Ormat Technologies, Inc. Announces Closing of Upsized $1 Billion Convertible Senior Notes Offering

Rhea-AI Summary

Ormat Technologies (NYSE: ORA) closed an upsized $1.0 billion private offering of convertible senior notes due March 15, 2031, consisting of $825 million Series A (1.50% coupon) and $175 million Series B (0.00% coupon). The initial conversion price reflected a 30% premium to the stock price at pricing. Series B holders have a repurchase right on March 15, 2027 at 100% principal. Ormat used approximately $287.9 million of net proceeds plus ~$25 million cash and issued ~0.6 million shares to repurchase ~$285.9 million of its 2027 convertible notes; ~$25 million was used to repurchase shares; remaining proceeds for general corporate purposes.

Positive

• Raised $1.0B via convertible senior notes
• Low cash cost: 1.50% coupon on Series A and 0.00% on Series B
• Repurchased $285.9M of 2.50% 2027 notes, reducing near-term maturities

Negative

• Issued approximately 0.6M shares, creating immediate dilution
• Series B holders can force repurchase on March 15, 2027, creating potential 2027 cash need
• Convertible feature retains potential future equity dilution if converted

Key Figures

Convertible notes total: $1 billion Series A notes: $825 million, 1.50% Series B notes: $175 million, 0.00% +5 more

8 metrics

Convertible notes total $1 billion Aggregate principal amount of 2031 convertible senior notes

Series A notes $825 million, 1.50% Series A Convertible Senior Notes due 2031 coupon rate

Series B notes $175 million, 0.00% Series B Convertible Senior Notes due 2031 zero coupon

Conversion premium 30% Initial conversion price premium over common stock at pricing

2027 notes repurchased $285.9 million Principal of 2.50% convertible notes due 2027 repurchased

Shares issued 0.6 million shares Common shares issued in 2027 notes repurchase transactions

Net proceeds used (debt) $287.9 million Net proceeds allocated to 2027 convertible note repurchases

Share repurchases $25 million Net proceeds allocated to common stock buybacks

Market Reality Check

Price: $106.50 Vol: Volume 992,266 is slightl...

normal vol

$106.50 Last Close

Volume Volume 992,266 is slightly below the 20-day average of 1,059,288, suggesting no unusual trading activity pre-announcement. normal

Technical Shares at $106.50 are trading above the 200-day moving average at $102.70, despite the dilution overhang.

Peers on Argus

ORA fell 3.71% with renewable peers also weak: BEPC -4.81%, CWEN -5.67%, ENLT -3...

ORA fell 3.71% with renewable peers also weak: BEPC -4.81%, CWEN -5.67%, ENLT -3.42%, RNW -3.24%, FLNC -5.08%. Scanner did not flag a coordinated sector momentum move.

Previous Offering Reports

4 past events · Latest: Mar 18 (Negative)

Same Type Pattern 4 events

Date	Event	Sentiment	Move	Catalyst
Mar 18	Convertible notes pricing	Negative	-0.5%	Pricing of upsized 2031 Series A and B convertible notes offering.
Mar 17	Convertible notes proposal	Negative	-0.5%	Announcement of proposed Series A and B convertible senior notes.
Dec 11	Secondary stock pricing	Negative	-7.5%	Pricing of 3.7M-share secondary stock sale by ORIX at $76.20.
Dec 11	Secondary stock offering	Negative	-7.5%	Announcement of 3.7M-share secondary offering on behalf of ORIX.

Pattern Detected

Offering-related headlines have historically coincided with negative stock reactions, with an average move of about -3.96% around such events.

Recent Company History

Recent news flow shows a sequence of equity and convertible financings alongside corporate growth. On Mar 17–18, 2026, Ormat announced and priced upsized offerings of Series A and B convertible notes, both followed by modest share price declines of -0.46%. Earlier, on Dec 11, 2024, secondary stock offerings on behalf of ORIX led to larger drops of -7.47%. Today’s closing of the upsized $1 billion convertible deal continues this pattern of financing-related pressure.

Historical Comparison

-4.0% avg move · In the past 15 months, ORA had four offering-related headlines averaging a -3.96% move. Today’s -3.7...

offering

-4.0%

Average Historical Move offering

In the past 15 months, ORA had four offering-related headlines averaging a -3.96% move. Today’s -3.71% reaction to the $1B convertible closing is broadly in line with that pattern.

The current news caps a sequence from proposed to priced to fully closed 2031 convertible offerings, adding to prior secondary equity transactions by a large shareholder.

Market Pulse Summary

This announcement details the closing of a $1 billion convertible senior notes offering, split betwe...

Analysis

This announcement details the closing of a $1 billion convertible senior notes offering, split between $825 million at 1.50% and $175 million at 0.00%, all due 2031 with a 30% conversion premium. Ormat applied $287.9 million of proceeds plus cash and 0.6 million shares to retire $285.9 million of 2027 notes and allocated $25 million to buybacks. Investors may watch how leverage, future dilution and deployment of remaining proceeds interact with growth and earnings trajectories.

Key Terms

convertible senior notes, rule 144a, principal amount, repurchase price

4 terms

convertible senior notes financial

"private offering of $1 billion aggregate principal amount of convertible senior notes"

Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.

rule 144a regulatory

"sold to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A"

Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.

principal amount financial

"repurchase price equal to 100% of the principal amount, plus any accrued and unpaid special interest"

The principal amount is the original sum of money that is borrowed, lent, or invested before any interest, fees, or returns are added. It matters to investors because interest charges, scheduled repayments, and total return are calculated from that base amount — think of it as the price tag on which future costs or gains are built. Knowing the principal helps you compare deals and predict cash flows and risk.

repurchase price financial

"require the Company to repurchase all or a portion of their Notes on March 15, 2027, at a repurchase price equal to 100%"

Repurchase price is the amount a company or counterparty pays to buy back a security, typically a share of stock or a bond, from the holder. Think of it like a store offering to buy back a product at a set sticker price; that number tells investors how much cash the seller will receive and how much the buyer must spend. It matters because the repurchase price affects a company’s cash position, the number of shares outstanding and therefore per-share earnings and ownership percentages, so it can change the value and returns for existing investors.

AI-generated analysis. Not financial advice.

Offering Includes $825 Million of Series A Notes, and $175 Million of Series B Notes Following Full Exercise of Initial Purchasers’ Option

RENO, Nev., March 23, 2026 (GLOBE NEWSWIRE) -- Ormat Technologies, Inc. (NYSE: ORA) (“Company” or “Ormat”) today announced the closing of its previously announced private offering of $1 billion aggregate principal amount of convertible senior notes, including the full exercise of the initial purchasers’ option to purchase additional notes.

The offering consists of $825 million aggregate principal amount of 1.50% Series A Convertible Senior Notes due 2031 (the “Series A Notes”) and $175 million aggregate principal amount of 0.00% Series B Convertible Senior Notes due 2031 (the “Series B Notes” and, together with the Series A Notes, the “Notes”). The Notes were sold to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”).The Series A Notes will bear interest at a rate of 1.50% per year, payable semi-annually in arrears, and the Series B Notes will not bear regular interest. Both series of Notes will mature on March 15, 2031, unless earlier converted, redeemed or repurchased in accordance with their terms.

Holders of the Series B Notes will have the right to require the Company to repurchase all or a portion of their Notes on March 15, 2027, at a repurchase price equal to 100% of the principal amount, plus any accrued and unpaid special interest, if any.

The initial conversion price for both series reflects a premium of 30% over the Company’s common stock price at the time of pricing.

Management Commentary

“We are pleased with the successful completion of this offering, capitalizing on strong demand and a robust convertible securities market,” said Doron Blachar, Chief Executive Officer of Ormat Technologies. “Strategically, this offering is a win for both the Company and our investors. We elected to execute this capital raise in the convertible market as it provided us with the best combination of low and no cash coupon, financial flexibility, and the ability to reduce equity dilution versus other debt and equity financing alternatives.”

Mr. Blachar continued, “This strategic capital raise strengthens our balance sheet and enhances our ability to grow our business. Furthermore, the strong institutional participation in this offering reflects the positive investor sentiment currently being observed across geothermal and energy storage driven by the evolving electricity landscape and our proven ability to translate the current opportunity into strong shareholder returns.”

Use of Proceeds:

Ormat used approximately $287.9 million of the net proceeds from the offering, as well as approximately $25 million cash on hand, and issued approximately 0.6 million shares of its common stock, to repurchase approximately $285.9 million aggregate principal amount of the Company's 2.50% convertible senior notes due 2027 in privately negotiated transactions. In addition, the Company used approximately $25 million of the net proceeds to repurchase shares of its common stock. The remainder of the net proceeds will be used for general corporate purposes.

ABOUT ORMAT TECHNOLOGIES

With over five decades of experience, Ormat Technologies, Inc. is a leading geothermal company, and the only vertically integrated company engaged in geothermal and recovered energy generation (“REG”), with robust plans to accelerate long-term growth in the energy storage market and to establish a leading position in the U.S. energy storage market. The Company owns, operates, designs, manufactures and sells geothermal and REG power plants primarily based on the Ormat Energy Converter – a power generation unit that converts low-, medium- and high-temperature heat into electricity. The Company has engineered, manufactured and constructed power plants, which it currently owns or has installed for utilities and developers worldwide, totaling approximately 3,600MW of gross capacity. Ormat leveraged its core capabilities in the geothermal and REG industries and its global presence to expand the Company’s activity into energy storage services, solar Photovoltaic (PV) and energy storage plus Solar PV. Ormat’s current total generating portfolio is 1,835MW with a 1,340MW geothermal and solar generation portfolio that is spread globally in the U.S., Kenya, Guatemala, Indonesia, Honduras, and Guadeloupe, and a 495MW energy storage portfolio that is located in the U.S.

ORMAT’S SAFE HARBOR STATEMENT

Information provided in this press release may contain statements relating to current expectations, estimates, forecasts and projections about future events that are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such matters as future capital expenditures, business strategy, competitive strengths, goals, development or operation of generation assets, legal, market, industry and geopolitical developments and incentives, technological changes, demand for renewable energy, and the growth of our business and operations, are forward-looking statements. When used in this press release, the words “may”, “will”, “could”, “should”, “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “predicts”, “projects”, “potential”, “targets”, “goal”, “outlook”, “guidance”, or “contemplate” or the negative of these terms or other comparable terminology are intended to identify forward-looking statements, although not all forward-looking statements contain such words or expressions. These forward-looking statements generally relate to Ormat's plans, objectives, goals and expectations for future operations and are based upon its management's current estimates and projections of future results or trends. Although the Company believes that its plans and objectives reflected in or suggested by these forward-looking statements are reasonable, the Company may not achieve these plans or objectives. Actual future results may differ materially from those projected as a result of certain risks and uncertainties, including risks related to regulatory changes, geopolitical developments, commodity prices, interest rates, supply chain disruptions, and other risks described under "Risk Factors" as described in Ormat’s annual report on Form 10-K for the fiscal year ended December 31, 2025 filed with the Securities and Exchange Commission (“SEC”) on February 26, 2026 and our other reports that are filed from time to time with the SEC.

These forward-looking statements are made only as of the date hereof, and, except as legally required, the Company undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

Ormat Technologies Contact: Smadar Lavi VP Head of IR and ESG Planning & Reporting 775-356-9029 (ext. 65726) slavi@ormat.com

Investor Relations Agency Contact: Joseph Caminiti or Josh Carroll Alpha IR Group 312-445-2870 ORA@alpha-ir.com

FAQ

What did Ormat (ORA) raise in the March 23, 2026 convertible notes offering?

Ormat raised $1.0 billion through two convertible note series. According to the company, the offering included $825 million of 1.50% Series A notes and $175 million of 0.00% Series B notes, both maturing March 15, 2031.

How did Ormat use the proceeds from the $1.0B ORA convertible offering?

Ormat used proceeds to repurchase outstanding 2027 convertibles and shares and for general corporate purposes. According to the company, ~ $287.9 million plus ~$25 million cash repurchased $285.9 million of 2.50% notes and ~$25 million repurchased shares.

What conversion terms and premium apply to Ormat's new ORA notes?

The initial conversion price carried a 30% premium to the stock price at pricing. According to the company, both Series A and Series B conversion prices reflect that 30% premium at issuance.

Do Ormat's Series B notes have special 2027 repurchase rights for ORA investors?

Yes. Series B holders can require repurchase on March 15, 2027 at 100% principal. According to the company, the repurchase price equals 100% of principal plus any accrued special interest, if applicable.

What immediate balance-sheet effects should ORA investors note from this transaction?

The offering strengthened liquidity while swapping near-term debt. According to the company, proceeds funded repurchase of ~$285.9 million 2027 convertibles and share repurchases, with remaining net proceeds reserved for general corporate purposes.