Item 1.01. Entry into a Material Definitive Agreement.
On October 30, 2009, Ormat Technologies, Inc.'s (the "Registrant") wholly-owned subsidiary, Ormat Nevada Inc. ("Ormat Nevada"), entered into a Membership Interest Purchase Agreement (the "Agreement"), dated as of October 30, 2009, with Lehman-OPC LLC ("Lehman-OPC") and OPC LLC, pursuant to which Ormat Nevada purchased from Lehman-OPC all of the Class B membership interests in OPC LLC held by Lehman-OPC for a purchase price of $18.5 million. As a result of the acquisition, Ormat Nevada will hold 300 of the 1,000 outstanding Class B membership interests of OPC LLC, as well as all of the 1,000 outstanding Class A membership interests of OPC LLC previously held.
The purchase from Lehman-OPC, an affiliate of Lehman Brothers Inc., of all of its Class B membership interests was concluded on October 30, 2009 pursuant to a right of first offer in favor of each of the members of OPC LLC under its limited liability company agreement. OPC LLC was initially established by Ormat Nevada to hold its Desert Peak 2, Steamboat Hills, Galena 2, and Galena 3 geothermal power projects (all located in Nevada) jointly with Morgan Stanley Geothermal LLC, an affiliate of Morgan Stanley & Co. Incorporated, and Lehman-OPC, as institutional equity investors. Morgan Stanley Geothermal LLC continues to hold 700 of the 1,000 outstanding Class B membership interests of OPC LLC.
Ormat Nevada will continue to operate and maintain the projects and will continue to receive initially all of the distributable cash flow generated by the projects until it gets back the capital it has invested in the projects. In addition, Ormat Nevada will now also have the economic, voting and other rights associated with the acquired Class B membership interests under OPC LLC's limited liability company agreement. OPC LLC's limited liability company agreement was filed as Exhibit 3.1 to the Registrant's Current Report on Form 8-K on June 13, 2007, which is incorporated by reference herein. The foregoing description of the Agreement is qualified in its entirety by reference to the Agreement attached hereto as Exhibit 10.1.13 and incorporated by reference herein.
Item 7.01. Regulation FD Disclosure.
On November 3, 2009, the Registrant issued a press release announcing that Ormat Nevada entered into the Agreement and concluded the purchase of all of the Class B membership interests held by Lehman-OPC. A copy of the Registrant's press release is furnished as Exhibit 99.1 to this report on Form 8-K and is incorporated herein by reference. Pursuant to general instruction B.2 to Form 8-K, the information furnished pursuant to Item 7.01 shall not be deemed to be "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits

10.1.13 Membership Interest Purchase Agreement, dated as of October 30, 2009, by and among Lehman-OPC LLC, Ormat Nevada Inc. and OPC LLC. 99.1 Press Release of Registrant dated November 3, 2009 is being furnished pursuant to Item 7.01.

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