Add private equity to the mix and you have a recipe for the kind of controversy playing out in Minnesota over the proposed acquisition of the northern Minnesota utility Minnesota Power by Global Infrastructure Partners, an infrastructure investment firm acquired by BlackRock, and the Canada Pension Plan Investment Board, the investment manager for Canadian retirement savings.
The deal has attracted activist opposition from environmental groups like the Sierra Club, consumer watchdogs in Minnesota, as well as national policy groups critical of both utilities and private equity. It’s also happening in a moment when utility ratemaking has come under increasing scrutiny on account of rising electricity prices.
Utilities across the countries have requested $29 billion of dollars in rate increases so far this year, according to PowerLines, the electricity policy research group, while as of May, retail electricity prices were climbing at twice the rate of inflation. Utilities earn regulated rates of return on capital projects, and with data centers and artificial intelligence driving up demand for new electricity, investors are eyeing utilities as potential cash cows. The Dow Jones Utilities index has even slightly outperformed the market so far this year.
Global Infrastructure Partners announced that it had agreed to buy the northern Minnesota utility Minnesota Power’s parent company, Allete, for over $6 billion million last May, and the deal has been working its way through the utilities regulatory process ever since. In July, the Minnesota Department of Commerce reached a settlement with the company and its potential buyers that, among other provisions, agreed to a rate freeze and a reduction in the return on capital investment the new owners will be to earn.
While the companies were able to win the support of one part of the Minnesota governmental apparatus, another one harshly condemned the deal. Following the settlement announcement, administrative law judge Megan McKenzie recommended that the Minnesota Public Utilities Commission ultimately reject the deal. The judge’s recommendation is non-binding, but it is a comprehensive review of the evidence and arguments made by supporters and opponents of the deal that could have sway over the commission’s final decision.
The judge’s recommendation largely echoed the case advocates had been making against the merger. The opinion was laced with criticisms of private equity as such, arguing that the new owners would “pursue profit in excess of public markets through company control.” Ultimately, McKenzie concluded that “this transaction carries real and significant costs and risks to Minnesota ratepayers and few, if any, benefits. Accordingly, the proposed Acquisition is not in the public interest.”
The Minnesota Public Utilities Commission is expected to make a final decision in September. In the meantime, advocates on either side are continuing to press their arguments.
Citing the administrative law judge, Karlee Weinman, a research and communications manager at the Energy and Policy Institute, a frequent critic of utilities, told me that the advocate objections to the deal were twofold: One, that Minnesota Power might not be able (or willing) to finance its capital needs; and two, that as a private company, it will no longer be required to file documents with the Securities and Exchange Commission, removing a lever for ratepayer advocates.
The “layer of transparency” provided by SEC filings “is something that consumer advocates are finding valuable to help inform both their understanding of the utility and their advocacy on behalf of ratepayers,” Weinman told me. Or as a coalition of public interest groups argued more formally in a utility commission filing, “privatization of ALLETE and the discontinuation of ALLETE’s SEC reporting obligations would significantly reduce information about ALLETE that is available to the Commission and Minnesota ratepayers.”
Going private “would make it more difficult for Minnesota regulators like our commission to monitor the board’s decisions and hold the company accountable to state law, but also to the public,” Jenna Yeakle, a campaign manager at the Sierra Club and resident of Duluth, told me.
“We do not have a choice where our electricity comes from,” she said. “We are the most impacted by Minnesota Power’s choices and the decisions made at the state and federal level when it comes to our electrical utility, because we don’t get a choice in the matter.”
Unions, on the other hand, often play well with utilities, using their regulated status to ensure good jobs for their members. Construction unions especially are big fans of big capital projects, which means more construction jobs.
One of those unions is the LIUNA Minnesota & North Dakota, an affiliate of the Laborers' International Union of North America, the construction workers union. “We just want the utility to work, the utility works well for us, they use union labor, they build projects, they create jobs,” Kevin Pranis, its marketing manager, told me.
Pranis was especially skeptical of opponents’ arguments that changing the investor in an investor-owned utility would make a huge difference in terms of how it conducted itself in front of the Public Utilities Commission. “There’s this bizarre fan fiction that has developed around publicly traded stocks, that somehow they are transparent,” he said. Corporate filings rarely, if ever have the kind of information ratepayers and their advocates need in rate cases, Pranis argued.
“The Securities Exchange Commission doesn’t care about ratepayers. The New York Stock Exchange doesn’t care about ratepayers. Those regulations don’t serve ratepayers in any way. They serve investors to know what you’re investing in.”
The environmental arguments also go in the other direction. One supporter of the deal, former Loans Program Office chief Jigar Shah, wrote in Utility Dive that “to fully decarbonize its electricity sales and keep pace with rising demand, Minnesota Power must navigate an increasingly complex and capital-intensive landscape.”
“What Minnesota Power needs is long-term vision and stable capital,” he continued, which is “precisely what this private investment offers. That’s the only way to do the big things required to serve its communities, especially when federal energy rhetoric doesn’t always align with real on-the-ground needs.”
Minnesota law mandates that the state reach 100% carbon-free electricity by 2040, which supporters of the deal have said justifies allowing Minnesota Power to be owned by deep-pocketed investors.
Two clean energy groups, the Center for Energy and Environment and Clean Energy Economy Minnesota, wrote in a filing that meeting that goal would require “significant and unprecedented investment,” and that “although the exact investment levels needed may be uncertain or disputed by parties, the scope of investment needed is clear, and the Acquisition makes that level of capital available to Minnesota Power today.”
LIUNA pressed the point more forcefully in another filing, arguing that opponents of the deal “have dangerously underestimated the threat posed by a lack of ready capital to undertake historic investments,” and that they were “whistling past the graveyard.”
Minnesota Power and its proposed buyers, for their part, have argued in a that Allete requires “more than $1 billion in new equity to fund its expected investment requirements over the next five years,” including to comply with the emissions requirements, and pointed out that “in the Company’s 75-year history in publicly traded markets, the Company has raised $1.3 billion in equity.”
Judge McKenzie disagreed in her opinion, arguing that capital commitments weren’t enforceable and echoing the public interest groups in saying that Minnesota Power had told its investors that it was able to access capital markets when it needed to. The company and its investors have argued this was conditional on its ability to find a buyer, and that “further analysis to identify its approach to comply with the Carbon Free Standard” showed the investment need.
Judge McKenzie also got to the heart of recent debates around data centers and grid management, arguing that the planned investments in new generation and transmission weren’t truly necessary to meet the legally mandated emissions standard. “ALLETE could reduce capital needs by making greater use of power purchase agreements (PPAs) to reduce capital spending on self-built generation. Greater use of demand response, energy efficiency measures, and grid-enhancing technologies could also reduce the need for capital spending on generation,” she wrote.
Ultimately, how Minnesota Power conducts itself — the projects it engages in, the rates it charges consumers and industrial customers — will be up to the Minnesota Public Utilities Commission and the state legislature, whether it’s owned by public investors or infrastructure and pension funds.
“None of those changes will affect the Commission’s authority, process, or obligation to regulate Minnesota Power’s actions,” the two clean energy groups wrote in a filing. Utility regulation will continue to be a challenge, but the investors may not matter as much as the utility.
