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) - NOVEMBER 12, 2004
ALLETE, INC.
(Exact name of Registrant as specified in its charter)
MINNESOTA 1-3548 41-0418150
(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
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:
/ / 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 7.01 REGULATION FD DISCLOSURE
As a result of the September 20, 2004 spin-off of ADESA, Inc. (ADESA), ALLETE,
Inc. (ALLETE or Company) redefined its reportable business segments. REGULATED
UTILITY includes the Company's rate regulated electric, water and gas services
in northeastern Minnesota and northwestern Wisconsin. NONREGULATED ENERGY
OPERATIONS includes the Company's coal mining activities in North Dakota and
nonregulated generation consisting primarily of generation from the Company's
Taconite Harbor Energy Center in northern Minnesota and generation secured
through a 15-year power purchase agreement. REAL ESTATE includes the Company's
Florida real estate operations. OTHER includes the Company's telecommunications
activities, investments in emerging technologies, and general corporate charges
and interest not specifically related to any one business segment. General
corporate charges include employee salaries and benefits as well as legal and
other outside service fees. DISCONTINUED OPERATIONS includes Automotive Services
(ADESA), which was spun off on September 20, 2004, Water Services businesses,
the majority of which were sold in 2003, and spin-off costs incurred by ALLETE.
On October 28, 2004 ALLETE furnished an 8-K that contained certain historical
financial information for the years 2002, 2003 and 2004 adjusted to reflect the
spin-off of ADESA as discontinued operations and the redefined reportable
business segments. ALLETE's Form 10-Q for the quarterly period ended September
30, 2004 contained comparable financial information with respect to the third
quarters of 2004 and 2003. This 8-K is being furnished to provide comparable
segment information for the year ended December 31, 2003.
The following 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.
NONREGULATED
BUSINESS SEGMENTS REGULATED ENERGY REAL
FOR THE YEAR ENDED DECEMBER 31, 2003 CONSOLIDATED UTILITY OPERATIONS ESTATE OTHER
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Millions
Operating Revenue $697.9 $510.0 $ 112.2 $42.6 $ 33.1
Fuel and Purchased Power 252.5 212.5 40.0 - -
Operating and Other Expense 297.6 176.5 58.5 18.1 44.5
Depreciation Expense 51.2 41.2 7.4 0.1 2.5
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Operating Income (Loss) from
Continuing Operations 96.6 79.8 6.3 24.4 (13.9)
Interest Expense (50.6) (20.4) (1.8) (0.2) (28.2)
Other Income (Expense) 2.0 2.9 1.4 - (2.3)
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Income (Loss) from Continuing Operations
Before Income Taxes 48.0 62.3 5.9 24.2 (44.4)
Income Tax Expense (Benefit) 18.2 24.4 2.2 10.1 (18.5)
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Income (Loss) from Continuing Operations 29.8 $ 37.9 $ 3.7 $14.1 $(25.9)
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Income from Discontinued Operations-Net of Tax 206.6
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Net Income $236.4
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ALLETE Form 8-K dated November 12, 2004 1
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.
ALLETE, Inc.
November 12, 2004 James K. Vizanko
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James K. Vizanko
Senior Vice President and Chief Financial Officer
2 ALLETE Form 8-K dated November 12, 2004