Certificate of Adjustment to Rights Agreement between ALLETE, Inc. and Rights Agent (2004)

Contract Categories: Business Finance › Warrant Agreements
Summary

This document certifies an adjustment to the Rights Agreement between ALLETE, Inc. and its Rights Agent, following a one-for-three reverse stock split effective September 20, 2004. As a result, each preferred share purchase right now entitles holders to purchase a revised fraction of ALLETE's preferred stock, while the purchase price remains unchanged. The adjustment applies to shareholders of record as of September 13, 2004, and is effective until July 23, 2006, or until the rights are redeemed or exchanged.

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EX-4.D 5 rexhibit4d.txt RIGHTS PLAN CERTIFICATE OF ADJUSTMENT AS AMENDED EXHIBIT 4(d) CERTIFICATE OF ADJUSTMENT TO THE RIGHTS AGREEMENT DATED AS OF JULY 24, 1996 ("RIGHTS AGREEMENT") BETWEEN ALLETE, INC. (FORMERLY MINNESOTA POWER, INC. AND MINNESOTA POWER & LIGHT COMPANY) AND THE CORPORATE SECRETARY OF ALLETE, INC., RIGHTS AGENT The undersigned, Deborah A. Amberg, Vice President, General Counsel and Secretary of ALLETE, Inc., a Minnesota corporation (the "Company"), does hereby certify, pursuant to Section 12(a) of the Rights Agreement, that: (1) At 12:00 p.m. Eastern Time on September 20, 2004 (the "Effective Date"), for shareholders of record on September 13, 2004, the Company engaged in a one-for-three reverse stock split of the Company's common stock, no par value. (2) Pursuant to Section 11(n) of the Rights Agreement, as of the Effective Date, each preferred share purchase right (a "Right") entitles the registered holder, until the earlier of the close of business on July 23, 2006 or the redemption or exchange of the Rights, to purchase from the Company one-and-a-half of one one-hundredth (three two-hundredth) of a share of Serial Preferred Stock A, without par value, of the Company ("Preferred Stock"). The Purchase Price (as defined in the Rights Agreement) remains $90.00. IN WITNESS WHEREOF, the undersigned has hereunto signed her name this 21 day of September, 2004. ALLETE, INC. By:/s/ Deborah A. Amberg -------------------------------------