ADESA Corporation and Minnesota Power & Light Company announce planned merger.

INDIANAPOLIS--(BUSINESS WIRE)--Jan. 5, 1995--ADESA Corporation (NASDAQ:SOLD) and Minnesota Power & Light Company (NYSE:MPL) jointly announced today that they have entered into a letter of intent outlining terms of a merger under which ADESA will become an 80%-owned subsidiary of Minnesota Power & Light Company.

Pursuant to the proposed merger, all shareholders of ADESA, other than certain officers (``ADESA Managers''), will receive $17.00 in cash for each share of their ADESA Corporation common stock. The letter of intent provides that, upon consummation of the merger, and upon purchase by Minnesota Power & Light Company of additional newly issued shares of ADESA Corporation common stock, Minnesota Power & Light Company will own 80% of the issued and outstanding capital stock of ADESA and the ADESA Managers will own the remaining 20%. The shares to be retained by the ADESA Managers represent approximately one-half of their current holdings in ADESA Corporation; they will receive the $17.00 per share merger consideration for the remainder of their ADESA shares of stock.

The transaction represents a total investment by Minnesota Power & Light Company of approximately $162 million, of which $15 million will be invested upon closing of the merger as capital in exchange for newly issued shares of ADESA. Minnesota Power & Light Company expects to finance the transaction with internal sources of funds.

``Minnesota Power & Light Company shareholders will have the opportunity to benefit from the substantial earnings growth we expect from ADESA. With this merger, Minnesota Power & Light Company corporate focus will center on its electric utility business in northeastern Minnesota which we see as a stable business base, on its growing water and wastewater utility business in Florida and the Carolinas, and on realizing the earnings growth potential of the ADESA auto auction business,'' said Arend J. Sandbulte, President and Chief Executive Officer of Minnesota Power & Light Company.

D. Michael Hockett, ADESA Corporation President and Chief Executive Officer said, ``The merger with Minnesota Power & Light Company is an excellent opportunity for ADESA's shareholders to realize a substantial and immediate maximization of their current investment. The merger also provides our management team with the opportunity to continue the growth strategy which has contributed to ADESA's strong financial performance over the last two years. ADESA's partnership with Minnesota Power & Light Company will provide ADESA with a readily available source of capital, which is necessary to fully implement our growth strategy.''

The merger is subject to the negotiation and execution of the definitive merger agreement, shareholder approval by ADESA's shareholders and the satisfaction of various other customary conditions. Shareholders of ADESA will be asked to vote on the merger at a special meeting. If approved, it is expected that the merger will be completed in the second quarter of 1995.

ADESA Corporation owns and operates automobile auctions in the U.S. and Canada, through which used cars and other vehicles are sold to franchised automobile dealers and licensed used car dealers. Sellers at ADESA auctions include automobile dealers, fleet/lease companies, domestic and import automobile manufacturers, banks and captive finance companies. In addition to the sale of used cars and other vehicles, ADESA provides a wide range of integrated services, including auto reconditioning, body and paint work and vehicle remarketing. Transportation services are offered through ADESA's fleet of modern transport trailers. Financing is also available on site for buyers at ADESA auctions through an ADESA subsidiary.

Minnesota Power & Light Company is a diversified electric company headquartered in Duluth, Minnesota.

CONTACT: ADESA Corporation, Indianapolis

              Larry S. Wechter, 317/862-7220
              Minnesota Power & Light Company, Duluth
              Warren Hudelson, 218/723-3934
              Tim Thorp, 218/723-3953