ALLETE(ALE) - 2025 Q2 - Quarterly Report

Definitions This section provides a glossary of abbreviations and acronyms used throughout the report, defining key terms related to ALLETE, its subsidiaries, regulatory bodies, and financial concepts, also introducing parties in the pending merger - This section provides a glossary of abbreviations and acronyms used throughout the report, defining key terms related to ALLETE, its subsidiaries (e.g., ALLETE Clean Energy, Minnesota Power), regulatory bodies (e.g., MPUC, FERC, EPA), and financial concepts (e.g., AFUDC, GAAP). It also introduces the parties involved in the pending merger: Alloy Parent LLC and Alloy Merger Sub LLC[9][10][11] Forward-Looking Statements The report contains forward-looking statements involving risks and uncertainties that could cause actual results to differ materially from expectations - The report contains forward-looking statements that involve risks and uncertainties, which could cause actual results to differ materially from expectations. Key factors include the ability to implement strategic objectives, global and domestic economic conditions, changes in laws and regulations, interest rates, project delays, commodity prices, and the outcome of the pending merger with Alloy Parent LLC[13][14][16] Part I. Financial Information Item 1. Consolidated Financial Statements - Unaudited This section presents ALLETE's unaudited consolidated financial statements for the quarter and six months ended June 30, 2025, including the Balance Sheet, Statement of Income, Statement of Comprehensive Income, Statement of Cash Flows, Statement of Equity, and detailed notes on accounting policies, regulatory matters, equity investments, fair value measurements, debt, commitments, earnings per share, income taxes, pension plans, business segments, and the pending merger Consolidated Balance Sheet Consolidated Balance Sheet (Millions) | Millions | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Assets | | | | Total Current Assets | $452.9 | $435.2 | | Property, Plant and Equipment – Net | 5,324.0 | 5,181.5 | | Total Assets | $6,913.2 | $6,754.3 | | Liabilities and Equity | | | | Total Current Liabilities | $337.9 | $404.2 | | Long-Term Debt | 1,931.8 | 1,704.7 | | Total Liabilities | 3,546.1 | 3,363.8 | | Total Equity | 3,366.3 | 3,390.1 | | Total Liabilities, Redeemable Non-Controlling Interest and Equity | $6,913.2 | $6,754.3 | - Total assets increased by $158.9 million (2.35%) from December 31, 2024, to June 30, 2025, primarily driven by an increase in Property, Plant and Equipment – Net. Total liabilities increased by $182.3 million (5.42%), mainly due to higher long-term debt, while total equity slightly decreased by $23.8 million (0.70%)[19] Consolidated Statement of Income Consolidated Statement of Income (Millions Except Per Share Amounts) | Millions Except Per Share Amounts | Quarter Ended June 30, 2025 | Quarter Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Total Operating Revenue | $360.3 | $354.5 | $760.5 | $757.8 | | Operating Income | 18.0 | 29.4 | 71.0 | 76.7 | | Net Income Attributable to ALLETE | $31.9 | $33.0 | $88.0 | $83.7 | | Basic Earnings Per Share of Common Stock | $0.55 | $0.57 | $1.52 | $1.45 | | Diluted Earnings Per Share of Common Stock | $0.55 | $0.57 | $1.52 | $1.45 | - For the quarter ended June 30, 2025, Net Income Attributable to ALLETE decreased by $1.1 million (3.3%) YoY, while for the six months ended June 30, 2025, it increased by $4.3 million (5.1%) YoY. Diluted EPS for the quarter decreased by $0.02, but for the six months, it increased by $0.07[21] Consolidated Statement of Comprehensive Income Consolidated Statement of Comprehensive Income (Millions) | Millions | Quarter Ended June 30, 2025 | Quarter Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net Income | $6.6 | $19.7 | $41.3 | $56.7 | | Total Other Comprehensive Loss | — | — | — | (0.4) | | Total Comprehensive Income Attributable to ALLETE | $31.9 | $33.0 | $88.0 | $83.3 | - Total Comprehensive Income Attributable to ALLETE for the quarter decreased by $1.1 million YoY, but for the six months, it increased by $4.7 million YoY[24] Consolidated Statement of Cash Flows Consolidated Statement of Cash Flows (Millions) | Millions | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Cash provided by Operating Activities | $149.6 | $176.5 | | Cash used in Investing Activities | (273.7) | (136.8) | | Cash provided by (used in) Financing Activities | 126.8 | (75.4) | | Change in Cash, Cash Equivalents and Restricted Cash | 2.7 | (35.7) | | Cash, Cash Equivalents and Restricted Cash at End of Period | $57.9 | $43.7 | - Cash provided by operating activities decreased by $26.9 million YoY for the six months ended June 30, 2025. Cash used in investing activities significantly increased by $136.9 million YoY, primarily due to higher capital expenditures. Financing activities shifted from using $75.4 million cash in 2024 to providing $126.8 million in 2025, mainly due to debt issuance[27] Consolidated Statement of Equity Consolidated Statement of Equity (Millions Except Per Share Amounts) | Millions Except Per Share Amounts | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Common Stock, End of Period | $1,833.7 | $1,813.8 | | Retained Earnings, End of Period | 1,046.3 | 1,028.8 | | Non-Controlling Interest in Subsidiaries, End of Period | 504.4 | 573.0 | | Total Equity, End of Period | $3,366.3 | $3,394.7 | | Dividends Per Share of Common Stock | $1.46 | $1.41 | - Total equity decreased by $28.4 million YoY for the six months ended June 30, 2025, primarily due to a decrease in Non-Controlling Interest in Subsidiaries. Dividends per share increased from $1.41 to $1.46 YoY[30] Note 1. Operations and Significant Accounting Policies - A budget reconciliation bill (H.R. 1) enacted on July 4, 2025, modifies energy tax credits, and ALLETE is evaluating its potentially material impact on financial statements[35] Inventories – Net (Millions) | Inventories – Net (Millions) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Fuel | $23.8 | $22.5 | | Materials and Supplies | 125.3 | 107.6 | | Renewable Energy Facilities Under Development | 29.1 | 24.5 | | Total Inventories – Net | $178.2 | $154.6 | - Total Inventories – Net increased by $23.6 million (15.26%) from December 31, 2024, to June 30, 2025, driven by increases across all categories, particularly Materials and Supplies and Renewable Energy Facilities Under Development[38] Note 2. Regulatory Matters - Minnesota Power's 2024 retail rate increase request was settled and approved, resulting in a $33.97 million rate increase and a 9.78% return on equity. Final rates were implemented in Q1 2025, with interim rate refunds in Q2 2025[48][49] - Minnesota Power's 2025 Integrated Resource Plan (IRP) outlines adding 400 MW of new wind energy by 2035 (in addition to 700 MW from 2021 IRP), 100 MW of energy storage by 2035, and approximately 1,000 MW of natural gas capacity, including converting Boswell Unit 3 to natural gas by 2030, to meet carbon-free standards[56] Regulatory Assets and Liabilities (Millions) | Regulatory Assets and Liabilities (Millions) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Total Current Regulatory Assets | $4.8 | $1.6 | | Total Non-Current Regulatory Assets | 363.0 | 371.7 | | Total Current Regulatory Liabilities | $3.3 | $31.5 | | Total Non-Current Regulatory Liabilities | 586.7 | 570.5 | Note 3. Equity Investments ALLETE's Investment in ATC (Millions) | ALLETE's Investment in ATC (Millions) | Amount | | :--- | :--- | | Equity Investment Balance as of December 31, 2024 | $194.4 | | Cash Investments | 11.3 | | Equity in ATC Earnings | 12.9 | | Distributed ATC Earnings | (12.3) | | Amortization of the Remeasurement of Deferred Income Taxes | 0.6 | | Equity Investment Balance as of June 30, 2025 | $206.9 | - ALLETE's equity investment in ATC increased by $12.5 million (6.43%) from December 31, 2024, to June 30, 2025, primarily due to cash investments and equity in ATC earnings[63] ALLETE's Investment in Nobles 2 (Millions) | ALLETE's Investment in Nobles 2 (Millions) | Amount | | :--- | :--- | | Equity Investment Balance as of December 31, 2024 | $145.7 | | Equity in Nobles 2 Earnings | (1.0) | | Distributed Nobles 2 Earnings | (1.1) | | Equity Investment Balance as of June 30, 2025 | $143.6 | Note 4. Fair Value Recurring Fair Value Measures (Millions) | Recurring Fair Value Measures (Millions) | June 30, 2025 Total | December 31, 2024 Total | | :--- | :--- | :--- | | Assets | | | | Investments (Available-for-sale Equity Securities) | $5.0 | $8.6 | | Investments (Available-for-sale Corporate and Governmental Debt Securities) | 5.4 | 6.8 | | Cash Equivalents | 16.5 | 8.5 | | Total Fair Value of Assets | $26.9 | $23.9 | | Liabilities | | | | Deferred Compensation | $20.8 | $21.1 | | Total Fair Value of Liabilities | $20.8 | $21.1 | Financial Instruments (Millions) | Financial Instruments (Millions) | Carrying Amount (June 30, 2025) | Fair Value (June 30, 2025) | | :--- | :--- | :--- | | Short-Term and Long-Term Debt | $2,004.2 | $1,892.2 | | Financial Instruments (Millions) | Carrying Amount (December 31, 2024) | Fair Value (December 31, 2024) | | :--- | :--- | :--- | | Short-Term and Long-Term Debt | $1,808.0 | $1,668.0 | - The fair value of short-term and long-term debt was $1,892.2 million as of June 30, 2025, which was $112.0 million less than its carrying amount of $2,004.2 million, indicating that the debt is trading at a discount[74] Note 5. Short-Term and Long-Term Debt Total Debt (Millions) | Total Debt (Millions) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Short-Term Debt | $63.6 | $94.7 | | Long-Term Debt | 1,931.8 | 1,704.7 | | Total Debt | $1,995.4 | $1,799.4 | - Total debt increased by $196.0 million (10.89%) from December 31, 2024, to June 30, 2025, primarily due to an increase in long-term debt. ALLETE issued $150 million of senior unsecured notes in March 2025 and $250 million of first mortgage bonds in July 2025 to refinance debt and fund utility capital expenditures[77][78][79] - As of June 30, 2025, ALLETE was in compliance with its financial covenants, maintaining a ratio of indebtedness to total capitalization of approximately 0.39 to 1.00, well below the maximum allowed ratio of 0.65 to 1.00[80] Note 6. Commitments, Guarantees and Contingencies - ALLETE's businesses are subject to extensive environmental regulations. The company is actively managing compliance with various EPA rules, including CSAPR, NAAQS, Good Neighbor Plan, Industrial Boiler MACT, and MATS, with potential material costs for compliance, which would be sought for recovery through rate proceedings[87][88][91][92][93][94][95] - Minnesota Power incurred approximately $2 million pre-tax in remediation costs in the first half of 2025 related to an ash wastewater spill at Boswell in August 2024. Total costs and potential penalties are currently unquantifiable but could be material[109] - Compliance costs for the EPA's CCR Legacy Impoundment Rule at Boswell and Laskin facilities are estimated between $50 million and $85 million over the next 10 years, with recovery expected through rate proceedings[113] Note 7. Earnings Per Share and Common Stock Earnings Per Share and Common Stock (Millions Except Per Share Amounts) | Millions Except Per Share Amounts | Quarter Ended June 30, 2025 | Quarter Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net Income Attributable to ALLETE | $31.9 | $33.0 | $88.0 | $83.7 | | Average Common Shares (Basic) | 58.0 | 57.7 | 58.0 | 57.7 | | Basic Earnings Per Share | $0.55 | $0.57 | $1.52 | $1.45 | | Diluted Earnings Per Share | $0.55 | $0.57 | $1.52 | $1.45 | - Basic and diluted EPS for the quarter ended June 30, 2025, decreased by $0.02 YoY to $0.55. For the six months ended June 30, 2025, basic and diluted EPS increased by $0.07 YoY to $1.52[126] Note 8. Income Tax Expense Income Tax Expense (Millions) | Millions | Quarter Ended June 30, 2025 | Quarter Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Total Current Income Tax Expense | $2.6 | $6.5 | $10.4 | $13.4 | | Total Deferred Income Tax Benefit | $(3.2) | $(5.1) | $(3.5) | $(8.0) | | Total Income Tax Expense (Benefit) | $(0.6) | $1.4 | $6.9 | $5.4 | - For the quarter ended June 30, 2025, the company recorded an income tax benefit of $0.6 million, compared to an expense of $1.4 million in the prior year. For the six months, income tax expense increased to $6.9 million from $5.4 million YoY[127] - The effective tax rate for the six months ended June 30, 2025, was 14.3%, up from 8.7% in the prior year, primarily due to higher loss attributable to non-controlling interest and lower tax credits[131][206] Note 9. Pension and Other Postretirement Benefit Plans Components of Net Periodic Benefit Cost (Credit) (Millions) | Components of Net Periodic Benefit Cost (Credit) (Millions) | Pension (2025) | Pension (2024) | Other Postretirement (2025) | Other Postretirement (2024) | | :--- | :--- | :--- | :--- | :--- | | Quarter Ended June 30, | | | | | | Service Cost | $1.6 | $1.7 | $0.5 | $0.4 | | Net Periodic Benefit Cost (Credit) | $2.5 | $1.7 | $(3.3) | $(5.2) | | Six Months Ended June 30, | | | | | | Service Cost | $3.2 | $3.3 | $0.9 | $0.8 | | Net Periodic Benefit Cost (Credit) | $5.0 | $3.4 | $(6.7) | $(10.3) | - For the six months ended June 30, 2025, ALLETE contributed $19.1 million in cash to defined benefit pension plans, a decrease from $25.0 million in the prior year, with no expected additional contributions in 2025. No contributions were made to other postretirement benefit plans in either period[136] Note 10. Business Segments - ALLETE updated its reportable segment presentation in Q1 2025 to reflect New Energy's increased contribution to net income, now comprising Regulated Operations, ALLETE Clean Energy, and New Energy. Prior periods were restated for comparability[137][153] Net Income (Loss) Attributable to ALLETE (Millions) | Net Income (Loss) Attributable to ALLETE (Millions) | Quarter Ended June 30, 2025 | Quarter Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Regulated Operations | $23.0 | $33.7 | $61.4 | $77.9 | | ALLETE Clean Energy | 0.9 | 2.4 | 8.3 | 6.2 | | New Energy | 4.7 | 7.7 | 13.9 | 11.7 | | Corporate and Other | 3.3 | (10.8) | 4.4 | (12.1) | | Total Net Income Attributable to ALLETE | $31.9 | $33.0 | $88.0 | $83.7 | - For the six months ended June 30, 2025, Regulated Operations' net income decreased by $16.5 million YoY, while ALLETE Clean Energy's net income increased by $2.1 million YoY, and New Energy's net income increased by $2.2 million YoY. Corporate and Other shifted from a net loss of $12.1 million to a net income of $4.4 million, largely due to lower merger-related expenses[140][159][160][161] Note 11. Agreement and Plan of Merger - ALLETE entered into a Merger Agreement on May 5, 2024, to be acquired by Alloy Parent LLC for $67.00 per share in cash, totaling approximately $3.9 billion in equity value[144][145] - The merger is subject to regulatory approvals. Shareholders approved the merger on August 21, 2024. FERC and PSCW approvals were received in December 2024 and June 2025, respectively. CFIUS and international approvals were obtained in Q3 2024. MPUC approval is pending, with a settlement agreement reached with the Minnesota Department of Commerce in July 2025, but an Administrative Law Judge recommended denial[149][150][151] - ALLETE has the option to raise up to $300 million in equity capital in H2 2025, with Alloy Parent having the first right to participate. If Alloy Parent declines, ALLETE can issue common stock in public markets[147][232] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on ALLETE's financial condition and results of operations for the quarter and six months ended June 30, 2025, compared to the prior year, detailing segment performance, critical accounting policies, outlook, liquidity, and capital resources, emphasizing the impact of the pending merger and regulatory changes Comparison of the Quarters Ended June 30, 2025 and 2024 Regulated Operations (Millions) | Regulated Operations (Millions) | Quarter Ended June 30, 2025 | Quarter Ended June 30, 2024 | | :--- | :--- | :--- | | Operating Revenue – Utility | $305.1 | $279.8 | | Operating Income | 36.7 | 43.0 | | Net Income Attributable to ALLETE | $23.0 | $33.7 | - Regulated Operations' utility revenue increased by $25.3 million (9.04%) YoY, driven by higher kWh sales to other power suppliers, residential, and municipal customers, and increased transmission and cost recovery rider revenue. However, net income decreased by $10.7 million (31.75%) YoY due to lower industrial sales, higher operating expenses (including ash wastewater spill mitigation costs), and higher depreciation[162][163][164][165][166][167][168] - New Energy's net income attributable to ALLETE decreased by $3.0 million (38.96%) YoY to $4.7 million, primarily due to lower sales of renewable energy projects, partially offset by higher earnings from tax equity financed solar facilities[178] - Corporate and Other shifted from a net loss of $10.8 million in Q2 2024 to a net income of $3.3 million in Q2 2025, mainly due to significantly lower merger-related expenses ($3.4 million after-tax in 2025 vs. $14.5 million after-tax in 2024)[181] Comparison of the Six Months Ended June 30, 2025 and 2024 Regulated Operations (Millions) | Regulated Operations (Millions) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Operating Revenue – Utility | $637.9 | $618.1 | | Operating Income | 93.5 | 96.0 | | Net Income Attributable to ALLETE | $61.4 | $77.9 | - Regulated Operations' utility revenue increased by $19.8 million (3.20%) YoY, driven by higher kWh sales to residential, commercial, municipal customers, and other power suppliers, as well as increased cost recovery rider and transmission revenue. However, net income decreased by $16.5 million (21.18%) YoY due to lower industrial sales, higher operating and maintenance expenses (including ash wastewater spill mitigation), and increased depreciation[183][184][185][186][187][188][189][190][191] - ALLETE Clean Energy's net income attributable to ALLETE increased by $2.1 million (33.87%) YoY to $8.3 million, reflecting higher production at tax equity financed wind energy facilities, despite less favorable pricing at Diamond Spring[196][197][201] - New Energy's net income attributable to ALLETE increased by $2.2 million (18.80%) YoY to $13.9 million, driven by higher earnings from tax equity financed solar facilities and increased investment tax credits, partially offset by lower sales of renewable energy projects[203] Critical Accounting Policies - Key accounting policies involving significant management judgment include regulatory accounting, pension and postretirement benefit actuarial assumptions, goodwill, impairment of long-lived assets, and taxation[207] Outlook - ALLETE aims for 5-7% consolidated EPS growth, expecting Regulated Operations to contribute approximately 75% of total consolidated net income in 2025. The company's strategy focuses on remaining a regulated utility while growing its clean energy and New Energy businesses[210][211] - Minnesota Power's 2025 IRP outlines plans to add 400 MW of new wind energy by 2035, 100 MW of energy storage by 2035, and approximately 1,000 MW of natural gas capacity, including converting Boswell Unit 3 to natural gas by 2030, to meet Minnesota's 100% carbon-free energy by 2040 standard[214] - Industrial sales for full-year 2025 are projected to be approximately 6.3 million MWh, reflecting lower sales to taconite customers. USS Corporation provided a four-year notice of termination for its electric service agreement, effective January 27, 2029. Cliffs temporarily idled its Minorca Mine and partially idled Hibbing Taconite[216][218][219] Liquidity and Capital Resources - As of June 30, 2025, ALLETE had $55.4 million in cash and cash equivalents, $245.8 million in available consolidated lines of credit, and a debt-to-capital ratio of 37%[226] Capital Structure (Millions) | Capital Structure (Millions) | June 30, 2025 | % | December 31, 2024 | % | | :--- | :--- | :--- | :--- | :--- | | ALLETE Equity | $2,861.9 | 54 | $2,848.0 | 55 | | Non-Controlling Interest in Subsidiaries | 504.4 | 9 | 542.1 | 10 | | Short-Term and Long-Term Debt | 2,004.2 | 37 | 1,808.0 | 35 | | Redeemable Non-Controlling Interest | 0.8 | — | 0.4 | — | | Total | $5,371.3 | 100 | $5,198.5 | 100 | - Capital expenditures for 2025 are expected to be approximately $900 million, reflecting higher spending at Minnesota Power, primarily for the HVDC transmission system project. For the six months ended June 30, 2025, capital expenditures totaled $275.7 million, up from $143.7 million in the prior year[236] Other - As of June 30, 2025, ALLETE had 1,673 employees, with a significant portion covered by collective bargaining agreements with IBEW Local 31 (Minnesota Power and SWL&P) and IBEW Local 1593 (BNI Energy)[239][240] Item 3. Quantitative and Qualitative Disclosures about Market Risk This section discusses ALLETE's exposure to various market risks, including securities investments, commodity price risk, power marketing credit risk, and interest rate risk, outlining how the company manages these risks through regulatory frameworks, contractual agreements, and financial instruments - ALLETE's regulated utility operations mitigate commodity price risk for power, fuel, and natural gas through ratemaking processes that allow recovery of costs or distribution of savings to ratepayers[244] - The company is exposed to credit risk in power marketing activities, managed through credit policies, approval processes, and counterparty limits[246] - Interest rate risk from variable rate debt is managed by varying fixed rate debt issuance/maturity, limiting variable rate debt, and monitoring market changes. A hypothetical 100 basis point increase in interest rates would impact pre-tax interest expense by $1.3 million[247] Item 4. Controls and Procedures This section confirms the effectiveness of ALLETE's disclosure controls and procedures as of June 30, 2025, and states no material changes in internal control over financial reporting occurred during the most recent fiscal quarter - ALLETE's disclosure controls and procedures were deemed effective as of June 30, 2025, ensuring timely and accurate reporting of information[249] - No material changes in internal control over financial reporting occurred during the most recent fiscal quarter[250] Part II. Other Information Item 1. Legal Proceedings This section refers to disclosures in the notes to consolidated financial statements regarding legal and regulatory proceedings, reiterating that routine litigation and governmental audits are not expected to materially affect the company's financial position, results of operations, or cash flows - ALLETE is involved in routine litigation, tax, regulatory, and governmental audits, but does not expect these to have a material effect on its financial position, results of operations, or cash flows[252] Item 1A. Risk Factors This section states that there have been no material changes to the risk factors previously disclosed in ALLETE's 2024 Form 10-K - No material changes to the risk factors disclosed in the 2024 Form 10-K have occurred[253] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This section indicates that there were no unregistered sales of equity securities or use of proceeds to report - No unregistered sales of equity securities or use of proceeds to report[254] Item 3. Defaults Upon Senior Securities This section states that there were no defaults upon senior securities to report - No defaults upon senior securities to report[255] Item 4. Mine Safety Disclosures This section refers to Exhibit 95 for information concerning mine safety violations or other regulatory matters as required by the Dodd-Frank Act - Mine safety disclosures, as required by the Dodd-Frank Act, are included in Exhibit 95[256] Item 5. Other Information This section reports that no director or officer adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the quarter ended June 30, 2025 - No director or officer adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the quarter ended June 30, 2025[257] Item 6. Exhibits This section lists the exhibits filed with the Form 10-Q, including the Agreement and Plan of Merger, amendments to articles of incorporation, supplemental indentures, certifications by executive officers, mine safety disclosures, and XBRL-related documents - Key exhibits include the Agreement and Plan of Merger, corporate governance documents, officer certifications (Sarbanes-Oxley Act), and mine safety disclosures[258] Signatures - The report is signed by Jeffrey J. Scissons, Vice President, Chief Financial Officer and Corporate Treasurer, and Colin B. Anderson, Vice President, Chief Accounting Officer, and Controller, on August 7, 2025[264]