Item 2.02 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 February 20, 2020, The Southern Company ("Southern Company") issued a press
release regarding its earnings for the three-month and twelve-month periods
ended December 31, 2019. 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-month and twelve-month
periods ended December 31, 2019 is being furnished as Exhibits 99.02 through
99.07 to this Current Report on Form 8-K.
Item 7.01 Regulation FD Disclosure
Concurrently with the filing of this Form 8-K Southern Company is posting to its
investor relations website an earnings presentation containing earnings guidance
for 2020 (page 11).
Use of Non-GAAP Financial Measures
Exhibits 99.01, 99.02, 99.03 and 99.04 to this Current Report on Form 8-K
include earnings and earnings per share in accordance with generally accepted
accounting principles ("GAAP") for the three-month and twelve-month periods
ended December 31, 2019 and 2018. These exhibits also include earnings and
earnings per share (1) for the three-month and twelve-month periods ended
December 31, 2019 and 2018, excluding (a) acquisition, disposition and
integration impacts, including related impairment charges, (b) charges,
associated legal expenses, and tax impacts related to plants under construction,
and (c) earnings from the Wholesale Gas Services business; (2) for the
three-month and
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twelve-month periods ended December 31, 2019, excluding impairment charges
associated with a natural gas storage facility and a leveraged lease investment;
(3) for the twelve-month period ended December 31, 2018, excluding settlement
proceeds of Mississippi Power Company's claim for lost revenue resulting from
the 2010 Deepwater Horizon oil spill in the Gulf of Mexico; and (4) for the
three-month and twelve-month periods ended December 31, 2018, excluding
additional net tax benefits as a result of implementing federal tax reform
legislation. The attached exhibits include additional information regarding
these excluded items, as well as reconciliations of each non-GAAP financial
measure to the most comparable financial measure under GAAP. Southern Company
believes the presentation of earnings and earnings per share, excluding these
items, is useful to investors because it provides investors with additional
information to evaluate the performance of Southern Company's ongoing business
activities. Southern Company management also uses earnings and earnings per
share, excluding the effect of these items, to evaluate the performance of
Southern Company's ongoing business activities. The presentation of this
additional information is not meant to be considered a substitute for financial
measures prepared in accordance with GAAP.
Exhibits
The exhibits hereto contain business segment information for Alabama Power
Company, Georgia Power Company, Mississippi Power Company, Southern Power
Company and Southern Company Gas. Accordingly, this report is also being
furnished on behalf of each such registrant.
The following exhibits relate to the three-month and twelve-month periods ended
December 31, 2019:
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