0000092122-23-000038.txt : 20230515 0000092122-23-000038.hdr.sgml : 20230515 20230515171909 ACCESSION NUMBER: 0000092122-23-000038 CONFORMED SUBMISSION TYPE: FWP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230515 DATE AS OF CHANGE: 20230515 SUBJECT COMPANY: 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: FWP SEC ACT: 1934 Act SEC FILE NUMBER: 333-253286 FILM NUMBER: 23924383 BUSINESS ADDRESS: STREET 1: 30 IVAN ALLEN JR. BLVD., N.W. CITY: ATLANTA STATE: GA ZIP: 30308 BUSINESS PHONE: 4045065000 MAIL ADDRESS: STREET 1: 30 IVAN ALLEN JR. BLVD., N.W. CITY: ATLANTA STATE: GA ZIP: 30308 FILED BY: 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: FWP BUSINESS ADDRESS: STREET 1: 30 IVAN ALLEN JR. BLVD., N.W. CITY: ATLANTA STATE: GA ZIP: 30308 BUSINESS PHONE: 4045065000 MAIL ADDRESS: STREET 1: 30 IVAN ALLEN JR. BLVD., N.W. CITY: ATLANTA STATE: GA ZIP: 30308 FWP 1 so2023csrnotesfwp.htm FWP Document

Filed Pursuant to Rule 433
Registration No. 333-253286
May 15, 2023
PRICING TERM SHEET
(To Preliminary Prospectus Supplement dated May 15, 2023)
Issuer:The Southern Company
Security:Series 2023C 5.20% Senior Notes due June 15, 2033
Expected Ratings:*Baa2 (Stable)/BBB (Stable)/BBB+ (Negative) (Moody’s/Standard & Poor’s/Fitch)
Principal Amount:$750,000,000
Initial Public Offering Price:99.824% of the principal amount
Maturity Date:June 15, 2033
Treasury Benchmark:3.375% due May 15, 2033
Benchmark Treasury Yield:3.492%
Spread to Treasury:+173 basis points
Re-offer Yield:5.222%
Optional Redemption:
Make-Whole Call:
T+30 basis points
Par Call:
On or after December 15, 2032 at 100%
Coupon:5.20%
Interest Payment Dates:June 15 and December 15 of each year, beginning on December 15, 2023
Format:SEC Registered
Denominations:$2,000 and integral multiples of $1,000 in excess thereof
CUSIP/ISIN:842587 DR5/US842587DR51
Trade Date:May 15, 2023
Expected Settlement Date:May 18, 2023 (T+3)
Joint Book-Running Managers:
Barclays Capital Inc.
BofA Securities, Inc.
MUFG Securities Americas Inc.
RBC Capital Markets, LLC
U.S. Bancorp Investments, Inc.
Wells Fargo Securities, LLC
Co-Managers:
BBVA Securities Inc.
CIBC World Markets Corp.
Intesa Sanpaolo S.p.A.
Regions Securities LLC
SMBC Nikko Securities America, Inc.
TD Securities (USA) LLC
Huntington Securities, Inc.
Cabrera Capital Markets LLC
Loop Capital Markets LLC
Penserra Securities LLC
Samuel A. Ramirez & Company, Inc.
Concurrent Offering:$750,000,000 Series 2023B 4.85% Senior Notes due June 15, 2028, expected to be issued on May 18, 2023. The closing of the offering of the Series 2023C Senior Notes is not contingent on the closing of the concurrent offering.



* Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus if you request it by calling The Southern Company collect at 1-404-506-5579, Barclays Capital Inc. toll free at 1-888-603-5847, BofA Securities, Inc. toll free at 1-800-294-1322 or by email at dg.prospectus_requests@bofa.com, MUFG Securities Americas Inc. toll free at 1-877-649-6848, RBC Capital Markets, LLC toll-free at 1-866-375-6829, U.S. Bancorp Investments, Inc. toll free at 1-877-558-2607 or Wells Fargo Securities, LLC toll free at 1-800-645-3751.