-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LEMHjGXKxB8MhN8NXO6Ub25oNFhjbAK0fxD1R/Uu11kL7XvWhsmRlKKFGGKBY0YA yg6mLUHgjCBvq0FZZEsMVw== 0000092122-03-000169.txt : 20030729 0000092122-03-000169.hdr.sgml : 20030729 20030729085046 ACCESSION NUMBER: 0000092122-03-000169 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 20030729 ITEM INFORMATION: FILED AS OF DATE: 20030729 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHERN CO CENTRAL INDEX KEY: 0000092122 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 580690070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03526 FILM NUMBER: 03807200 BUSINESS ADDRESS: STREET 1: 270 PEACHTREE ST CITY: ATLANTA STATE: GA ZIP: 30303 BUSINESS PHONE: 4045065000 MAIL ADDRESS: STREET 1: 270 PEACHTREE STREET CITY: ATLANTA STATE: GA ZIP: 30303 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHERN POWER CO CENTRAL INDEX KEY: 0001160661 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 582598670 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-98553 FILM NUMBER: 03807201 BUSINESS ADDRESS: STREET 1: 600 N 18TH ST. CITY: BIRMINGHAM STATE: AL ZIP: 35291 BUSINESS PHONE: 4045067146 MAIL ADDRESS: STREET 1: 241 RALPH MCGILL BLVD STREET 2: NE BIN 10116 CITY: ATLANTA STATE: GA ZIP: 30308 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SAVANNAH ELECTRIC & POWER CO CENTRAL INDEX KEY: 0000086940 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 580418070 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05072 FILM NUMBER: 03807202 BUSINESS ADDRESS: STREET 1: 600 BAY ST EAST CITY: SAVANNAH STATE: GA ZIP: 31401 BUSINESS PHONE: 9122327171 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MISSISSIPPI POWER CO CENTRAL INDEX KEY: 0000066904 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 640205820 STATE OF INCORPORATION: MS FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11229 FILM NUMBER: 03807203 BUSINESS ADDRESS: STREET 1: 2992 W BEACH CITY: GULFPORT STATE: MS ZIP: 39501 BUSINESS PHONE: 2288641211 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GULF POWER CO CENTRAL INDEX KEY: 0000044545 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 590276810 STATE OF INCORPORATION: ME FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31737 FILM NUMBER: 03807204 BUSINESS ADDRESS: STREET 1: ONE ENERGY PLACE CITY: PENSACOLA STATE: FL ZIP: 32520-0102 BUSINESS PHONE: 8504446111 MAIL ADDRESS: STREET 1: ONE ENERGY PLACE CITY: PENSACOLA STATE: FL ZIP: 32520-0102 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEORGIA POWER CO CENTRAL INDEX KEY: 0000041091 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 580257110 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06468 FILM NUMBER: 03807205 BUSINESS ADDRESS: STREET 1: 241 RALPH MCGILL BOULEVARD CITY: ATLANTA STATE: GA ZIP: 30308 BUSINESS PHONE: 4045066526 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALABAMA POWER CO CENTRAL INDEX KEY: 0000003153 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 630004250 STATE OF INCORPORATION: AL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03164 FILM NUMBER: 03807206 BUSINESS ADDRESS: STREET 1: 600 N 18TH ST STREET 2: P O BOX 2641 CITY: BIRMINGHAM STATE: AL ZIP: 35291 BUSINESS PHONE: 2052571000 8-K 1 earnings8k603.txt 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) July 29, 2003 ------------------------------- Commission Registrant, State of Incorporation, I.R.S. Employer File Number Address and Telephone Number Identification No. 1-3526 The Southern Company 58-0690070 (A Delaware Corporation) 270 Peachtree Street, N.W. Atlanta, Georgia 30303 (404) 506-5000 1-3164 Alabama Power Company 63-0004250 (An Alabama Corporation) 600 North 18th Street Birmingham, Alabama 35291 (205) 257-1000 1-6468 Georgia Power Company 58-0257110 (A Georgia Corporation) 241 Ralph McGill Boulevard, N.E. Atlanta, Georgia 30308 (404) 506-6526 0-2429 Gulf Power Company 59-0276810 (A Maine Corporation) One Energy Place Pensacola, Florida 32520 (850) 444-6111 001-11229 Mississippi Power Company 64-0205820 (A Mississippi Corporation) 2992 West Beach Gulfport, Mississippi 39501 (228) 864-1211 1-5072 Savannah Electric and Power Company 58-0418070 (A Georgia Corporation) 600 East Bay Street Savannah, Georgia 31401 (912) 644-7171 333-98553 Southern Power Company 58-2598670 (A Delaware Corporation) 270 Peachtree Street, N.W. Atlanta, Georgia 30303 (404) 506-5000 The address of the registrants has not changed since the last report. This combined Form 8-K is filed separately by seven registrants: The Southern Company, Alabama Power Company, Georgia Power Company, Gulf Power Company, Mississippi Power Company, Savannah Electric and Power Company and Southern Power Company. Information contained herein relating to any individual registrant is filed by such registrant solely on its own behalf. Each registrant makes no representation as to information relating to the other registrants. Item 12. Results of Operations and Financial Condition. --------------------------------------------- The information in this Current Report on Form 8-K, including the exhibits attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section. Furthermore, such information, including the exhibits attached hereto, shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. On July 29, 2003, The Southern Company issued a press release regarding its earnings for the periods ended June 30, 2003. A copy of this release is being furnished as Exhibit 99.01 to this Current Report on Form 8-K. In addition, certain additional information regarding the financial results for the three months and six months ended June 30, 2003 is being furnished as Exhibits 99.02 through 99.06 to this Current Report on Form 8-K. The exhibits hereto contain business segment information for Alabama Power Company, Georgia Power Company, Gulf Power Company, Mississippi Power Company, Savannah Electric and Power Company and Southern Power Company. Accordingly, this report is also being furnished on behalf of each such registrant. The following exhibits relate to the periods ended June 30, 2003: Exhibit 99.01 Press Release. Exhibit 99.02 Financial Highlights. Exhibit 99.03 Significant Factors Impacting EPS. Exhibit 99.04 Analysis of Consolidated Earnings. Exhibit 99.05 Kilowatt Hour Sales. Exhibit 99.06 Financial Overview. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: July 29, 2003 THE SOUTHERN COMPANY By /s/W. Dean Hudson W. Dean Hudson Comptroller ALABAMA POWER COMPANY GEORGIA POWER COMPANY GULF POWER COMPANY MISSISSIPPI POWER COMPANY SAVANNAH ELECTRIC AND POWER COMPANY SOUTHERN POWER COMPANY By /s/Wayne Boston Wayne Boston Assistant Secretary EX-99.01 3 x99_01.txt Exhibit 99.01 NEWS (LOGO) Media Contact: Marc Rice 404-506-5333 or 1-866-506-5333 MEDIA@SOUTHERNCOMPANY.COM WWW.SOUTHERNCOMPANY.COM Investor Relations Contact: Glen Kundert 404-506-5135 GAKUNDER2@SOUTHERNCO.COM July 29, 2003 Southern Company announces second quarter earnings ATLANTA - Southern Company today reported second quarter earnings of $432 million, or 60 cents per share, compared with $332 million, or 47 cents per share, in the second quarter of 2002. The 2003 results included a one-time after-tax gain of $88 million in May 2003 from the previously announced termination of all long-term wholesale power contracts between Southern Company and Dynegy, Inc. After adjusting for revenues that would have been recognized for the remainder of the year had the contracts remained in place, the adjusted gain for 2003 is $83 million, or 11 cents per share. Earnings for the first six months of 2003, including the gain from the Dynegy settlement, were $730 million, or $1.01 per share, compared with $556 million, or 79 cents per share, in the first six months a year ago. CEO Allen Franklin said mild weather during the spring reduced second quarter demand for electricity among retail customers. However, the corresponding availability of additional low-cost generation for the wholesale market boosted sales to other utilities and helped Southern Company's competitive generation business post a strong performance. Continued customer growth also contributed positively to second quarter earnings. The influx of people and businesses into the region allowed Southern Company to serve 1.6 percent more customers than at the end of the second quarter a year ago. "Although the mild temperatures had a negative impact on our retail business during the second quarter, we achieved solid results from competitive generation and experienced other positive factors," Franklin said. "Overall, our company is performing very well, and we remain on track to meet our financial, operational and customer satisfaction targets for the year." Second quarter revenues were $2.9 billion, compared with $2.6 billion in the same period a year ago. Revenues for the first six months of 2003 were $5.4 billion, compared with $4.8 billion in the first six months of 2002. Reviewing operations, Franklin said electricity use by retail customers in Southern Company's four-state service area decreased 2.1 percent during the second quarter, compared with the same period in 2002. In-home electricity needs decreased 4.1 percent. Electricity use by commercial customers -- offices, stores and other non-manufacturing firms - decreased 1.3 percent. Industrial energy use decreased 1.1 percent. Total sales of electricity to Southern Company's customers in the Southeast, including wholesale sales, increased 3.0 percent in the second quarter. In conjunction with this earnings announcement, Southern Company has posted on its Web site a package of detailed financial information on its second quarter performance. These materials are available at 7:30 a.m. EDT July 29 at www.southerncompany.com. Southern Company's financial analyst call will be at 1 p.m. EDT July 29, at which time Franklin and Chief Financial Officer Tom Fanning will discuss earnings and earnings guidance and provide a general business update. Investors, media and the public may listen to a live Webcast of the call at www.southerncompany.com. A replay of the Webcast will be available at the site for 12 months. With 4 million customers and more than 38,000 megawatts of generating capacity, Atlanta-based Southern Company (NYSE: SO) is the premier super-regional energy company in the Southeast and a leading U.S. producer of electricity. Southern Company owns electric utilities in four states, a growing competitive generation company, an energy services business and a competitive retail natural gas business, as well as fiber optics and wireless communications. Southern Company brands are known for excellent customer service, high reliability and retail electric prices that are 15 percent below the national average. Southern Company has been named two consecutive years No. 1 on Fortune magazine's "America's Most Admired Companies" list in the Electric and Gas Utility industry. Southern Company has more than 500,000 shareholders, making its common stock one of the most widely held in the United States. Visit the Southern Company Web site at www.southerncompany.com. Forward Looking Statements Note: 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 continued customer growth and Southern Company's ability to meet its targets for the full year 2003. 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 indicated 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 Dec. 31, 2002, and subsequent securities filings, could cause results to differ materially from management expectations as suggested by such forward-looking information: the impact of recent and future federal and state regulatory change, including legislative and regulatory initiatives regarding deregulation and restructuring of the electric utility industry and also changes in environmental and other laws and regulations to which Southern Company and its subsidiaries are subject, as well as changes in application of existing laws and regulations; current and future litigation, including the EPA civil action against certain subsidiaries of Southern Company; the effects, extent and timing of additional competition in the markets in which Southern Company's subsidiaries operate; the impact of fluctuations in commodity prices, interest rates and customer demand; state and federal rate regulation; political and legal conditions and developments in the United States; the performance of projects undertaken by the non-traditional business and the success of efforts to invest in and develop new opportunities; internal restructuring or other restructuring options that may be pursued; potential business strategies, including acquisitions or dispositions of assets or businesses, which cannot be assured to be completed or beneficial to Southern Company or its subsidiaries; the ability of counterparties of Southern Company and its subsidiaries to make payments as and when due; the effects of, and changes in, economic conditions in the areas in which Southern Company's subsidiaries operate, including the current soft economy; the direct or indirect effects on Southern Company's business resulting from the terrorist incidents on Sept. 11, 2001, or any similar such incidents or responses to such incidents; financial market conditions and the results of financing efforts; the timing and acceptance of Southern Company's new product and service offerings; the ability of Southern Company to obtain additional generating capacity at competitive prices; and weather and other natural phenomena. # # # EX-99.02 4 x99_02.txt Exhibit 99.02 SOUTHERN COMPANY FINANCIAL HIGHLIGHTS (In Millions of Dollars Except Earnings Per Share)
3 Months Ended June 6 Months Ended June ------------------------- ------------------------- 2003 2002 2003 2002 ---- ---- ---- ---- (Notes) (Notes) (Notes) (Notes) Consolidated Earnings- Southern Company Regulated Retail Business $ 275 $ 294 $ 500 $ 493 Competitive Generation 61 44 118 73 ----- ----- ----- ----- Total 336 338 618 566 Synthetic Fuels 19 8 28 14 Products and Services 4 (1) 17 2 Leasing Business 7 4 14 10 Parent Company and Other (17) (17) (30) (36) ----- ----- ----- ----- Net Income - Excluding Dynegy (See Notes) $ 349 $ 332 $ 647 $ 556 ===== ===== ===== ===== - As Reported $ 432 $ 332 $ 730 $ 556 ===== ===== ===== ===== Basic Earnings Per Share-(Notes) - - Excluding Dynegy (See Notes) $ 0.49 $ 0.47 $ 0.90 $ 0.79 - - As Reported $ 0.60 $ 0.47 $ 1.01 $ 0.79 Operating Revenues $ 2,859 $ 2,630 $ 5,412 $ 4,844 Average Shares Outstanding (in millions) 724 706 722 704 End of Period Shares Outstanding (in millions) 728 708
Notes - - Excludes a one-time gain of $88 million in May 2003 from the previously announced termination of all long-term wholesale power contracts between Southern Company and Dynegy, Inc. After adjusting for revenues that otherwise would have been recognized for the remainder of the year, the adjusted gain for 2003 is $83 million. - - Diluted earnings per share are not more than 1 cent for any period reported above and are not material. - - Certain prior year data has been reclassified to conform with current year presentation. - - Information contained in this report is subject to review and adjustments and certain classifications may be different from final results published in the Form 10-Q. EX-99.03 5 x99_03.txt Exhibit 99.03 SIGNIFICANT FACTORS IMPACTING EPS (NOTES)
3 Months Ended June 6 Months Ended June --------------------------- ---------------------------- 2003 2002 Change 2003 2002 Change ---- ---- ------ ---- ---- ------ Consolidated Earnings Excluding Dynegy- $ 0.49 $ 0.47 $0.02 $0.90 $0.79 $0.11 Significant Factors: Regulated Retail Business (0.02) 0.01 Competitive Generation 0.03 0.07 Synthetic Fuels 0.02 0.02 Products and Services - 0.02 Leasing Business 0.01 0.01 Parent Company and Other - 0.01 Impact of Additional Shares (0.02) (0.03) ------ ------ Total $0.02 $0.11 ====== ======
Notes - - Excludes a one-time gain of $88 million in May 2003 from the previously announced termination of all long-term wholesale power contracts between Southern Company and Dynegy, Inc. After adjusting for revenues that otherwise would have been recognized for the remainder of the year, the adjusted gain for 2003 is $83 million. - - Diluted earnings per share are not more than 1 cent for any period reported above and are not material. - - Certain prior year data has been reclassified to conform with current year presentation. - - Information contained in this report is subject to review and adjustments and certain classifications may be different from final results published in the Form 10-Q. EX-99.04 6 x99_04.txt Exhibit 99.04 SOUTHERN COMPANY ANALYSIS OF CONSOLIDATED EARNINGS (In Millions of Dollars)
3 Months Ended June 6 Months Ended June -------------------------------- ------------------------------- 2003 2002 Change 2003 2002 Change ---- ---- ------ ---- ---- ------ Income Account- Retail Revenue $2,176 $2,185 $ (9) $4,150 $ 4,029 $121 Wholesale Revenue 338 290 48 677 523 154 Other Electric Revenues 227 78 149 320 146 174 Other Operating Revenues 118 77 41 265 146 119 ------ ------ ----- ------ ------ ---- Total Revenues 2,859 2,630 229 5,412 4,844 568 ------ ------ ----- ------ ------ ---- Fuel and Purchased Power 868 810 58 1,715 1,452 263 Non-fuel O & M 809 769 40 1,533 1,443 90 Depreciation and Amortization 258 254 4 503 500 3 Taxes Other Than Income Taxes 143 138 5 292 278 14 ------ ------ ----- ------ ------ ---- Total Operating Expenses 2,078 1,971 107 4,043 3,673 370 ------ ------ ----- ------ ------ ---- Operating Income 781 659 122 1,369 1,171 198 Other Income, net 29 (2) 31 28 (11) 39 Interest Charges and Dividends 192 170 22 360 338 22 Income Taxes 186 155 31 307 266 41 ------ ------ ----- ------ ------ ---- NET INCOME AS REPORTED $ 432 $ 332 $100 $ 730 $ 556 $174 ====== ====== ===== ====== ====== ==== NET INCOME EXCLUDING DYNEGY $ 349 $ 332 $ 17 $ 647 $ 556 $ 91 ====== ====== ===== ====== ====== ====
EX-99.05 7 x99_05.txt Exhibit 99.05 KILOWATT-HOUR SALES (In Millions of KWHs)
3 Months Ended June 6 Months Ended June --------------------------------- -------------------------------- 2003 2002 Change 2003 2002 Change ---- ---- ------ ---- ---- ------ Kilowatt-Hour Sales- Total Sales 47,243 45,887 3.0% 91,650 86,593 5.8% Total Retail Sales- 37,186 37,968 -2.1% 72,607 72,307 0.4% Residential 10,890 11,355 -4.1% 22,347 22,336 0.0% Commercial 12,107 12,266 -1.3% 23,034 23,077 -0.2% Industrial 13,944 14,098 -1.1% 26,730 26,398 1.3%
EX-99.06 8 x99_06.txt Exhibit 99.06 SOUTHERN COMPANY FINANCIAL OVERVIEW (In Millions of Dollars)
3 Months Ended June 6 Months Ended June ----------------------------- ------------------------------- 2003 2002 % Change 2003 2002 % Change ---- ---- -------- ---- ---- -------- Consolidated - Operating Revenues $2,859 $2,630 8.7% $5,412 $4,844 11.7% Earnings Before Income Taxes 618 487 27.1% 1,037 822 26.2% Net Income As Reported 432 332 30.3% 730 556 31.3% Net Income Excluding Dynegy (Note) 349 332 5.2% 647 556 16.3% Alabama Power - Operating Revenues $964 $925 4.4% $1,859 $1,727 7.7% Earnings Before Income Taxes 167 193 -13.5% 322 317 1.6% Net Income Available to Common 106 115 -7.9% 198 188 5.4% Georgia Power - Operating Revenues $1,191 $1,204 -1.2% $2,317 $2,211 4.8% Earnings Before Income Taxes 255 272 -6.2% 464 474 -2.1% Net Income Available to Common 159 171 -7.2% 292 298 -1.9% Gulf Power - Operating Revenues $215 $210 2.5% $413 $371 11.4% Earnings Before Income Taxes 31 21 43.4% 53 38 37.3% Net Income Available to Common 19 13 39.3% 33 25 30.0% Mississippi Power - Operating Revenues $264 $205 28.7% $458 $388 18.0% Earnings Before Income Taxes 87 35 152.8% 122 58 112.1% Net Income Available to Common 53 21 155.2% 74 35 114.1% Savannah Electric - Operating Revenues $79 $79 0.7% $148 $136 9.0% Earnings Before Income Taxes 10 11 -11.3% 16 14 10.2% Net Income Available to Common 6 7 -10.5% 10 9 11.0% Southern Power - Operating Revenues $239 $58 - $346 $77 - Earnings Before Income Taxes 130 15 - 167 22 - Net Income Available to Common 79 9 - 102 13 -
Note: Excludes a one-time gain of $88 million in May 2003 from the previously announced termination of all long-term wholesale power contracts between Southern Company and Dynegy, Inc. After adjusting for revenues that otherwise would have been recognized for the remainder of the year, the adjusted gain for 2003 is $83 million. -----END PRIVACY-ENHANCED MESSAGE-----