-----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, SAOYEDb5hmYZRmPfNRORUOzrCYLXEZyFC8Cz6osVCfh0BlTawdobN/BwOa7RdX/Y jdkGCDcQClfauphXhiKj/Q== 0000092122-03-000237.txt : 20031021 0000092122-03-000237.hdr.sgml : 20031021 20031021093755 ACCESSION NUMBER: 0000092122-03-000237 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 20031021 ITEM INFORMATION: FILED AS OF DATE: 20031021 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: 03948940 BUSINESS ADDRESS: STREET 1: 600 N 18TH ST STREET 2: P O BOX 2641 CITY: BIRMINGHAM STATE: AL ZIP: 35291 BUSINESS PHONE: 2052571000 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: 03948939 BUSINESS ADDRESS: STREET 1: 241 RALPH MCGILL BOULEVARD CITY: ATLANTA STATE: GA ZIP: 30308 BUSINESS PHONE: 4045066526 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: 03948937 BUSINESS ADDRESS: STREET 1: 2992 W BEACH CITY: GULFPORT STATE: MS ZIP: 39501 BUSINESS PHONE: 2288641211 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: 03948936 BUSINESS ADDRESS: STREET 1: 600 BAY ST EAST CITY: SAVANNAH STATE: GA ZIP: 31401 BUSINESS PHONE: 9122327171 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: 03948938 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: 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: 03948935 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: 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: 03948934 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 8-K 1 form8k.txt EARNINGS RELEASE FORM 8-K 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) October 21, 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 October 21, 2003, The Southern Company issued a press release regarding its earnings for the periods ended September 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 nine months ended September 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 September 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: October 21, 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 ex99-01.txt PRESS RELEASE Exhibit 99.01 News {Company 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 Oct. 21, 2003 Despite unusually mild summer weather, Southern Company earnings increase in third quarter ATLANTA - Southern Company today reported third quarter earnings of $619 million, or 85 cents per share, compared with $595 million, or 84 cents per share, in the third quarter of 2002. Earnings for the first nine months of 2003 -- including a one-time item reported in the second quarter with a positive impact of 11 cents per share -- were $1.35 billion, or $1.86 per share. Earnings for the first nine months of 2002 were $1.15 billion, or $1.63 per share. The nine-month earnings for 2003 include a one-time after-tax gain of $88 million in the second quarter from the 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 this year had the contracts remained in place, the adjusted gain for 2003 is $83 million, or 11 cents per share. CEO Allen Franklin said continued mild weather during the summer reduced third quarter demand for electricity among retail customers. The impact on earnings from the weather-related decline in retail sales was offset by a number of positive factors, including the ongoing influx of people and businesses into the Southeast. Southern Company is serving 1.6 percent more customers now than at the end of the third quarter a year ago. Successful efforts to control costs also contributed positively to earnings, as did stronger results from Southern Company's competitive generation business, in part because capacity from low-cost generation was available for sale in the wholesale market, Franklin added. "We remain focused on the fundamentals of running our business successfully for the long term," Franklin said. "We're operating our generating plants at record high levels of efficiency, continually upgrading our transmission and distribution system so that customers get their power safely and reliably, keeping prices low and building on our position as the industry leader in customer satisfaction." Third quarter revenues were $3.34 billion, compared with $3.25 billion in the same period a year ago. Revenues for the first nine months of 2003 were $8.75 billion, compared with $8.09 billion in the first nine months of 2002. Reviewing operations, Franklin said kilowatt-hour sales to retail customers in Southern Company's four-state service area decreased 1.4 percent during the third quarter, compared with the same period in 2002. In-home electricity needs, reflecting the unusually mild weather this summer, decreased 3.2 percent. Electricity use by commercial customers -- offices, stores and other non-manufacturing firms - increased 0.1 percent. Industrial energy use decreased 0.8 percent. Total sales of electricity to Southern Company's customers in the Southeast, including wholesale sales, increased 3.4 percent in the third 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 Oct. 21 at www.southerncompany.com. Southern Company's financial analyst call will be at 1 p.m. EDT Oct. 21, 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 nearly 39,000 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 been ranked the nation's top energy utility in the American Customer Satisfaction Index four years in a row, and in the latest survey tied for the highest score among all service industry companies. 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 achieve long-term success. 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 ex99-02.txt FINANCIAL HIGHLIGHTS
Exhibit 99.02 Southern Company Financial Highlights (In Millions of Dollars Except Earnings Per Share) 3 Months Ended September 9 Months Ended September ------------------------ ------------------------ 2003 2002 2003 2002 ---- ---- ---- ---- (Notes) (Notes) (Notes) (Notes) Consolidated Earnings- Southern Company Regulated Retail Business $ 519 $ 523 $ 1,019 $ 1,016 Competitive Generation 80 61 198 134 ----- ----- ------ ------- Total 599 584 1,217 1,150 Synthetic Fuels 14 13 42 27 Products and Services 3 2 20 4 Leasing Business 7 6 21 16 Parent Company and Other (4) (10) (34) (46) ----- ----- ------- ------- Net Income - Excluding Dynegy (See Notes) $ 619 $ 595 $ 1,266 $ 1,151 ===== ===== ======= ======= - As Reported $ 619 $ 595 $ 1,349 $ 1,151 ===== ===== ======= ======= Basic Earnings Per Share-(Notes) - - Excluding Dynegy (See Notes) $ 0.85 $ 0.84 $ 1.75 $ 1.63 - - As Reported $ 0.85 $ 0.84 $ 1.86 $ 1.63 Operating Revenues $ 3,337 $ 3,248 $ 8,749 $ 8,092 Average Shares Outstanding (in millions) 730 711 724 706 End of Period Shares Outstanding (in millions) 731 713 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 ex99-03.txt SIGNIFICANT FACTORS IMPACTING EPS
Exhibit 99.03 Significant Factors Impacting EPS (Notes) 3 Months Ended September 9 Months Ended September ------------------------ ----------------------- 2003 2002 Change 2003 2002 Change ---- ---- ------ ---- ---- ------ Consolidated Earnings Excluding Dynegy- $ 0.85 $ 0.84 $0.01 $1.75 $1.63 $0.12 Significant Factors: - -------------------- Regulated Retail Business (0.01) - Competitive Generation 0.03 0.10 Synthetic Fuels - 0.02 Products and Services - 0.02 Leasing Business - 0.01 Parent Company and Other 0.01 0.02 Impact of Additional Shares (0.02) (0.05) ------ ----- Total $0.01 $0.12 ====== ===== 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 ex99-04.txt ANALYSIS OF CONSOLIDATED EARNINGS
` Exhibit 99.04 Southern Company Analysis of Consolidated Earnings (In Millions of Dollars) 3 Months Ended September 9 Months Ended September --------------------------------------- ------------------------------------- 2003 2002 Change 2003 2002 Change ---- ---- ------ ---- ---- ------ Income Account- Retail Revenue $2,757 $2,749 $ 8 $ 6,907 $ 6,778 $ 129 Wholesale Revenue 395 344 51 1,072 870 202 Other Electric Revenues 89 82 7 406 228 178 Non-regulated Operating Revenues 96 73 23 364 216 148 ------ ------ ---- ------- ------- ------ Total Revenues 3,337 3,248 89 8,749 8,092 657 ------ ------ ---- ------- ------- ------ Fuel and Purchased Power 1,094 1,029 65 2,809 2,481 328 Non-fuel O & M 736 737 (1) 2,269 2,180 89 Depreciation and Amortization 258 265 (7) 761 765 (4) Taxes Other Than Income Taxes 155 147 8 447 425 22 ------ ------ ---- ------- ------- ------ Total Operating Expenses 2,243 2,178 65 6,286 5,851 435 ------ ------ ---- ------- ------- ------ Operating Income 1,094 1,070 24 2,463 2,241 222 Other Income, net (25) (29) 4 (9) (40) 31 Interest Charges and Dividends 171 174 (3) 519 512 7 Income Taxes 279 272 7 586 538 48 ------ ---- ---- -------- ------- ------ NET INCOME AS REPORTED $ 619 $ 595 $ 24 $ 1,349 $ 1,151 $ 198 ====== ====== ==== ======== ======= ====== NET INCOME EXCLUDING DYNEGY $ 619 $ 595 $ 24 $ 1,266 $ 1,151 $ 115 ====== ====== ==== ======== ======= ======
EX-99.05 7 ex99-05.txt KILOWATT HOUR SALES
Exhibit 99.05 Kilowatt-Hour Sales (In Millions of KWHs) 3 Months Ended September 9 Months Ended September ----------------------------------- --------------------------------- 2003 2002 Change 2003 2002 Change ---- ---- ------ ---- ---- ------ Kilowatt-Hour Sales- Total Sales 54,974 53,166 3.4% 146,624 139,759 4.9% Total Retail Sales- 43,536 44,159 -1.4% 116,143 116,466 -0.3% Residential 15,211 15,718 -3.2% 37,558 38,054 -1.3% Commercial 13,878 13,871 0.1% 36,912 36,948 -0.1% Industrial 14,193 14,313 -0.8% 40,923 40,711 0.5% Total Wholesale Sales 11,438 9,007 27.0% 30,481 23,293 30.9%
EX-99.06 8 ex99-06.txt FINANCIAL OVERVIEW
Exhibit 99.06 Southern Company Financial Overview (In Millions of Dollars) 3 Months Ended September 9 Months Ended September ----------------------------------- --------------------------------------- 2003 2002 % Change 2003 2002 % Change ---- ---- -------- ---- ---- -------- Consolidated - Operating Revenues $3,337 $3,248 2.7% $8,749 $8,092 8.1% Earnings Before Income Taxes 898 867 3.5% 1,935 1,689 14.5% Net Income As Reported 619 595 3.9% 1,349 1,151 17.2% Net Income Excluding Dynegy (Note) 618 595 3.9% 1,265 1,151 9.9% Alabama Power - Operating Revenues $1,234 $1,119 10.2% $3,093 $2,846 8.7% Earnings Before Income Taxes 357 330 8.0% 679 647 4.8% Net Income Available to Common 217 201 7.9% 415 389 6.7% Georgia Power - Operating Revenues $1,486 $1,517 -2.0% $3,803 $3,728 2.0% Earnings Before Income Taxes 412 430 -4.2% 876 904 -3.1% Net Income Available to Common 265 271 -2.4% 557 569 -2.2% Gulf Power - Operating Revenues $253 $246 3.0% $666 $617 8.0% Earnings Before Income Taxes 53 55 -3.4% 106 93 13.3% Net Income Available to Common 33 34 -3.5% 66 59 10.8% Mississippi Power - Operating Revenues $228 $244 -6.3% $686 $632 8.6% Earnings Before Income Taxes 57 54 3.1% 179 112 59.0% Net Income Available to Common 35 33 3.0% 109 68 59.7% Savannah Electric - Operating Revenues $100 $97 3.4% $248 $233 6.6% Earnings Before Income Taxes 23 21 13.1% 39 35 11.9% Net Income Available to Common 14 13 9.4% 24 22 10.0% Southern Power - Operating Revenues $208 $136 - $554 $213 - Earnings Before Income Taxes 53 38 - 220 60 - Net Income Available to Common 41 28 - 143 41 - 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.
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