Minnesota
|
1-3548
|
41-0418150
|
(State or other jurisdiction of
|
(Commission File Number)
|
(IRS Employer
|
incorporation or organization)
|
Identification No.)
|
¨
|
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))
|
|
99
|
ALLETE News Release dated July 29, 2011, announcing 2011 second quarter earnings. (This exhibit has been furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.).
|
·
|
our ability to successfully implement our strategic objectives;
|
·
|
prevailing governmental policies, regulatory actions, and legislation including those of the United States Congress, state legislatures, the FERC, the MPUC, the PSCW, the NDPSC, the EPA and other various state, 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, capital investments and other expenses, present or prospective wholesale and retail competition (including but not limited to transmission costs), zoning and permitting of land held for resale and environmental matters;
|
·
|
our ability to manage expansion and integrate acquisitions;
|
·
|
the potential impacts of climate change and future regulation to restrict the emissions of GHG on our Regulated Operations;
|
·
|
effects of restructuring initiatives in the electric industry;
|
·
|
economic and geographic factors, including political and economic risks;
|
·
|
changes in and compliance with laws and regulations;
|
·
|
weather conditions;
|
·
|
natural disasters and pandemic diseases;
|
·
|
war and acts of terrorism;
|
·
|
wholesale power market conditions;
|
·
|
population growth rates and demographic patterns;
|
·
|
effects of competition, including competition for retail and wholesale customers;
|
·
|
changes in the real estate market;
|
·
|
pricing and transportation of commodities;
|
·
|
changes in tax rates or policies or in rates of inflation;
|
·
|
project delays or changes in project costs;
|
·
|
availability and management of construction materials and skilled construction labor for capital projects;
|
·
|
changes in operating expenses and capital expenditures;
|
·
|
global and domestic economic conditions affecting us or our customers;
|
·
|
our ability to access capital markets and bank financing;
|
·
|
changes in interest rates and the performance of the financial markets;
|
·
|
our ability to replace a mature workforce and retain qualified, skilled and experienced personnel; and
|
·
|
the outcome of legal and administrative proceedings (whether civil or criminal) and settlements that affect the business and profitability of ALLETE.
|
ALLETE, Inc.
|
||
July 29, 2011
|
/s/ Steven Q. DeVinck
|
|
Steven Q. DeVinck
|
||
Controller and Vice President – Business Support
|
NEWS
|
Exhibit 99
|
|
For Release:
|
July 29, 2011
|
|
Investor Contact:
|
Tim Thorp
|
|
218-723-3953
|
||
tthorp@allete.com
|
||
Quarter Ended
|
Six Months Ended
|
|||
June 30,
|
June 30,
|
|||
2011
|
2010
|
2011
|
2010
|
|
Operating Revenue
|
$219.9
|
$211.2
|
$462.1
|
$444.8
|
Operating Expenses
|
||||
Fuel and Purchased Power
|
76.0
|
74.3
|
155.0
|
154.1
|
Operating and Maintenance
|
95.7
|
85.4
|
185.8
|
173.1
|
Depreciation
|
22.1
|
19.8
|
44.4
|
39.8
|
Total Operating Expenses
|
193.8
|
179.5
|
385.2
|
367.0
|
Operating Income
|
26.1
|
31.7
|
76.9
|
77.8
|
Other Income (Expense)
|
||||
Interest Expense
|
(11.0)
|
(9.5)
|
(21.7)
|
(18.4)
|
Equity Earnings in ATC
|
4.6
|
4.4
|
9.0
|
8.9
|
Other
|
1.0
|
2.2
|
1.8
|
3.2
|
Total Other Expense
|
(5.4)
|
(2.9)
|
(10.9)
|
(6.3)
|
Income Before Non-Controlling Interest and Income Taxes
|
20.7
|
28.8
|
66.0
|
71.5
|
Income Tax Expense
|
3.8
|
9.4
|
12.0
|
29.3
|
Net Income
|
16.9
|
19.4
|
54.0
|
42.2
|
Less: Non-Controlling Interest in Subsidiaries
|
(0.1)
|
–
|
(0.2)
|
(0.2)
|
Net Income Attributable to ALLETE
|
$17.0
|
$19.4
|
$54.2
|
$42.4
|
Average Shares of Common Stock
|
||||
Basic
|
35.0
|
34.1
|
34.8
|
34.0
|
Diluted
|
35.1
|
34.2
|
34.9
|
34.1
|
Basic Earnings Per Share of Common Stock
|
$0.49
|
$0.57
|
$1.56
|
$1.25
|
Diluted Earnings Per Share of Common Stock
|
$0.48
|
$0.57
|
$1.55
|
$1.25
|
Dividends Per Share of Common Stock
|
$0.445
|
$0.44
|
$0.89
|
$0.88
|
Jun. 30,
|
Dec. 31,
|
Jun. 30,
|
Dec. 31,
|
|||
|
2011
|
2010
|
|
2011
|
2010
|
|
Assets
|
Liabilities and Shareholders' Equity
|
|||||
Cash and Short-Term Investments
|
$79.4
|
$51.6
|
Current Liabilities
|
$116.0
|
$158.9
|
|
Other Current Assets
|
153.8
|
188.1
|
Long-Term Debt
|
770.7
|
771.6
|
|
Property, Plant and Equipment
|
1,861.1
|
1,805.6
|
Other Liabilities
|
323.8
|
324.8
|
|
Regulatory Assets
|
290.2
|
310.2
|
Regulatory Liabilities
|
43.4
|
43.6
|
|
Investment in ATC
|
96.3
|
93.3
|
Deferred Income Taxes & Investment Tax Credits
|
353.8
|
325.2
|
|
Investments
|
129.0
|
126.0
|
Shareholders' Equity
|
1,037.8
|
985.0
|
|
Other
|
35.7
|
34.3
|
|
|||
Total Assets
|
$2,645.5
|
$2,609.1
|
Total Liabilities and Shareholders' Equity
|
$2,645.5
|
$2,609.1
|
Six Months Ended
|
||
June 30,
|
||
2011
|
2010
|
|
Operating Activities
|
||
Net Income
|
$54.0
|
$42.2
|
Allowance for Funds Used During Construction
|
(1.1)
|
(2.1)
|
Income from Equity Investments, Net of Dividends
|
(0.9)
|
(1.4)
|
Gain on Sale of Assets
|
(0.7)
|
(0.7)
|
Depreciation Expense
|
44.4
|
39.8
|
Amortization of Debt Issuance Costs
|
0.5
|
0.5
|
Deferred Income Tax Expense
|
11.8
|
23.1
|
Share-Based Compensation Expense
|
1.1
|
1.1
|
ESOP Compensation Expense
|
3.6
|
3.5
|
Bad Debt Expense
|
0.5
|
0.5
|
Changes in Operating Assets and Liabilities
|
||
Accounts Receivable
|
27.2
|
10.1
|
Inventories
|
(1.3)
|
(0.1)
|
Prepayments and Other
|
8.0
|
2.4
|
Accounts Payable
|
(17.7)
|
(10.4)
|
Other Current Liabilities
|
(10.1)
|
(3.7)
|
Changes in Regulatory and Other Non-Current Assets
|
(2.5)
|
5.1
|
Changes in Defined Benefit Pension and Other Postretirement Benefit Plans
|
(8.5)
|
(0.4)
|
Changes in Regulatory and Other Non-Current Liabilities
|
21.7
|
(1.0)
|
Cash from Operating Activities
|
130.0
|
108.5
|
Investing Activities
|
||
Proceeds from Sale of Available-for-sale Securities
|
7.2
|
0.5
|
Payments for Purchase of Available-for-sale Securities
|
(1.2)
|
(1.4)
|
Investment in ATC
|
(1.4)
|
(1.2)
|
Changes to Other Investments
|
(1.4)
|
(0.6)
|
Additions to Property, Plant and Equipment
|
(91.6)
|
(79.5)
|
Proceeds from Sale of Assets
|
1.4
|
–
|
Cash for Investing Activities
|
(87.0)
|
(82.2)
|
Financing Activities
|
||
Proceeds from Issuance of Common Stock
|
22.9
|
15.2
|
Proceeds from Issuance of Long-Term Debt
|
–
|
80.0
|
Payments on Long-Term Debt
|
(1.5)
|
(69.9)
|
Debt Issuance Costs
|
–
|
(0.7)
|
Dividends on Common Stock
|
(31.4)
|
(30.8)
|
Changes in Notes Payable
|
1.5
|
(0.5)
|
Cash for Financing Activities
|
(8.5)
|
(6.7)
|
Change in Cash and Cash Equivalents
|
34.5
|
19.6
|
Cash and Cash Equivalents at Beginning of Period
|
44.9
|
25.7
|
Cash and Cash Equivalents at End of Period
|
$79.4
|
$45.3
|
Quarter Ended
|
Year to Date
|
|||||||
June 30,
|
June 30,
|
|||||||
ALLETE, Inc.
|
2011
|
2010
|
2011
|
2010
|
||||
Income (Loss)
|
||||||||
Millions
|
||||||||
Regulated Operations
|
$18.3
|
$18.2
|
$56.7
|
$43.1
|
||||
Investments and Other
|
(1.3)
|
1.2
|
(2.5)
|
(0.7)
|
||||
Net Income Attributable to ALLETE
|
$17.0
|
$19.4
|
$54.2
|
$42.4
|
Statistical Data
|
||||||||
Corporate
|
||||||||
Common Stock
|
||||||||
High
|
$41.43
|
$37.87
|
$41.43
|
$37.87
|
||||
Low
|
$37.87
|
$32.90
|
$36.33
|
$29.99
|
||||
Close
|
$41.04
|
$34.24
|
$41.04
|
$34.24
|
||||
Book Value
|
$28.23
|
$26.97
|
$28.23
|
$26.97
|
Kilowatt-hours Sold
|
||||||||
Millions
|
||||||||
Regulated Utility
|
||||||||
Retail and Municipals
|
||||||||
Residential
|
238
|
229
|
600
|
586
|
||||
Commercial
|
328
|
327
|
704
|
699
|
||||
Municipals
|
230
|
228
|
499
|
493
|
||||
Industrial
|
1,782
|
1,728
|
3,620
|
3,157
|
||||
Total Retail and Municipal
|
2,578
|
2,512
|
5,423
|
4,935
|
||||
Other Power Suppliers
|
614
|
736
|
1,154
|
1,539
|
||||
Total Regulated Utility
|
3,192
|
3,248
|
6,577
|
6,474
|
||||
Non-regulated Energy Operations
|
25
|
28
|
51
|
60
|
||||
Total Kilowatt-hours Sold
|
3,217
|
3,276
|
6,628
|
6,534
|
||||
Regulated
|
Investments
|
||
Consolidated
|
Operations
|
and Other
|
|
Millions
|
|||
For the Quarter Ended June 30, 2011
|
|||
Operating Revenue
|
$219.9
|
$201.8
|
$18.1
|
Fuel and Purchased Power Expense
|
76.0
|
76.0
|
–
|
Operating and Maintenance Expense
|
95.7
|
77.2
|
18.5
|
Depreciation Expense
|
22.1
|
20.9
|
1.2
|
Operating Income (Loss)
|
26.1
|
27.7
|
(1.6)
|
Interest Expense
|
(11.0)
|
(9.1)
|
(1.9)
|
Equity Earnings in ATC
|
4.6
|
4.6
|
–
|
Other Income
|
1.0
|
0.6
|
0.4
|
Income (Loss) Before Non-Controlling Interest and Income
Taxes
|
20.7
|
23.8
|
(3.1)
|
Income Tax Expense (Benefit)
|
3.8
|
5.5
|
(1.7)
|
Net Income (Loss)
|
16.9
|
18.3
|
(1.4)
|
Less: Non-Controlling Interest in Subsidiaries
|
(0.1)
|
–
|
(0.1)
|
Net Income (Loss) Attributable to ALLETE
|
$17.0
|
$18.3
|
$(1.3)
|
Regulated
|
Investments
|
||
Consolidated
|
Operations
|
and Other
|
|
Millions
|
|||
For the Quarter Ended June 30, 2010
|
|||
Operating Revenue
|
$211.2
|
$194.1
|
$17.1
|
Fuel and Purchased Power Expense
|
74.3
|
74.3
|
–
|
Operating and Maintenance Expense
|
85.4
|
69.3
|
16.1
|
Depreciation Expense
|
19.8
|
18.7
|
1.1
|
Operating Income (Loss)
|
31.7
|
31.8
|
(0.1)
|
Interest Expense
|
(9.5)
|
(7.7)
|
(1.8)
|
Equity Earnings in ATC
|
4.4
|
4.4
|
–
|
Other Income
|
2.2
|
1.1
|
1.1
|
Income (Loss) Before Non-Controlling Interest and Income
Taxes
|
28.8
|
29.6
|
(0.8)
|
Income Tax Expense (Benefit)
|
9.4
|
11.4
|
(2.0)
|
Net Income
|
19.4
|
18.2
|
1.2
|
Less: Non-Controlling Interest in Subsidiaries
|
–
|
–
|
–
|
Net Income Attributable to ALLETE
|
$19.4
|
$18.2
|
$1.2
|
Regulated
|
Investments
|
||
Consolidated
|
Operations
|
and Other
|
|
Millions
|
|||
For the Six Months Ended June 30, 2011
|
|||
Operating Revenue
|
$462.1
|
$424.8
|
$37.3
|
Fuel and Purchased Power Expense
|
155.0
|
155.0
|
–
|
Operating and Maintenance Expense
|
185.8
|
148.4
|
37.4
|
Depreciation Expense
|
44.4
|
42.1
|
2.3
|
Operating Income (Loss)
|
76.9
|
79.3
|
(2.4)
|
Interest Expense
|
(21.7)
|
(17.7)
|
(4.0)
|
Equity Earnings in ATC
|
9.0
|
9.0
|
–
|
Other Income
|
1.8
|
1.2
|
0.6
|
Income (Loss) Before Non-Controlling Interest and Income
Taxes
|
66.0
|
71.8
|
(5.8)
|
Income Tax Expense (Benefit)
|
12.0
|
15.1
|
(3.1)
|
Net Income (Loss)
|
54.0
|
56.7
|
(2.7)
|
Less: Non-Controlling Interest in Subsidiaries
|
(0.2)
|
–
|
(0.2)
|
Net Income (Loss) Attributable to ALLETE
|
$54.2
|
$56.7
|
$(2.5)
|
As of June 30, 2011
|
|||
Total Assets
|
$2,645.5
|
$2,381.6
|
$263.9
|
Property, Plant and Equipment – Net
|
$1,861.1
|
$1,808.9
|
$52.2
|
Accumulated Depreciation
|
$1,062.6
|
$1,011.3
|
$51.3
|
Capital Additions
|
$79.7
|
$69.3
|
$10.4
|
Regulated
|
Investments
|
||
Consolidated
|
Operations
|
and Other
|
|
Millions
|
|||
For the Six Months Ended June 30, 2010
|
|||
Operating Revenue
|
$444.8
|
$410.2
|
$34.6
|
Fuel and Purchased Power Expense
|
154.1
|
154.1
|
–
|
Operating and Maintenance Expense
|
173.1
|
139.1
|
34.0
|
Depreciation Expense
|
39.8
|
37.7
|
2.1
|
Operating Income (Loss)
|
77.8
|
79.3
|
(1.5)
|
Interest Expense
|
(18.4)
|
(15.3)
|
(3.1)
|
Equity Earnings in ATC
|
8.9
|
8.9
|
–
|
Other Income
|
3.2
|
2.3
|
0.9
|
Income (Loss) Before Non-Controlling Interest and Income Taxes
|
71.5
|
75.2
|
(3.7)
|
Income Tax Expense (Benefit)
|
29.3
|
32.1
|
(2.8)
|
Net Income (Loss)
|
42.2
|
43.1
|
(0.9)
|
Less: Non-Controlling Interest in Subsidiaries
|
(0.2)
|
–
|
(0.2)
|
Net Income (Loss) Attributable to ALLETE
|
$42.4
|
$43.1
|
$(0.7)
|
As of June 30, 2010
|
|||
Total Assets
|
$2,447.8
|
$2,211.2
|
$236.6
|
Property, Plant and Equipment – Net
|
$1,671.7
|
$1,627.4
|
$44.3
|
Accumulated Depreciation
|
$1,007.5
|
$959.4
|
$48.1
|
Capital Additions
|
$85.1
|
$85.0
|
$0.1
|
Capital Expenditures
|
2011
|
2012
|
2013
|
2014
|
2015
|
Total
|
||
Millions
|
||||||||
Regulated Utility Operations
|
||||||||
Base and Other
|
$107
|
$97
|
$92
|
$94
|
$99
|
$489
|
||
Current Cost Recovery (a)
|
||||||||
Renewable (b)
|
124
|
291
|
4
|
8
|
1
|
428
|
||
Transmission (c)
|
26
|
26
|
32
|
20
|
11
|
115
|
||
Total Current Cost Recovery
|
150
|
317
|
36
|
28
|
12
|
543
|
||
Regulated Utility Capital Expenditures
|
257
|
414
|
128
|
122
|
111
|
1,032
|
||
Other
|
21
|
25
|
14
|
8
|
8
|
76
|
||
Total Capital Expenditures
|
$278
|
$439
|
$142
|
$130
|
$119
|
$1,108
|
(a)
|
Estimated current capital expenditures recoverable outside of a rate case.
|
(b)
|
Renewable riders include Bison 1, Bison 2, Bison 3 and Hibbard Projects.
|
(c)
|
Transmission capital expenditures include CapX2020 projects.
|