- Amended Statement of Beneficial Ownership (SC 13D/A)
25 Maio 2010 - 12:21PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
[Rule 13d-101]
(Amendment No. 1)*
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE § 240.13d-
1(a) AND
AMENDMENTS THERETO FILED PURSUANT
TO RULE § 240.13d-2(a)
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
(CUSIP Number)
Steve
Kronengold, Esq.
SRK Law Offices
7 Oppenheimer Street
Rabin
Science Park
Rehovot, Israel 76703
+(972)(8) 936-0999
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
(Date of Event Which Requires Filing this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box.
o
Note:
Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No.
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686688-10-2
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13D
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Page
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2
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of
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5
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Pages
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1
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NAMES OF REPORTING PERSONS
Ormat Industries Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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(b)
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
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WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Israel
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7
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SOLE VOTING POWER
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NUMBER OF
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25,997,380 shares of common stock
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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0
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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25,997,380 shares of common stock
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WITH
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10
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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25,997,380
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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57.22%
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14
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TYPE OF REPORTING PERSON
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CO
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Item 1. SECURITY AND ISSUER.
This
statement relates to shares of common stock, par value $0.001 per share of Ormat
Technologies, Inc., a Delaware corporation (the Issuer). The holders of common stock vote on the
election of the Issuers directors and all other matters requiring stockholder action.
The principal executive offices of the Issuer are located at 6225 Neil Road, Suite 300, Reno
Nevada 89511.
Item 2. IDENTITY AND BACKGROUND.
(a)
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This statement is being filed by Ormat Industries Ltd. (the Reporting Person).
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(b)
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The principal business address of the Reporting Person is Industrial Area, P.O. Box 68, Yavne
81100, Israel.
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(c)
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The principal business of the Reporting Person is investing in renewable and alternative
energy, including holding indirect investments in geothermal and recovered energy generation
projects.
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(d)
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During the last five years, the Reporting Person has not been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors).
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(e)
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During the last five years, the Reporting Person has not been a party to a civil proceeding of
a judicial or administrative body of competent jurisdiction which resulted in a judgment,
decree or final order enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with respect to such
laws.
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Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Funds for the purchase of the shares of common stock reported herein were derived from
available capital of the Reporting Person.
Item 4. PURPOSE OF TRANSACTION
Item 4 of this Schedule 13D is hereby amended to include the following information:
The Reporting Person purchased the shares of common stock reported herein for investment
purposes.
3
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
Item 5 of this Schedule 13D is hereby amended to include the following information:
(a)
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The Reporting Person owns 25,997,380 shares of common stock of the Issuer. Based on information provided to the Reporting Person by the Issuer, this
number represents approximately 57.22% of the outstanding shares of the Issuers common stock as of the date of this statement.
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(b)
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The Reporting Person has the sole power to vote or to direct the vote, and the sole power to dispose or to direct the disposition of, the 25,997,380
shares of common stock of the Issuer that the Reporting Person owns.
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(c)
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The table below sets forth purchases of the shares of the Issuers common stock by the Reporting Person during the last 60 days. All of such purchases were effected by the Reporting Issuer in broker transactions on the
New York Stock Exchange.
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Approximate Price
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Amount of
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Per Share ($)
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Date
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Shares
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(net of commissions)
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May 10, 2010
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74,800
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$
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29.4876
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May 11, 2010
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29,222
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$
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29.8436
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May 14, 2010
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74,800
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$
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29.7537
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May 17, 2010
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71,800
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$
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30.0726
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May 18, 2010
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74,100
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$
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29.9680
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May 19, 2010
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74,300
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$
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28.8935
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May 20, 2010
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74,300
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$
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27.7185
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May 21, 2010
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74,058
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$
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26.9054
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(d)
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No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the
securities beneficially owned by the Reporting Person.
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(e)
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Not Applicable.
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Item 6. CONTRACTS ARRANGEMENTS UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES
OF THE ISSUER.
Item 6 of this Schedule 13D is hereby amended to include the following information:
Not Applicable.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
Item 7 of this Schedule 13D is hereby amended to include the following information:
Not Applicable
4
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I hereby certify that the
information set forth in this statement is true, complete and correct.
Dated:
May 25, 2010
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Ormat Industries Ltd.
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/s/ Yehudit Bronicki
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Name:
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Yehudit Bronicki
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Title:
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Chief Executive Officer
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5
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