Form 8-K · Current report

Southern Company 8-K, filed Aug 4, 2026

Filed
CIK
0000092122
Accession no.
0000092122-26-000060
AI-generated summary

Summary

Southern Company priced $725 million of 2.125% Series 2026A convertible senior notes due December 15, 2027 and $1.65 billion of 3.50% Series 2026B convertible senior notes due September 15, 2029 in private Rule 144A offerings, both upsized from previously announced sizes. Contemporaneously, the company agreed to repurchase about $369 million principal amount of its Series 2024A 4.50% convertible notes due June 15, 2027, and expects the offerings to close on August 6, 2026.

Key points

  • The offerings were upsized by $75 million for the Series 2026A notes and $150 million for the Series 2026B notes over the previously announced sizes, with initial purchasers granted 13-day options for up to an additional $108.75 million and $247.5 million respectively.
  • The Series 2026A notes carry a 2.125% rate and an initial conversion price of about $104.56 per share (12.5% premium); the Series 2026B notes carry a 3.50% rate and an initial conversion price of about $118.50 per share (27.5% premium).
  • Southern Company intends to use about $403 million of net proceeds to repurchase roughly $369 million principal amount of its Series 2024A 4.50% convertible notes due June 15, 2027, with the remainder going to short-term debt repayment and general corporate purposes.
  • The offerings are expected to close on August 6, 2026, subject to customary closing conditions.

Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.

Items reported

  • 8.01Other Events
  • 9.01Financial Statements and Exhibits

From the filing

Item 8.01. Other Events. On August 3, 2026, The Southern Company (the “Company”) issued a press release announcing the upsize and pricing of offerings of $725 million aggregate principal amount of its Series 2026A 2.125% Convertible Senior Notes due December 15, 2027 (the “Series 2026A Convertible Notes”) and $1.65 billion aggregate principal amount of its Series 2026B 3.50% Convertible Senior Notes due September 15, 2029 (the “Series 2026B Convertible Notes” and, together with the Series 2026A Convertible Notes, the “Convertible Notes”) in private offerings to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as…

An excerpt of the text as filed with the SEC, cut for length.

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