Southern Co. Reports on Junior Subordinated Notes

TL;DR

Southern Co. filed an 8-K on Jan 8, 2025, updating details on several junior subordinated notes due in 2077, 2080, 2060, and 2081.

AI Summary

On January 8, 2025, The Southern Company filed an 8-K report detailing events related to its junior subordinated notes. The filing specifically mentions Series 2017B 5.25% Junior Subordinated Notes Due 2077, Series 2020A 4.95% Junior Subordinated Notes Due 2080, Series 2020C 4.20% Junior Subordinated Notes Due 2060, and Series 2021B 1.875% Fixed-to-Fixed Reset Rate Junior Subordinated Notes Due 2081.

Why It Matters

This filing provides an update on the status and terms of various junior subordinated notes issued by Southern Company, which is important for investors holding or considering these debt instruments.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of information regarding existing debt instruments and does not indicate new risks or significant changes.

Key Numbers

• 5.25% — Interest Rate (Series 2017B Junior Subordinated Notes)
• 2077 — Maturity Year (Series 2017B Junior Subordinated Notes)
• 4.95% — Interest Rate (Series 2020A Junior Subordinated Notes)
• 2080 — Maturity Year (Series 2020A Junior Subordinated Notes)
• 4.20% — Interest Rate (Series 2020C Junior Subordinated Notes)
• 2060 — Maturity Year (Series 2020C Junior Subordinated Notes)
• 1.875% — Interest Rate (Series 2021B Junior Subordinated Notes)
• 2081 — Maturity Year (Series 2021B Junior Subordinated Notes)

Key Players & Entities

• The Southern Company (company) — Registrant
• January 8, 2025 (date) — Date of earliest event reported
• Series 2017B 5.25% Junior Subordinated Notes Due 2077 (debt_instrument) — Specific note series mentioned
• Series 2020A 4.95% Junior Subordinated Notes Due 2080 (debt_instrument) — Specific note series mentioned
• Series 2020C 4.20% Junior Subordinated Notes Due 2060 (debt_instrument) — Specific note series mentioned
• Series 2021B 1.875% Fixed-to-Fixed Reset Rate Junior Subordinated Notes Due 2081 (debt_instrument) — Specific note series mentioned

FAQ

Key Financial Figures

• $5 — outhern Company Common Stock, par value $5 per share SO New York Stock Exchange T
• $500,000,000 — iters"), covering the issue and sale of $500,000,000 aggregate principal amount of its Serie
• $75,000,000 — option to purchase up to an additional $75,000,000 aggregate principal amount of the Serie
• $65,000,000 — 10, 2025, this option was exercised for $65,000,000 aggregate principal amount of Series 20
• $565,000,000 — Notes, resulting in a total issuance of $565,000,000 aggregate principal amount of Series 20

Filing Documents

• so-20250108.htm (8-K) — 43KB
• ex1-3soco2025ajsnxunderwri.htm (EX-1.3) — 226KB
• ex4-415thsupplementalinden.htm (EX-4.4) — 129KB
• ex5-1soco2025ajsnsex5opini.htm (EX-5.1) — 18KB
• ex8-1socox2025ajsnstroutma.htm (EX-8.1) — 12KB
• 0000092122-25-000008.txt ( ) — 687KB
• so-20250108.xsd (EX-101.SCH) — 3KB
• so-20250108_def.xml (EX-101.DEF) — 17KB
• so-20250108_lab.xml (EX-101.LAB) — 32KB
• so-20250108_pre.xml (EX-101.PRE) — 18KB
• so-20250108_htm.xml (XML) — 6KB

01. Other Events

Item 8.01. Other Events . On January 8, 2025, The Southern Company (the "Company") entered into an Underwriting Agreement with BofA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as representatives of the several Underwriters named in Schedule I thereto (the "Underwriters"), covering the issue and sale of $500,000,000 aggregate principal amount of its Series 2025A 6.50% Junior Subordinated Notes due March 15, 2085 (the "Series 2025A Junior Subordinated Notes") and granting the Underwriters an option to purchase up to an additional $75,000,000 aggregate principal amount of the Series 2025A Junior Subordinated Notes. On January 10, 2025, this option was exercised for $65,000,000 aggregate principal amount of Series 2025A Junior Subordinated Notes, resulting in a total issuance of $565,000,000 aggregate principal amount of Series 2025A Junior Subordinated Notes. The Series 2025A Junior Subordinated Notes were registered under the Securities Act of 1933, as amended, pursuant to the shelf registration statement (Registration No. 333-277138) of the Company.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. 1.3 Underwriting Agreement relating to the Series 2025A Junior S ubo rdinated Notes, dated January 8 , 202 5 , among the Company and BofA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC , as representatives of the several Underwriters named in Schedule I thereto . 4.4 Fifteenth Supplemental Indenture to Subordinated Note Indenture dated as of January 13, 2025, providing for the issuance of the Series 2025A Junior Subordinated Notes. 4.8 Form of the Series 2025A Junior Subordinated Note (included in Exhibit 4.4 above). 5.1 Opinion of Troutman Pepper Locke LLP relating to the Series 2025A Junior Subordinated Notes. 8.1 Tax Opinion of Troutman Pepper Locke LLP relating to the Series 2025A Junior Subordinated Notes. 23.1 Consent of Troutman Pepper Locke LLP (included in Exhibit 5.1 above). 23.2 Consent of Troutman Pepper Locke LLP (included in Exhibit 8.1 above). 104 Cover Page Interactive Data File – The cover page iXBRL tags are embedded within the inline XBRL document. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: January 13, 2025 THE SOUTHERN COMPANY By /s/Melissa K. Caen Melissa K. Caen Assistant Secretary 3

View Full Filing

View this 8-K filing on SEC EDGAR