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) - MAY 28, 2003
ALLETE, INC.
A Minnesota Corporation
Commission File No. 1-3548
IRS Employer Identification No. 41-0418150
30 West Superior Street
Duluth, Minnesota 55802-2093
Telephone - (218) 279-5000
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
Reference is made to the 2002 Form 10-K of ALLETE, Inc. (ALLETE) for background
information on the following update.
Ref. Page 47. - Item 10. Directors and Executive Officers of the Registrant
On May 28, 2003 ALLETE announced the election of Dennis O. Green and Deborah L.
Weinstein to its board of directors, effective June 1, 2003.
Green, 62, is a Certified Public Accountant and former chief auditor at Citicorp
and its principal subsidiary Citibank, N.A., where he was responsible for
worldwide audit functions. Prior to his employment with Citicorp, Green was a
finance executive with Ford Motor Company for 11 years, holding several
positions including general auditor. Green also served in the Executive Office
of the President, Office of Management and Budget during President Carter's
administration. He is a graduate of Wayne State University and resides in
Beaufort, South Carolina.
Weinstein, 43, is co-founder and partner at LaBarge Weinstein, one of Canada's
premier business law firms based in Ottawa, Ontario. She was a partner at Blake,
Cassels & Graydon, one of Canada's largest law firms, from 1991 until 1997 and
was managing partner at that firm's Ottawa office. Weinstein's work focuses on
securities, mergers and acquisitions, and business law. She is personal legal
advisor and trustee for Jean Chretien, Prime Minister of Canada. Weinstein is a
graduate of Osgoode Hall Law School, Toronto, Ontario.
ALLETE Form 8-K dated May 28, 2003 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, ALLETE is hereby filing cautionary statements
identifying important factors that could cause ALLETE's 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 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" or similar expressions) are
not statements of historical facts and may be forward-looking.
Forward-looking statements involve estimates, assumptions, risks and
uncertainties and are qualified in their entirety by reference to, and are
accompanied by, the following important factors, which are difficult to predict,
contain uncertainties, are beyond the control of ALLETE and may cause actual
results or outcomes to differ materially from those contained in forward-looking
statements:
- war and acts of terrorism;
- prevailing governmental policies and regulatory actions, including
those of the United States Congress, state legislatures, the
Federal Energy Regulatory Commission, the Minnesota Public
Utilities Commission, the Florida Public Service Commission, the
North Carolina Utilities Commission, the Public Service Commission
of Wisconsin and various county regulators, about allowed rates of
return, financings, industry and rate structure, acquisition and
disposal of assets and facilities, operation and construction of
plant facilities, recovery of purchased power and capital
investments, and present or prospective wholesale and retail
competition (including but not limited to transmission costs) as
well as general vehicle-related laws, including vehicle brokerage
and auction laws;
- unanticipated impacts of restructuring initiatives in the electric
industry;
- economic and geographic factors, including political and economic
risks;
- changes in and compliance with environmental and safety laws and
policies;
- weather conditions;
- natural disasters;
- market factors affecting supply and demand for used vehicles;
- wholesale power market conditions;
- population growth rates and demographic patterns;
- the effects of competition, including the competition for retail
and wholesale customers, as well as suppliers and purchasers of
vehicles;
- pricing and transportation of commodities;
- changes in tax rates or policies or in rates of inflation;
- unanticipated project delays or changes in project costs;
- unanticipated changes in operating expenses and capital
expenditures;
- capital market conditions;
- competition for economic expansion or development opportunities;
- ALLETE's ability to manage expansion and integrate recent
acquisitions; and
- the outcome of legal and administrative proceedings (whether civil
or criminal) and settlements that affect the business and
profitability of ALLETE.
Any forward-looking statement speaks only as of the date on which that statement
is made, and ALLETE undertakes 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 those factors, nor can it assess the impact of each of those
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.
2 ALLETE Form 8-K dated May 28, 2003
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.
May 28, 2003 James K. Vizanko
------------------------------------------------
James K. Vizanko
Vice President, Chief Financial Officer
and Treasurer
ALLETE Form 8-K dated May 28, 2003 3