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Section 1: 8-K (FORM 8-K)

ora20190807_8k.htm
false 0001296445 Ormat Technologies, Inc 0001296445 2019-08-08 2019-08-08

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 8, 2019 (August 7, 2019)

 

Ormat Technologies, Inc.

(Exact name of Registrant as specified in its charter)

 

Delaware

(State or other jurisdiction

of incorporation)

001-32347

Commission File Number

88-0326081

(I.R.S. Employer Identification

Number)

 

6140 Plumas Street,

Reno, Nevada

(Address of principal executive offices)

89519-6075

(Zip code)

 

(775) 356-9029

(Registrant’s telephone number, including area code)

  

6255 Neil Road, Reno , Nevada 89511-1136

(Former name or former address, if changes since last report)

 

 

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

 

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

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

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

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

  

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

Securities registered pursuant to Section 12(b) of the Exchange Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock

ORA

NYSE

  

 

 

 

TABLE OF CONTENTS

 

 

 

Item 2.02 Results of Operation and Financial Condition
Item 9.01 Financial Statements and Exhibits
Signatures  
Exhibit Index  
Exhibit 99.1  
Ex-99.1 Press Release

 

 

 

 

INFORMATION TO BE INCLUDED IN THE REPORT 

 

 

Item 2.02. Results of Operations and Financial Condition.

 

On August 7, 2019 Ormat Technologies, Inc. (the “Registrant”) reported its earnings for its for its first fiscal quarter ended June 30, 2019. A copy of the Registrant's press release containing this information is furnished as Exhibit 99.1 to this report on Form 8-K and is incorporated herein by reference.

 

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities under that Section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

The Registrant is making reference to non-GAAP financial measures in the press release. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.

 

 

Item 9.01. Financial Statements and Exhibits.

 

(c) Exhibits

 

The following exhibit is furnished as part of this report on Form 8-K:

 

99.1     Press release of the Registrant dated August 7, 2019 containing financial information for its second fiscal quarter ended June 30, 2019.

 

 

Safe Harbor Statement

Information provided in this report on Form 8-K 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. These forward-looking statements generally relate to the Registrant’s plans, objectives and expectations for future operations and are based upon management's current estimates and projections of future results or trends. Actual future results may differ materially from those projected as a result of certain risks and uncertainties. For a discussion of such risks and uncertainties, see "Risk Factors" as described in Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 1, 2019.

 

 

 

 

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

 

 

 

 

SIGNATURES

 

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

 

ORMAT TECHNOLOGIES, INC

  (Registrant)  

By

/s/ Isaac Angel

Isaac Angel

Chief Executive Officer

 

Date: August 8, 2019

 

(Back To Top)

Section 2: EX-99.1 (EXHIBIT 99.1)

ex_153770.htm

 

Exhibit 99.1

 

 

 

Ormat Technologies Contact:

Smadar Lavi

VP Corporate Finance and Head of Investor Relations

775-356-9029 (ext. 65726)

slavi@ormat.com

Investor Relations Agency Contact:

Rob Fink

FNK IR

646-415-8972

rob@FNKIR.com

 

 

Ormat Technologies Reports Second quarter 2019 financial results

 

gross profit increased 13.4%; management increases Full-year Adjusted EBITDA guidance

 

RENO, Nev. August 7, 2019, Ormat Technologies, Inc.1 (NYSE: ORA) today announced financial results for the second quarter ended June 30, 2019.

 

($ millions, except per share amounts)

 

Q2 2019

   

Q2 2018

   

Change (%)

 

Revenues

                       

Electricity

    129.1       122.2       5.6 %

Product

    52.0       54.9       (5.3 )%

Other

    3.0       1.2       145.3 %

Total Revenues

    184.1       178.3       3.2 %

Gross Profit

    65.1       57.5       13.4 %

Gross margin (%)

                       

Electricity

    42.8 %     33.5 %        

Product

    20.6 %     31.6 %        

Other

    (29.5 )%     (68.3 )%        

Gross margin (%)

    35.4 %     32.2 %        

Operating income

    46.9       36.6       28.0 %

Net income (loss) attributable to the Company’s shareholders

    33.9       (0.3 )        

Diluted EPS

  $ 0.66     $ (0.01 )        
                         

Adjusted Net income attributable to the Company’s stockholders2

 

20.6

      16.6       24.1 %

Diluted Adjusted EPS2

  $ 0.40     $ 0.32       25.0 %

Adjusted EBITDA2

    94.9       80.8       17.4 %

 


Ormat Technologies, Inc. is also referred to herein as the “Company”, “Ormat”, “we” or “us”

2 Reconciliation is set forth below in this release

 

ORMAT TECHNOLOGIES, INC.   
6140 Plumas Street Reno, Nevada  •  +1-775-356-9029  •  ormat@ormat.com

 

 

 

 

 

“Ormat delivered in the second quarter a 5.6% growth in electricity segment revenue and a 5.7% increase in generation without any contribution from our Puna power plant in Hawaii that is temporarily shut down following the Kilauea volcano eruption last year” commented Isaac Angel, Chief Executive Officer. “We continue to make good progress in our efforts to resume operations at Puna. We expect that our plant refurbishment activities will be completed on schedule by the end of 2019 and expect that the plant will resume operations as soon as the local permitting and transmission network upgrades being undertaken by our local utility partner are completed by early 2020. Excluding Puna, which contributed gross profit of $1.8 million in the second quarter, our electricity segment produced gross margin of 41.7%, in line with expectations that margins in the second and third quarters would be lower than the first and fourth quarters due to normal seasonality in our electricity segment. This quarter benefited from minimal well field issues and a lower number of pump replacements, partially mitigating the seasonal decline typically seen in gross margins in the second and third quarters and boosted overall profitability. We expect continued growth in the electricity segment in the second half of 2019, as our 7 MW Tungsten Solar expansion is now online. We remain on track with our near-term growth target and plan to add approximately 120 MW to 135 MW to our portfolio by the end of 2021. We are also optimistic about the longer-term outlook for growth at Ormat resulting from the continuing expansion of our international geothermal portfolio, as indicated most recently by the expansion of our operations in Indonesia, where we recently acquired 49% of the Ijen project.”

 

Mr. Angel continued, “Timing of product segment orders led to a slight year-over-year decline in revenues, but we maintain a healthy backlog of approximately $201 million, including approximately $26 million of new orders booked during the second quarter, and a pipeline of additional opportunities around the world. Two large Turkish contracts continue to weigh on margins in this segment, but we believe this is a short-term phenomenon and we expect margin expansion in the second-half of this year.”

 

financial highlights for The second quarter of 2019

 

 

Total revenues of $184.1 million, up 3.2% compared to the second quarter of 2018;

 

 

Electricity segment revenues of $129.1 million, up 5.6% compared to Q2 2018, with the growth resulting from recently expanded operations at McGuinness Hills and Olkaria, as well as contributions from recently acquired USG, combining to partially offset the loss of revenues resulting from the temporary shut down of the Puna power plant;

 

 

Electricity segment gross margin was 42.8% compared to 33.5% for Q2 2018. Excluding the impact from Puna, Electricity segment gross margin would have been 41.7% in Q2 2019 and 37.6% in Q2 2018;

 

 

Product segment backlog was approximately $201 million as of August 7, 2019;

 

 

Net income was $36.2 million in Q2 2019 compared to net income of $2.7 million in Q2 2018 primarily due to a decrease in income tax provision;

 

 

Net income attributable to the Company's stockholders in Q2 2019 was $33.9 million, or $0.66 per diluted share, compared to a loss of $0.3 million, or $0.01 per diluted share in Q2 2018;

 

 

Adjusted Net income attributable to the Company's stockholders3 in Q2 2019, was $20.6 million, or $0.40 per diluted share, compared to $16.6 million, or $0.32 per diluted share in Q2 2018;

 

 

Ormat’s second quarter effective tax rate benefit is 11.2%; Excluding a non-recurring tax benefit occurring this quarter, Ormat’s income tax provision effective tax rate would have been 31.1%;

 

 

Adjusted EBITDA increased 17.4% to $94.9 million from $80.8 million in Q2 20182. Adjusted EBITDA includes approximately $4.1 million and negative $0.6 million of Adjusted EBITDA related to Puna in Q2 2019 and Q2 2018, respectively. Adjusted EBITDA excluding any impact from Puna was $90.8 million in Q2 2019 and $81.4 million in Q2 2018; The Puna related EBITDA included $6.8 million of insurance proceeds received for business interruption in Q2 2019. No proceeds were received in Q2 2018;

 

 

The Company declared a quarterly dividend of $0.11 per share for the second quarter of 2019.

 


3 Reconciliation is set forth below in this release

 

Page 2/8

 

 

 

Recent Developments

 

 

Commenced commercial operation of our first-ever geothermal and solar hybrid project, a 7MW AC solar expansion of our Tungsten Mountain geothermal project in Churchill County, Nevada.

 

 

Completed the acquisition of 49% ownership in the Ijen geothermal project, which is under development in Indonesia.

 

 

Closed a $23.5 million non-recourse loan to refinance the Plumsted and Stryker projects, two 20 MW each battery energy storage assets located in New Jersey.

 

2019 GUIDANCE

 

Mr. Angel added, “Excluding Puna, we expect full-year 2019 total revenues of between $720 million and $742 million with Electricity segment revenues between $530 million and $540 million. We expect Product segment revenues of between $180 million and $190 million. Revenues from our energy storage services business are expected to be between $10 million and $12 million. We are increasing our 2019 Adjusted EBITDA guidance and expect between $375 million and $385 million for the full year. We expect annual Adjusted EBITDA attributable to minority interest to be approximately $25 million. This guidance with regard to revenues, Adjusted EBITDA and Adjusted EBITDA attributable to minority interest excludes any contribution and/or impact from Puna.”

 

The Company provides a reconciliation of Adjusted EBITDA, a non-GAAP financial measure for the three and six months ended June 30, 2019. However, the Company is unable to provide a reconciliation for its Adjusted EBITDA guidance range due to high variability and complexity with respect to estimating forward looking amounts for impairments and disposition and acquisition of business interests, income taxes expense related to still evolving effects of the tax law reform in the United States and other non-cash expenses and adjusting items which are excluded from the calculation of Adjusted EBITDA.

 

 

SECOND QUARTER 2019 FINANCIAL RESULTS (COMPARING THE QUARTER ENDED JUNE 30, 2019 TO THE QUARTER ENDED JUNE 30, 2018)

 

Total revenues for the quarter were $184.1 million, up 3.2% compared to the same quarter last year. Electricity segment revenues increased 5.6% to $129.1 million, up from $122.2 million last year. The increase was mainly attributable to the MGH phase 3 and Olkaria III expansion, which came online in the second half of 2018, as well as the USG acquisition, partially offset by the temporary shut down of the Puna plant. Product segment revenues decreased 5.3% to $52.0 million, down from $54.9 in the same quarter last year. Other segment revenues were $3.0 million compared to $1.2 million in the same quarter last year.

 

General and administrative expenses were $14.2 million, or 7.7 % of total revenues, compared to $15.9 million, or 8.9% of total revenues. This decrease was mainly related to high expenses in Q2 2018 associated with our identification of a material weakness related to taxes in the fourth quarter of 2017 and the restatement of our second, third and fourth quarter financial statements and our full-year 2017 financial statements.

 

In the second quarter of 2019, Ormat recorded a non-recurring tax benefit of $13.3 million from its tax strategy plan to refile tax returns net of change in accrued withholding taxes given the Company's decision to no longer reinvestment its earnings in foreign locations ("APB 23 assertion "). In the second quarter of 2018 Ormat recorded a non-recurring tax expense of $16.9 million for the reduction of the valuation allowance related to foreign tax credits and production tax credits.

 

Inclusive of this non-recurring income tax benefit, Ormat reported net income attributable to the Company’s shareholders of $33.9 million, or $0.66 per diluted share, compared to net loss attributable to the Company’s shareholders of $(0.30) million, or $(0.01) per diluted share. Adjusted Net income attributable to the Company's stockholders was $20.6 million, or $0.40 per diluted share, compared to $16.6 million or, $0.32 per diluted share in the same quarter last year.

 

Page 3/8

 

 

 

Adjusted EBITDA4 was $94.9 million, compared to $80.8 million. The increase in Adjusted EBITDA is mainly related to the increase in gross profit primarily as a result of lower maintenance expenses. The reconciliation of GAAP net income to EBITDA and Adjusted EBITDA is set forth below in this release.

 

Dividend

 

On August 7, 2019, the Company’s Board of Directors declared, approved and authorized payment of a quarterly dividend of $0.11 per share pursuant to the Company’s dividend policy. The dividend will be paid on August 27, 2019 to shareholders of record as of the close of business on August 20, 2019.

 

ConfERENCE CALL DETAILS

 

Ormat will host a conference call to discuss its financial results and other matters discussed in this press release on Thursday, August 8, at 10 a.m. ET. The call will be available as a live, listen-only webcast at investor.ormat.com. During the webcast, management will refer to slides that will be posted on the website. The slides and accompanying webcast can be accessed through the News & Events in the Investor Relations section of Ormat’s website.

 

An archive of the webcast will be available approximately 60 minutes after the conclusion of the live call.

 

Investors may access the call by dialing:

 

Participant dial in (toll free): 1-877-511-6790   
Participant international dial in: 1-412-902-4141  
   
Conference replay  
   
US Toll Free: 1-877-344-7529 
International Toll: 1-412-317-0088 
Replay Access Code: 10133346

     

 

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 the objective of becoming a leading global provider of renewable energy. 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. With 77 U.S. patents, Ormat’s power solutions have been refined and perfected under the most grueling environmental conditions. Ormat has 584 employees in the United States and 762 overseas. Ormat’s flexible, modular solutions for geothermal power and REG are ideal for vast range of resource characteristics. The Company has engineered, manufactured and constructed power plants, which it currently owns or has installed to utilities and developers worldwide, totaling over 2,900 MW of gross capacity. Ormat’s current 917 MW generating portfolio is spread globally in the U.S., Kenya, Guatemala, Indonesia, Honduras, and Guadeloupe. Ormat expanded its operations to provide energy storage and energy management solutions, by leveraging its core capabilities and global presence as well as through its Viridity Energy Solutions Inc. subsidiary.

 

 

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. These forward-looking statements generally relate to Ormat's plans, objectives and expectations for future operations and are based upon its management's current estimates and projections of future results or trends. Actual future results may differ materially from those projected as a result of certain risks and uncertainties.

 

For a discussion of such risks and uncertainties, see "Risk Factors" as described in Ormat’s Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 1, 2019 and from time to time, in Ormat’s quarterly reports on Form 10-Q that are filed with the SEC.

 

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

 


4 Reconciliation is set forth below in this release

 

Page 4/8

 

 

 

Ormat Technologies, Inc. and Subsidiaries

Condensed Consolidated Statement of Operations

For the Three- and Six-Month Periods Ended June 30, 2019 and 2018

(Unaudited)

 

   

Three Months Ended June 30

   

Six Months Ended June 30

 
   

2019

   

2018

   

2019

   

2018

 
   

(In thousands, except per

share data)

   

(In thousands, except per

share data)

 

Revenues:

                               

Electricity

  $ 129,079     $ 122,179     $ 271,987     $ 254,668  

Product

    52,030       54,915       104,158       103,587  

Other

    2,956       1,205       6,958       4,067  

Total revenues

    184,065       178,299       383,103       362,322  

Cost of revenues:

                               

Electricity

    73,775       81,236       151,318       154,718  

Product

    41,316       37,573       83,422       71,299  

Other

    3,827       2,028       9,037       5,471  

Total cost of revenues

    118,918       120,837       243,777       231,488  

Gross profit

    65,147       57,462       139,326       130,834  

Operating expenses:

                               

Research and development expenses

    810       1,251       1,710       2,359  

Selling and marketing expenses

    3,276       3,712       7,141       7,411  

General and administrative expenses

    14,181       15,866       29,870       29,719  

Write-off of unsuccessful exploration activities

                      119  

Operating income

    46,880       36,633       100,605       91,226  

Other income (expense):

                               

Interest income

    420       189       713       302  

Interest expense, net

    (21,517 )     (15,846 )     (42,740 )     (30,190 )
Derivatives and foreign currency transaction gains (losses)     19       (529 )     491       (2,128 )

Income attributable to sale of tax benefits

    4,637       3,556       12,401       10,917  

Other non-operating expense, net

    1,027       7,373       1,118       7,353  

Income before income taxes and equity in losses of investees

    31,466       31,376       72,588       77,480  

Income tax (provision) benefit

    3,529       (29,105 )     (10,510 )     (2,163 )

Equity in losses of investees, net

    1,202       388       2,249       1,598  
                                 

Net income

    36,197       2,659       64,327       76,915  
Net income attributable to noncontrolling interest     (2,259 )     (3,002 )     (4,443 )     (7,750 )
Net income attributable to the Company's stockholders   $ 33,938     $ (343 )   $ 59,884     $ 69,165  
                                 

Earnings per share attributable to the Company's stockholders - Basic and diluted:

                 

Basic:

                               

Net Income

  $ 0.67     $ -0.01     $ 1.18     $ 1.37  
                                 

Diluted:

                               

Net Income

  $ 0.66     $ (0.01 )   $ 1.17     $ 1.36  
                                 

Weighted average number of shares used in computation of earnings per share attributable to the Company's stockholders:

                               

Basic

    50,800       50,623       50,757       50,618  

Diluted

    51,094       50,958       51,058       51,001  

 

Page 5/8

 

 

 

Condensed Consolidated Balance Sheet

For the Periods Ended June 30, 2019 and December 31, 2018

(Unaudited)

 

   

June 30,

   

December 31,

 
   

2019

   

2018

 
                 
   

(In thousands)

 

ASSETS

 

Current assets:

               

Cash and cash equivalents

  $ 110,665     $ 98,802  

Restricted cash and cash equivalents

    70,974       78,693  

Receivables:

               

Trade

    135,756       137,581  

Other

    19,499       19,393  

Inventories

    38,880       45,024  
Costs and estimated earnings in excess of billings on uncompleted contracts     27,352       42,130  

Prepaid expenses and other

    9,225       51,441  

Total current assets

    412,351       473,064  

Investment in an unconsolidated company

    71,047       71,983  

Deposits and other

    20,281       18,209  

Deferred income taxes

    130,461       113,760  

Property, plant and equipment, net

    1,963,086       1,959,578  

Construction-in-process

    306,810       261,690  

Operating lease right of use

    58,921        

Financing lease right of use

    15,469        

Deferred financing and lease costs, net

    1,988       3,242  

Intangible assets, net

    193,142       199,874  

Goodwill

    20,225       19,950  

Total assets

  $ 3,193,781     $ 3,121,350  

LIABILITIES AND EQUITY

 

Current liabilities:

               

Accounts payable and accrued expenses

  $ 115,011     $ 116,362  

Short-term revolving credit lines with banks (full recourse)

    53,100       159,000  
Billings in excess of costs and estimated earnings on uncompleted contracts     14,130       18,402  

Current portion of long-term debt:

               

Limited and non-recourse:

               

Senior secured notes

    37,343       33,493  

Other loans

    34,181       29,687  

Full recourse

    9,368       5,000  

Operating lease liabilities

    9,906        

Finance lease liabilities

    3,555        

Total current liabilities

    276,594       361,944  

Long-term debt, net of current portion:

               

Limited and non-recourse:

               

Senior secured notes

    355,151       375,337  

Other loans

    334,384       320,242  

Full recourse:

               

Senior unsecured bonds

    353,554       303,575  

Other loans

    73,336       41,579  

Operating lease liabilities

    15,296        

Finance lease liabilities

    13,000        

Liability associated with sale of tax benefits

    66,999       69,893  

Deferred lease income

    44,040       48,433  

Deferred income taxes

    79,837       61,323  

Liability for unrecognized tax benefits

    14,478       11,769  

Liabilities for severance pay

    18,058       17,994  

Asset retirement obligation

    43,094       39,475  

Other long-term liabilities

    5,499       16,087  

Total liabilities

    1,693,320       1,667,651  
                 

Redeemable non-controlling interest

    8,820       8,603  
                 

Equity:

               

The Company's stockholders' equity:

               

Common stock

    51       51  

Additional paid-in capital

    906,366       901,363  

Retained earnings (accumulated deficit)

    470,880       422,222  

Accumulated other comprehensive income (loss)

    (7,736 )     (3,799 )
      1,369,561       1,319,837  

Noncontrolling interest

    122,080       125,259  

Total equity

    1,491,641       1,445,096  

Total liabilities and equity

  $ 3,193,781     $ 3,121,350  

 

Page 6/8

 

 

 

Ormat Technologies, Inc. and Subsidiaries

Reconciliation of EBITDA and Adjusted EBITDA

For the Three- and Six-Month Periods Ended June 30, 2019 and 2018

(Unaudited)

 

 

We calculate EBITDA as net income before interest, taxes, depreciation and amortization. We calculate Adjusted EBITDA as net income before interest, taxes, depreciation and amortization, adjusted for (i) termination fees, (ii) impairment of long-lived assets, (iii) write-off of unsuccessful exploration activities, (iv) any mark-to-market gains or losses from accounting for derivatives, (v) merger and acquisition transaction costs, (vi) stock-based compensation, (vii) gain from extinguishment of liability, and (viii) gain on sale of subsidiary and property, plant and equipment. EBITDA and Adjusted EBITDA are not a measurement of financial performance or liquidity under accounting principles generally accepted in the United States of America and should not be considered as an alternative to cash flow from operating activities or as a measure of liquidity or an alternative to net earnings as indicators of our operating performance or any other measures of performance derived in accordance with accounting principles generally accepted in the United States of America. EBITDA and Adjusted EBITDA are presented because we believe they are frequently used by securities analysts, investors and other interested parties in the evaluation of a Company’s ability to service and/or incur debt. However, other companies in our industry may calculate EBITDA and Adjusted EBITDA differently than we do.

 

The following table reconciles net income to EBITDA and Adjusted EBITDA for the three and six-month periods ended June 30, 2019 and 2018.

 

   

Three Months Ended June 30

   

Six Months Ended June 30

 
   

2019

   

2018

   

2019

   

2018

 
                                 
   

(in thousands)

   

(in thousands)

 

Net income 

  $ 36,197     $ 2,659     $ 64,327     $ 76,915  

Adjusted for:

                               

Interest expense, net (including amortization of deferred financing costs)

    21,097       15,657       42,027       29,888  

Income tax (benefit) provision

    (3,529 )     29,105       10,510       2,163  

Adjustment to investment in unconsolidated company:

                               

our proportionate share in interest, tax and depreciation and amortization

    2,579       4,454       5,240       7,984  

Depreciation and amortization

    35,751       31,859       70,617       61,296  

EBITDA

  $ 92,095     $ 83,734     $ 192,721     $ 178,246  
                                 

Mark-to-market gains or losses from accounting for derivatives

    (370 )     537       (1,579 )     1,499  

Stock-based compensation

    2,643       2,116       5,003       3,823  

Insurance proceeds in excess of assets carrying value

          (7,150 )           (7,150 )

Merger and acquisition transaction cost

    500       1,571       500       2,670  

Write-off of unsuccessful exploration activities

                      119  

Adjusted EBITDA

  $ 94,868     $ 80,808     $ 196,645     $ 179,207  

 

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Ormat Technologies, Inc. and Subsidiaries

Reconciliation of Adjusted Net Income attributable to the Company's stockholders

For the Three-Month Periods Ended June 30, 2019 and 2018

(Unaudited)

 

 

Adjusted net income attributable to the Company's stockholders and Adjusted EPS are adjusted for one-time expense items that are not representative of our ongoing business and operations. The use of Adjusted Net income attributable to the Company's stockholders and Adjusted EPS is intended to enhance the usefulness of our financial information by providing measures to assess the overall performance of our ongoing business.

 

The following table reconciles Net income attributable to the Company's stockholders and Adjusted EPS for the three-month periods ended June 30, 2019 and 2018.

 

   

Three Months Ended June 30

 
   

2019

   

2018

 
                 
   

(in millions)

 

Net income attributable to the Company's stockholders

  $ 33.9     $ (0.3 )
                 

One-time tax items

    (13.3 )     16.9  
                 

Adjusted Net income attributable to the Company's stockholder

  $ 20.6     $ 16.6  
                 

Weighted average number of shares diluted used in computation of earnings per share attributable to the Company's stockholders:

    51.1       51.0  
                 

Adjusted EPS

    0.40       0.32  

 

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