SECURITIES AND EXCHANGE
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
Date of Report: April 6, 2011 (Date of earliest event reported)
US GEOTHERMAL INC.
(Exact Name of Registrant
as Specified in Its Charter)
|(State of Incorporation)
||(Commission File Number)
||(I.R.S. Employer Identification)
1505 Tyrell Lane, Boise, Idaho 83706
principal executive offices)
(Registrants Telephone Number,
Including Area Code)
Check the appropriate box below if the Form 8-K is intended to
simultaneously satisfy the filing obligations 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))
Item 2.01 Completion of Acquisition or Disposition of
See Item 8.01.
Item 7.01 Regulation FD Disclosure.
On April 11, 2011, U.S. Geothermal Inc. (the Company) issued
a press release entitled U.S. Geothermal Receives Key Reservoir Certificate for
Neal Hot Springs Oregon Project. The press release is attached hereto as
Exhibit 99.1. The information contained in the press release attached hereto is
being furnished and 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 liability of that Section, and shall not be incorporated by
reference into any registration statement or other document filed under the
Securities Act or the Exchange Act, except as shall be expressly set forth by
specific reference in such filing.
Item 8.01 Other Events.
On April 6, 2011 the Company received a key reservoir
certificate from the U.S. Department of Energys (DOE) independent reservoir
engineer. The certificate is a technical condition required under the DOEs
$96.7 million loan guarantee to construct the planned net 23 megawatt (MW) power
plant at Neal Hot Springs in Eastern Oregon.
USG Oregon LLC, a subsidiary of the Company, has now provided
TAS Energy, Inc., Idaho Power Company and Industrial Builders Inc., with notices
to proceed with the manufacture of the power plant, construction of a 10-mile
transmission line and the site construction and development services,
respectively. USG Oregon LLC also has initiated the final stage of drilling
activities to drill the remaining required injection wells for the project.
Idahos largest utility, Idaho Power Company, has signed a
25-year power purchase agreement with USG Oregon LLC for up to 25 MW of
electrical power per year. Beginning in 2012, the base energy price is $96 per
MW hour and escalates annually. The calculated 25-year levelized price is
$117.65 per MW hour.
The DOE loan guarantee guarantees a loan from the U.S.
Treasurys Federal Financing Bank. The $96.8 -million Federal Financing Bank
loan represents 75% of total project cost. When combined with the previously
announced equity investment by Enbridge Inc. (Enbridge), provides 100 percent
of the capital remaining to fully construct the project.
As described in the Form 8-K filed on September 13, 2010, in
connection with the Companys strategic partnership with Enbridge, the Company
and Oregon USG entered concurrently into (i) an amended and restated limited
liability company agreement of Oregon USG Holdings LLC by and among the Company,
Oregon USG and Enbridge and (ii) a membership interest purchase and sale
agreement by and among the Company, Oregon USG and Enbridge. In connection with
the investment, Enbridge provided an initial cash contribution of $1,000,
together with a loan to Oregon USG of $5,000,000 (the Initial Capital
Contribution), which automatically converted to an equity contribution upon the
closing of the aforementioned project loan from the U.S. Treasury's Federal
Financing Bank. Enbridge contributed an additional $13,000,000 on April 12, 2011
(the Additional Contribution).
As a result of Enbridges Initial Capital Contribution and
Additional Contribution, Enbridge has a 20% membership interest and a 70%
Treasury Grant percentage in Oregon USG, subject to certain adjustments. As
described in more detail in the September 13, 2010 Form 8-K, Enbridges
effective share of the Treasury Grant is approximately 24%. Treasury Grant
mean each companys share of the actual amount of the renewable energy tax
credit cash grant Oregon USG receives from the U.S. Department of Treasury.
Item 9.01 Financial Statements and Exhibits
Pursuant to requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused to be signed on
its behalf by the undersigned, thereunto duly authorized.
|Dated: April 12, 2011
||the Company |
||By: /s/ Kerry
Kerry D. Hawkley |
Chief Financial Officer |