SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 17, 2000
----------------------------
THE SOUTHERN COMPANY
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-3526 58-0690070
- -------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
270 Peachtree Street, NW, Atlanta, Georgia 30303
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (404)506-5000
--------------------------
N/A
(Former name or former address, if changed since last report.)
<PAGE>
Item 5. Other Events.
On April 17, 2000, The Southern Company issued separate news releases
(a) reporting first-quarter 2000 earnings and (b) announcing that its board of
directors has approved an initial public offering of up to 19.9% of its Southern
Energy, Inc. subsidiary and that it is planning, subject to a number of market
and other conditions, to spin off to holders of its common stock the remaining
ownership of Southern Energy within 12 months of the initial public offering.
These news releases are filed herewith as Exhibits 99.1 and 99.2, respectively.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 - News Release regarding earnings.
99.2 - News Release regarding Southern Energy,
Inc.
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 thereunto duly authorized.
THE SOUTHERN COMPANY
By /s/W. Dean Hudson
W. Dean Hudson
Comptroller
Date: April 17, 2000
Exhibit 99.1
News
News Media Contact: Janni Benson, Buddy Eller or [Southern Company Logo]
Mike Tyndall
(404) 223-0230
[email protected]
www.southernco.com/site/newsroom
Investor Contact: Glen Kundert
(404) 506-5135
April 17, 2000
Southern Company reports strong first-quarter earnings
ATLANTA - Southern Company reported a 9 percent increase in first-quarter
earnings, reflecting growth in both its regulated electricity business in the
Southeast and in its Asian business units, Chairman and Chief Executive Officer
A.W. "Bill" Dahlberg announced today.
Southern Company reported earnings of $245 million, or 38 cents a
share, in the first quarter of 2000, compared with $224 million, or 32 cents per
share, during the same period last year. Revenues for first quarter 2000 were
$2.6 billion, compared with $2.4 billion in 1999's first quarter.
"We're off to a great start this year," Dahlberg said. "Southern
Company's five integrated utilities in the Southeast are meeting all our
expectations, and our Asian business units continue to add to earnings."
Southern Company's five integrated utilities in the Southeast reported
$176 million in first quarter 2000 net income, compared with $168 million for
the same period last year. Higher energy demand, an increased customer base and
a growing wholesale energy supply business in the Southeast contributed to the
increase.
Southern Energy Inc., the subsidiary that includes Southern Company's
international operations and its competitive U.S. energy supply business outside
the Southeast, reported $101 million in first-quarter 2000 earnings, compared
with $88 million for the same period last year. Its increased contribution to
net income was due in large part to growing profitability from its Asian
business units. Asian investments contributed $83 million in first-quarter 2000
earnings, compared with $51 million for the same period last year.
Southern Company's earnings for the 12 months ending March 31, 2000,
were $1.3 billion, or $1.92 a share, compared with $959 million, or $1.37 a
share, for the 12 months ending March 31, 1999.
Southern Company's board of directors today also approved a regular
quarterly dividend of 33 1/2 cents a share on the company's common stock,
payable June 6, 2000, to shareholders of record May 1, 2000. This marks the
210th consecutive quarter - dating back to 1948 - that Southern Company has paid
a dividend to its shareholders. The quarterly dividend equals an annual rate of
$1.34 per share.
(more)
<PAGE>
NEWS RELEASE 2 APRIL 17,2000
Reviewing operations, Dahlberg said electricity use by retail customers
in Southern Company's traditional service area in the southeastern United States
increased 4.5 percent to 33.9 billion kilowatt-hours the first three months of
2000. In-home electricity needs were up 3.9 percent to 9.8 billion
kilowatt-hours. Electricity consumption by commercial customers - offices,
stores and other non-manufacturing firms - rose 7.5 percent to 10.1 billion
kilowatt-hours. Industrial energy use increased 2.9 percent to 13.6 billion
kilowatt-hours.
Total sales of electricity to Southern Company's customers in the
Southeast, including sales to other utilities, increased 7.1 percent to 39.1
billion kilowatt-hours the first three months of 2000.
Later today, Southern Company will post to its Web site recorded
remarks on first-quarter performance. Log on to
www.southernco.com/site/financial/earnings.asp to hear Dahlberg's remarks. In
conjunction with issuing this earnings announcement, the company also has posted
on the site a package of detailed financial information on its first-quarter
performance.
To view Southern Company's 1999 annual report online, log on to
http://www.southernco.com/site/financial/ar99/index.html.
Southern Company (NYSE: SO) is an international energy company that
operates more than 48,000 megawatts of electric generating capacity worldwide.
It is the largest producer of electricity in the United States and one of the
world's largest independent power producers. Southern Company subsidiaries and
their affiliates serve 12 million retail customers worldwide and millions more
through the wholesale market. Based in Atlanta, Southern Company is the parent
firm of Alabama Power, Georgia Power, Gulf Power, Mississippi Power and Savannah
Electric.
Through its Southern Energy Inc. subsidiary, Southern Company has
operations in 12 countries on five continents and has a growing presence in
North America with assets in the Northeast, the Midwest, California and Texas.
Southern Company also provides energy-related marketing, risk management and
technical services in the United States and Europe and offers Southern LINC
wireless telecommunications.
NOTE: This news release includes forward-looking statements in addition to
historical information. We caution that there are various important factors that
could cause actual results to differ materially from those indicated in the
forward-looking statements. There can be no assurance, therefore, that the
indicated results will be realized. These factors include those discussed in our
filings, including Forms 10-K and 10-Q, from time to time with the Securities
and Exchange Commission.
# # # # #
3
Southern Company
Financial Highlights
(In Millions of Dollars Except Earnings Per Share)
<TABLE>
<CAPTION>
3 Months Ended March 12 Months Ended March
------------------------------ ----------------------------
2000 1999 2000 1999
---- ---- ---- ----
(Note1) (Note1) (Note1) (Note1)
Consolidated-
<S> <C> <C> <C> <C>
Operating Revenues $2,573 $2,442 $11,716 $11,350
Earnings Before Interest and Taxes 666 636 3,476 2,711
Earnings Before Interest, Taxes, and Write Down 666 636 3,545 3,053
Net Income-
As Reported 245 224 1,297 959
From Operations 237 224 1,316 1,212
Basic and Diluted Earnings Per Share-
As Reported $0.38 $0.32 $1.92 $1.37
From Operations 0.37 0.32 1.95 1.74
Average Shares Outstanding (in millions) 653 699 674 698
End of Period Shares Outstanding (in millions) 649 699
Dividend Payout Ratio 70.0% 97.5%
Return on Common Equity 14.06% 9.86%
Integrated Southeast Utilities- (Note 2)
Operating Revenues $2,005 $1,882 $9,249 $9,290
Earnings Before Interest and Taxes 439 427 2,481 2,409
Net Income Available to Common-
As Reported 176 168 1,080 1,060
From Operations 176 168 1,080 1,113
Southern Energy- (Note 4)
Operating Revenues $521 $522 $2,267 $1,916
Earnings Before Interest and Taxes 253 248 1,125 471
Earnings Before Interest, Taxes, and Write Down 253 248 1,194 779
Net Income Available to Common-
As Reported 101 88 341 63
From Operations 93 88 360 263
Telecom Companies- (Note 3)
Operating Revenues $37 $26 $132 $98
Earnings Before Interest and Taxes 5 (5) (6) (22)
Net Income Available to Common-
As Reported 3 (4) (7) (16)
From Operations 3 (4) (7) (16)
- ----------------------------------------------------------------------------------------------------------------------
</TABLE>
Notes:
(1) Financial data reflects various non-operating items. See pages 10 and
11 for details. Certain prior year data has been reclassified to
conform with current year presentation.
(2) Integrated Southeast Utilities includes results of competitive energy
supply business in the Southeast.
(3) Telecom includes Southern LINC and fiber optics business.
(4) Southern Energy's net income available for common excludes after-tax
intercompany interest expense to parent Southern Company in the
following amounts:
3 Months Ended March 12 Months Ended March
------------------------------ ----------------------------
2000 1999 2000 1999
---- ---- ---- ----
$0 $8 $16 $33
EXHIBIT 99.2
News [Southern Company Logo]
Media Relations Contact: Investor Relations Contact:
Todd A. Terrell (404) 506-0566 office Glen Kundert (404) 506-5195
(404) 223-0230 media line
(770) 671-4045 pager
http://www.southernco.com/site/newsroom/
April 17, 2000
Southern Company Announces Initial Public Offering
of Southern Energy
ATLANTA - - Southern Company (NYSE: SO) announced today its board of
directors has approved an initial public offering of up to 19.9 percent of its
Southern Energy Inc. subsidiary. Southern Company also announced that it is
planning to spin off to holders of Southern Company common stock the remaining
ownership of Southern Energy within 12 months of the initial public offering.
The spinoff would be subject to a number of market and other conditions.
These transactions would create two large stand-alone publicly traded
energy companies: Southern Company, the leading electric utility in the
southeastern United States, and Southern Energy, one of the largest independent
power producers and energy marketers in the world.
Within a few weeks, Southern Energy expects to file a registration
statement with the Securities and Exchange Commission for the initial public
offering of Southern Energy shares. The offering is expected to take place in
late summer or early fall.
"The initial public offering and the subsequent spinoff will provide a
clean separation of our traditional southeastern operations and our global
unregulated energy business," said Southern Company Chairman and Chief Executive
Officer A.W. "Bill" Dahlberg.
- more -
<PAGE>
NEWS RELEASE APRIL 17,2000
"The transactions will give the investment community the opportunity to
assign more appropriate stand-alone valuations to each company and make more
focused investment decisions," Dahlberg said. "The separation also will enable
each company to focus on its core strengths.
"Southern Company will continue to concentrate on the business we know
best, in the region we know best and with the customers we know best," he added.
"Southern Company's traditional business is among the strongest in the industry.
We operate in a rapidly growing region and our wholesale energy business in the
Southeast and our expanding telecommunications business provide excellent
platforms for growth."
Dahlberg said Southern Company is committed to a goal of maintaining
its current annual dividend of $1.34 per share and to grow the dividend over
time consistent with earnings expectations.
Following the spinoff, Southern Company's target will be to grow
earnings per share at an average annual rate of 3 to 5 percent.
Southern Company (NYSE: SO) is an international energy company that
operates more than 48,000 megawatts of electric generating capacity worldwide.
It is the largest producer of electricity in the United States and one of the
world's largest independent power producers. Southern Company subsidiaries and
their affiliates serve 12 million retail customers worldwide and millions more
through the wholesale market. Based in Atlanta, Southern Company is the parent
firm of Alabama Power, Georgia Power, Gulf Power, Mississippi Power and Savannah
Electric.
Southern Energy Inc., with operations in 12 countries on five
continents, develops, builds, owns and operates power production and delivery
facilities and provides a broad range of services to utilities and industrial
companies around the world. Its Southern Company Energy Marketing unit provides
energy risk management, marketing and financial services and other
energy-related commodities, products and services to customers in North America.
An initial public offering and spinoff of Southern Energy would be
subject to the development of definitive separation terms, further corporate
approvals, market and other conditions, and government actions, including
receipt of a favorable Internal Revenue Service ruling that the separation would
be tax-free to Southern Company and its shareholders for U.S. federal income tax
purposes. While an initial public offering of Southern Energy common stock is
planned for late summer or early fall of 2000 and a full separation within 12
months following the initial public offering, it should be noted that due to the
numerous uncertainties involved in these matters, there can be no assurance that
an initial public offering or full separation will be completed as described or
within the time periods outlined above.
- more -
<PAGE>
NEWS RELEASE APRIL 17,2000
This news release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be any sale of
securities in any state in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of any
such state.
Portions of this document may constitute "forward-looking statements"
as defined by federal securities law. Although Southern Company believes any
such statements are based on reasonable assumptions, there is no assurance that
actual outcomes will not be materially different. Any such statements are made
in reliance on the "safe harbor" protections provided under the Private
Securities Litigation Reform Act of 1995. Additional information about issues
that could lead to material changes in performance is contained in Southern
Company's reports filed with the Securities and Exchange Commission.
# # #
