claims and take all necessary legal actions to have them dismissed. Due to the early stage of the matter, the Company cannot reasonably predict the outcome of the proceedings, which is inherently uncertain, however, the Company believes that the probability of the claimant receiving a material award is low.

Additionally, from time to time, the Company is named as a party to other various lawsuits, claims and other legal and regulatory proceedings that arise in the ordinary course of the 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’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.

Other Matters

In Kenya, since 2021, various task forces have been appointed by the President and/or the Senate to review and analyze Power Purchase Agreements (“PPA”s) entered into between KPLC and various independent power producers (including our long-term PPA for the Olkaria complex), with the recommendation that KPLC review its contracts and attempt renegotiation with these independent power producers to reduce PPA tariffs within existing contractual arrangements. The Company has been approached by certain of these task forces and has participated in requested discussions with them, which remain ongoing.

NOTE 10 —INCOME TAXES

The Company’s effective tax rate benefit for the three months ended June 30, 2025 and 2024 was (24.9)% and (16.3)%, respectively, and (15.5)% and (5.6)%, for the six months ended June 30, 2025 and 2024, respectively. The effective rate differs from the federal statutory rate of 21% primarily due to the generation of investment tax credits, and the jurisdictional mix of earnings at differing tax rates.

The Organization for Economic Co-operation and Development (“OECD”) issued a framework to implement a global minimum corporate tax of 15% for companies with global revenues and profits above certain thresholds (referred to as Pillar 2). Certain aspects of Pillar 2 became effective January 1, 2024, and other aspects became effective January 1, 2025. Effective January 1, 2025, the Company met the revenue threshold requirements and is now subject to Pillar 2. The impact of Pillar 2 is not a material component of income tax expense in the six months ended June 30, 2025.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBB”) was enacted into law in the United States. The OBBB includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act of 2017 and numerous changes to the energy tax credits initially introduced and expanded under the IRA. The legislation allows for geothermal and battery storage to qualify for 100% PTC or ITC related to projects that start construction by the end of December 2033, 75% PTC or ITC by the end of December 2034 and 50% PTC or ITC by the end of December 2035. In order to qualify for 100% energy credit, solar projects must start construction by July 4, 2026 and be placed-in-service within four years, or start construction after July 3, 2026 and be placed-in-service by December 31, 2027. The law seeks to limit content from foreign entities of concern (“FEOC”) used in energy related projects that start construction after December 31, 2025. The FEOC restrictions apply at both the product and taxpayer levels, which primarily affects products and ownership related to China. The Company is currently evaluating the impact of the OBBB on our consolidated financial statements.

NOTE 11 —SUBSEQUENT EVENTS

Cash Dividend

On August 6, 2025, the Board of Directors of the Company declared, approved and authorized payment of a quarterly dividend of $7.3 million ($0.12 per share) to all holders of the Company’s issued and outstanding shares of common stock on August 20, 2025, payable on September 3, 2025.

Heber 1 and 2 Tax Monetization Transaction

On July 10, 2025, one of the Company’s wholly-owned subsidiaries that indirectly owns the Heber 1 and Heber 2 geothermal power plants entered into a partnership agreement with a private investor. Under the transaction documents, the private investor acquired membership interests in thetwo Heber Geothermal power plants for an initial purchase price of approximately $77.1 million and for which it will pay additional installments that are expected to amount to approximately $25.7 million. The Company continues to operate and maintain the power plants 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, 2032 (“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 95% of the distributable cash and 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 75% of the distributable cash generated by the power plant and 99% of the tax attributes as long as the project is generating PTCs.

On the Target 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 project again.

Geothermie Bouillante Loan

On July 31 st, 2025, Geothermie Bouillante S.A., a subsidiary of the Company that owns and operates the geothermal power plant in Guadeloupe in which the Company indirectly holds a 63.75% ownership interest (“GB”), entered into loan agreements (the “GB Loan Agreements”) with a consortium of French banks, pursuant to which GB will borrow up to approximately €99.8 million aggregate principal amount, in connection with GB’s geothermal project in Guadeloupe.

The loan (the “GB Loan”) is comprised oftwo tranches. One tranche covers the refinancing of sponsors’ investment in the existing power plants, bears interest of 4.1%, and matures in 5 years. The second tranche covers the construction of GB’s 10MW expansion project which is expected to be commissioned in 2026, bears interest of 4.8%, and matures in 21 years. The GB Loan will be drawn over several drawdowns expected to occur during the second half of 2025, and the first half of 2026.

The GB Loan is secured by all of the assets of GB and by sponsors’ ownership interests in GB. The GB Loan Agreements require GB to comply with certain covenants, including, among others, restrictions on the incurrence of indebtedness or liens, amendment or modification of material project documents, or the ability of GB to merge or consolidate with another entity. In addition, there are restrictions on the ability of GB to make distributions to its shareholders, which include a required historical and projected DSCR. The drawdowns are subject to typical conditions for draws, including, among others, verification of project costs, compliance with certain gearing ratios.

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