SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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) – January 15, 2008 (January 11,
2008)
ALLETE,
Inc.
(Exact
name of
registrant as specified in its charter)
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Minnesota
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1-3548
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41-0418150
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(State
or
other jurisdiction of
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(Commission
File Number)
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(IRS
Employer
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incorporation
or organization)
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Identification
No.)
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30
West
Superior Street
Duluth,
Minnesota 55802-2093
(Address
of
principal executive offices, including zip code)
(218)
279-5000
(Registrant’s
telephone number, including area code)
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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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SECTION
2 –
FINANCIAL INFORMATION
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Item
2.03
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Creation
of a Direct Financial Obligation or an Obligation Under an Off-Balance
Sheet
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Arrangement
of a Registrant
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On
January 11,
2008, ALLETE, Inc. (the “Company”) accepted an offer from certain institutional
buyers in the private placement market to purchase $60 million of ALLETE
First Mortgage Bonds (the “Bonds”). When issued, on or before March 3, 2008, the
Bonds will carry an interest rate of 4.86% and will have a term of 5 years.
The
Company has the option to prepay all or a portion of the Bonds at its
discretion, subject to a make-whole provision. The Bonds are subject to
additional terms and conditions which are customary for this type of
transaction. The Company intends to use the proceeds from the sale of the Bonds
to fund utility capital expenditures and for general corporate
purposes.
Readers
are
cautioned that forward-looking statements should be read in conjunction with
ALLETE’s disclosures under the heading: “SAFE HARBOR STATEMENT UNDER THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995” located on page 2 of this Form
8-K.
1
Safe
Harbor
Statement
Under
the
Private Securities Litigation Reform Act of 1995
In
connection with
the safe harbor provisions of the Private Securities Litigation Reform Act
of
1995, we are hereby filing cautionary statements identifying important factors
that could cause our actual results to differ materially from those projected
in
forward-looking statements (as such term is defined in the Private Securities
Litigation Reform Act of 1995) made by or on behalf of ALLETE in this Current
Report on Form 8-K, in presentations, in response to questions or otherwise.
Any
statements that express, or involve discussions as to expectations, beliefs,
plans, objectives, assumptions, or future events or performance (often, but
not
always, through the use of words or phrases such as “anticipates,” “believes,”
“estimates,” “expects,” “intends,” “plans,” “projects,” “will likely result,”
“will continue,” “could,” “may,” “potential,” “target,” “outlook” or similar
expressions) are not statements of historical facts and may be
forward-looking.
Forward-looking
statements involve estimates, assumptions, risks and uncertainties, which are
beyond our control and may cause actual results or outcomes to differ materially
from those that may be projected. These statements are qualified in their
entirety by reference to, and are accompanied by, the following important
factors, in addition to any assumptions and other factors referred to
specifically:
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·
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our
ability
to successfully implement our strategic objectives;
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·
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our
ability
to manage expansion and integrate acquisitions;
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·
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prevailing
governmental policies, regulatory actions, and legislation including
those
of the United States Congress, state legislatures, the FERC, the
MPUC, the
PSCW, and various local and county regulators, and city administrators,
about allowed rates of return, financings, industry and rate structure,
acquisition and disposal of assets and facilities, real estate
development, operation and construction of plant facilities, recovery
of
purchased power and capital investments, present or prospective wholesale
and retail competition (including but not limited to transmission
costs),
zoning and permitting of land held for resale and environmental
regulation;
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·
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effects
of
restructuring initiatives in the electric industry;
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·
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economic
and
geographic factors, including political and economic
risks;
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·
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changes
in
and compliance with laws and policies;
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·
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weather
conditions;
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·
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natural
disasters and pandemic diseases;
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·
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war
and acts
of terrorism;
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·
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wholesale
power market conditions;
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·
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population
growth rates and demographic patterns;
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·
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effects
of
competition, including competition for retail and wholesale
customers;
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·
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changes
in
the real estate market;
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·
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pricing
and
transportation of commodities;
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·
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changes
in
tax rates or policies or in rates of inflation;
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·
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unanticipated
project delays or changes in project costs;
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·
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availability
of construction materials and skilled construction labor for capital
projects;
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·
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unanticipated
changes in operating expenses and capital expenditures;
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·
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global
and
domestic economic conditions;
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·
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our
ability
to access capital markets and bank financing;
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·
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changes
in
interest rates and the performance of the financial
markets;
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·
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our
ability
to replace a mature workforce and retain qualified, skilled and
experienced personnel; and
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·
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the
outcome
of legal and administrative proceedings (whether civil or criminal)
and
settlements that affect the business and profitability of
ALLETE.
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Additional
disclosures regarding factors that could cause our results and performance
to
differ from results or performance anticipated by this report are discussed
in
Item 1A under the heading “Risk Factors” in Part I of our 2006 Form 10-K.
Any forward-looking statement speaks only as of the date on which such statement
is made, and we undertake no obligation to update any forward-looking statement
to reflect events or circumstances after the date on which that statement is
made or to reflect the occurrence of unanticipated events. New factors emerge
from time to time, and it is not possible for management to predict all of
these
factors, nor can it assess the impact of each of these factors on the businesses
of ALLETE or the extent to which any factor, or combination of factors, may
cause actual results to differ materially from those contained in any
forward-looking statement. Readers are urged to carefully review and consider
the various disclosures made by us in this Form 8-K and in our other reports
filed with the SEC that attempt to advise interested parties of the factors
that
may affect our business.
2
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 thereunto
duly
authorized.
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ALLETE,
Inc.
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January
15,
2008
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/s/
Steven Q.
DeVinck
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Steven
Q.
DeVinck
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Controller
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