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FORM 5500 DATA

ALLETE and Affiliated Companies Retirement Savings and Stock Ownership Plan

Overview

Plan Information

  • Plan Year01/01/2018 — 12/31/2018
  • Date of Plan01/01/1970
  • Net Assets as of 12/31/2018 $485,262,348
  • Plan Number2
  • Plan Type Single Employer
  • Is the plan collectively bargained?Yes
  • Did the plan file for an extension of time or the DFVC Program?Yes
  • Plan Funding Arrangement Trust
  • Plan Benefit Arrangement Trust

Participant Information as of 12/31/2018

  • Active (Eligible) Participants1,852
  • Retired or separated participants receiving benefits82
  • Other retired or separated participants entitled to future benefits765
  • Subtotal2,699
  • Deceased participants whose beneficiaries are receiving or are entitled to receive benefits42
  • Total2,741
  • Total number of participants as of 01/01/20182,550
  • Number of participants with account balances2,649
  • Number of participants that terminated employment during the plan year with accrued benefits that were less than 100% vested0

Expenses

  • Total Benefit Payments$0
  • Corrective Distributions$0
  • Administrative Service Providers$0
  • Other Expenses$0
  • Total Expenses$0
  • Total Transfers$0

Sponsor Information

  • Address30 West Superior Street
  • CityDuluth
  • StateMN
  • Zip55802
  • Telephone(218) 723-7554
  • EIN41-0418150
  • Industry Code221100
  • Named AdministratorNicole Johnson
  • Named Plan SponsorSteve Morris

Audit Information

  • Audit StatusAudited
  • AuditorReilly, Penner and Benton
  • Auditor EIN39-0747409
  • Audit OpinionUnqualified
  • Audit Type Full Audit

Benefits Provided Under the Plan

Code Benefit Description
2E Profit-sharing A defined contribution plan that allows employer discretionary contributions. These plans often contain a 401(k) feature.
2F ERISA section 404(c) Plan This plan, or any part of it is intended to meet the conditions of 29 CFR 2550.404c-1.
2I Stock bonus A stock bonus plan is a type of profit-sharing by which a corporation uses its own stock to make contributions and distributions.
2J Code section 401(k) feature A cash or deferred arrangement described in Code section 401(k) that is part of a qualified defined contribution plan that provides for an election by employees to defer part of their compensation or receive these amounts in cash.
2K Code section 401(m) arrangement Employee contributions are allocated to separate accounts under the plan or employer contributions are based, in whole or in part, on employee deferrals or contributions to the plan. Not applicable if plan is 401(k) plan with only QNECs and/or QMACs. Also not applicable if Code section 403(b)(1), 403(b)(7) or 408 arrangements/accounts/annuities.
2O ESOP other than a leveraged ESOP An Employee Stock Ownership Plan (ESOP) is a type of employee benefit plan designed to invest primarily in employer stock.
2R Brokerage Window Participant-directed brokerage accounts provided as an investment option under the plan.
2S Automatic Enrollment Plan provides for automatic enrollment in plan that has employee contributions deducted from payroll.
2T Participant-directed Account Total or partial participant-directed account plan - plan uses default investment account for participants who fail to direct assets in their account.
3F Leased Employees Plan sponsor(s) received services of leased employees, as defined in Code section 414(n), during the plan year.
3H Controlled Group Plan sponsor(s) is (are) a member(s) of a controlled group (Code sections 414(b), (c), or (m)).

Questions and Answers

Question Answer Amount
During the plan year did the employer fail to transmit to the plan any participant contributions within the time period described in 29 CFT 2510.3-102? No
Were any loans by the plan or fixed income obligations due the plan in default as of the close of plan year or classified during the year as uncollectible? Disregard participant loans secured by participant's account balance. No
Were any leases to which the plan was a party in default or classified during the year as uncollectible? No
Were there any nonexempt transactions with any party-in-interest? No
Was this plan covered by a fidelity bond? Yes $10,000,000
Did the plan have a loss, whether or not reimbursed by the plan's fidelity bond, that was caused by fraud or dishonesty? No
Did the plan hold any assets whose current value was neither readily determinable on an established market nor set by an independent third party appraiser? No
Did the plan receive any noncash contributions whose value was neither readily determinable on an established market nor set by an independent third party appraiser? No
Did the plan have assets held for investment? Yes
Were any plan transactions or series of transactions in excess of 5% of the current value of plan assets? No
Were all the plan assets either distributed to participants or beneficiaries, transferred to another plan, or brought under the control of the PBGC? No
Has the plan failed to provide any benefit when due under the plan? No
If this is an individual account plan, was there a blackout period? Yes
If there was a blackout period, have you either provided the required notice or one of the exceptions to providing the notice applied under 29 CFR 2520.101-3? Yes

Financials

Income and Expense Statement

Income $14,308,438
Contributions $27,025,396
Cash Contributions $27,025,396
Cash from Employers $11,408,729
Cash from Participants $14,884,860
Others (including rollovers) $731,807
Noncash Contributions $0
Total Earnings on Investments $-13,001,532
Total Interest $275,544
Interest-Bearing Cash $0
U.S. Government Securities $0
Corporate Debt Instruments $0
Loans (other than to participants) $275,544
Participant Loans $0
Interest from Other Investments $0
Total Dividends $10,478,470
Preferred Stock $0
Common Stock $4,083,310
Rents $0
Net gain (loss) on sale of assets $-1,959,510
Aggregate Proceeds $442,326,037
Aggregate Carrying Amount $444,285,547
Total Unrealized Appreciation (depreciation) of assets $-680,154
Real Estate $0
Other $-680,154
Net investment gain (loss) from common/collective trusts $-3,554,371
Net investment gain (loss) from pooled separate accounts $0
Net investment gain (loss) from master trust investment accounts $0
Net investment gain (loss) from 103-12 investment entities $0
Net investment gain (loss) from registered investment companies $-17,561,511
Other Income $284,574
Expenses $62,662,656
Total Benefit Payments $62,304,304
Directly to participants or beneficiaries, including direct rollovers $62,304,304
To insurance carriers for the provision of benefits $0
Other Benefit Payment Fees $0
Corrective Distributions $0
Certain deemed distributions of participant loans $0
Interest expense $0
Total Administrative Expenses $358,352
Professional Fees $358,352
Contract Administrator Fees $0
Investment Advisory and management fees $0
Other Administrative Fees $0
Net Income $-48,354,218
Transfers of Assets to this Plan $0
Transfers of Assets from this Plan $86,966,783

Asset and Liability Statement

12/31/2018 12/31/2017 Change YOY
Total Assets $485,262,348 $490,965,533 -1.16%
Total noninterest-bearing cash $0 $0 0.0%
Receivables $2,699,951 $2,811,225 -3.96%
Employer Contributions $2,699,951 $2,811,225 -3.96%
Participant Contributions $0 $0 0.0%
Other Contributions $0 $0 0.0%
General Investments $0 $464 -100.00%
Interest-bearing cash $0 $464 -100.00%
U.S. Government Securities $0 $0 0.0%
Corporate Debt Instruments $0 $0 0.0%
Preferred $0 $0 0.0%
All Other $0 $0 0.0%
Corporate Stocks $0 $0 0.0%
Preferred $0 $0 0.0%
Common $0 $0 0.0%
Partnership/joint venture interests $0 $0 0.0%
Real estate (other than employer real property) $0 $0 0.0%
Loans (other than to participants) $0 $0 0.0%
Participants Loans $5,696,591 $5,414,114 5.22%
Value of interest in common/collective trusts $152,671,419 $116,801,734 30.71%
Value of interest in pooled separate accounts $0 $0 0.0%
Value of interest in master trust investment accounts $0 $0 0.0%
Value of interest in 103-12 investment entities $0 $0 0.0%
Value of interest in registered investment companies $175,417,292 $205,331,335 -14.57%
Value of funds held in insurance co. general account $0 $0 0.0%
Other Investments $21,917,670 $22,328,312 -1.84%
Employer-related Investments $126,859,425 $138,278,349 -8.26%
Employer Securities $126,859,425 $138,278,349 -8.26%
Employer Real Property $0 $0 0.0%
Buildings and other property used in plan operation $0 $0 0.0%
Total Liabilities $0 $0 0.0%
Benefit Claims Payable (1) $0 $0 0.0%
Operating Payables (1) $0 $0 0.0%
Acquisition Indebtedness (1) $0 $0 0.0%
Other liabilities (1) $0 $0 0.0%
Net Assets $485,262,348 $490,965,533 -1.16%

Service Providers

Persons Receiving Only Eligible Indirect Compensation

  • Great-West Life and Annuity Ins Co
  • Adirondack Funds
  • Artisan
  • Blackrock
  • Dodge & Cox
  • Mainstay
  • Oakmark
  • Oppenheimer Funds
  • State Street Master Funds
  • Vanguard

Other Service Providers Receiving Direct or Indirect Compensation

Name Nature of Service Relationship to Plan Sponsor Direct Compensation Paid by Plan Indirect Compensation Paid by Plan Total Compensation
Wells Fargo Bank, N.A. Recordkeeping and information management (computing, tabulating, data processing, etc.), Participant loan processing, Direct payment from the plan, Float revenue, Distribution (12b-1) fees NONE $210,808 $0 $210,808
Geneva Capital Management Consulting (pension) NONE $104,657 $0 $104,657
Wells Fargo Bank, N.A. Other fees NONE $81,520 $0 $81,520
Great West Life & Annuity Ins Co Recordkeeping and information management (computing, tabulating, data processing, etc.), Participant loan processing, Direct payment from the plan, Recordkeeping fees NONE $30,175 $0 $30,175
Briggs and Morgan Consulting (pension), Direct payment from the plan NONE $29,080 $0 $29,080
Mercer Investment Consulting, Inc. Consulting (pension), Direct payment from the plan NONE $16,500 $0 $16,500
Reilly, Penner & Benton LLP Consulting (pension), Direct payment from the plan NONE $14,200 $0 $14,200
Briggs and Morgan Pa Legal NONE $2,523 $0 $2,523
Total $489,463 $0 $489,463

Indirect Compensation

There are no service providers with indirect compensation listed for this plan.

Service Providers Who Fail or Refuse to Provide Information

There are no service providers who failed or refused to provide information.

Termination Information on Accountants and Enrolled Actuaries

There is no termination information for this plan.

Investments

Investments

Name of Investment Investment Manager Type of Investment Dollar Value
Wells Fargo Stable Return Fund Q Wells Fargo DFE: Common/Collective Trust $50,728,581
Lifepath Index 2025 Fund H Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $17,210,805
Lifepath Index 2030 Fund H Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $14,565,452
Lifepath Index 2035 Fund H Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $12,811,127
Lifepath Index 2040 Fund H Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $12,051,849
Lifepath Index 2020 Fund H Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $11,411,384
Lifepath Index 2045 Fund H Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $10,676,971
Lifepath Index 2050 Fund H Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $9,546,943
Lifepath Index Retirement Fund H Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $8,067,254
Lifepath Index 2055 Fund H Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $3,021,786
Fidelity Managed Income Portfolio F Fidelity DFE: Common/Collective Trust $1,434,485
Lifepath Index 2060 Fund H Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $1,144,782
Total $152,671,419

Insurance Information

Insurance Information

There are no insurance carriers listed for this plan.