Southern Company announces offering of $1.1 billion in aggregate principal amount of Convertible Senior Notes due June 15, 2027
Southern Company (NYSE: SO) announced an offering of $1.1 billion in convertible senior notes due June 15, 2027, to qualified institutional buyers. The terms of the notes will be determined at pricing, with interest paid semiannually. The company plans to use the proceeds to repay commercial paper borrowings and for general corporate purposes.
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Final terms of the Convertible Notes, including the initial conversion price, interest rate and certain other terms of the Convertible Notes, will be determined at the time of pricing. The Convertible Notes will be senior, unsecured obligations of Southern Company. Interest on the Convertible Notes will be paid semiannually. The Convertible Notes will mature on June 15, 2027, unless repurchased or converted in accordance with their terms prior to such date.
Prior to March 15, 2027, the Convertible Notes will be convertible only upon the occurrence of certain events and during certain periods. Thereafter, the Convertible Notes will be convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion, Southern Company will pay cash up to the aggregate principal amount of the Convertible Notes to be converted and pay or deliver, as the case may be, cash, shares of Southern Company's common stock, or a combination of cash and shares of common stock, at Southern Company's election, in respect of the remainder, if any, of Southern Company's conversion obligation in excess of the aggregate principal amount of the Convertible Notes being converted.
Southern Company intends to use the net proceeds from this offering to repay all or a portion of its outstanding commercial paper borrowings. Southern Company intends to use any remaining proceeds for general corporate purposes, which may include investment in its subsidiaries.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful. The offer and sale of the Convertible Notes and the shares of common stock issuable upon conversion of the Convertible Notes, if any, have not been, and will not be, registered under the Securities Act or the securities laws of any other jurisdiction, and the Convertible Notes and such shares of common stock may not be offered or sold without registration or an applicable exemption from registration requirements.
About Southern Company
Southern Company (NYSE: SO) is a leading energy provider serving 9 million customers across the Southeast and beyond through its family of companies. The company has electric operating companies in three states, natural gas distribution companies in four states, a competitive generation company, a leading distributed energy distribution company with national capabilities, a fiber optics network and telecommunications services.
Cautionary Notice Regarding Forward-Looking Statements
Certain information contained in this release is forward-looking information based on current expectations and plans that involve risks and uncertainties. Forward-looking information includes, among other things, statements concerning the planned offering of the Convertible Notes and the expected use of proceeds from the offering. Southern Company cautions that there are certain factors that can cause actual results to differ materially from the forward-looking information that has been provided. The reader is cautioned not to put undue reliance on this forward-looking information, which is not a guarantee of future performance and is subject to a number of uncertainties and other factors, many of which are outside the control of Southern Company; accordingly, there can be no assurance that such suggested results will be realized. The following factors, in addition to those discussed in Southern Company's Annual Report on Form 10-K for the year ended December 31, 2023 and subsequent securities filings, could cause actual results to differ materially from management expectations as suggested by such forward-looking information: global and
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SOURCE Southern Company
FAQ
What is the amount of convertible senior notes offered by Southern Company?
When are the Convertible Senior Notes due?
How will Southern Company utilize the net proceeds from the offering?
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Are the Convertible Notes senior or unsecured obligations?
