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 17, 2022, The Southern Company ("Southern Company") issued a press
release regarding its earnings for the three-month and twelve-month periods
ended December 31, 2021. 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, 2021 is being furnished as Exhibits 99.02 through
99.07 to this Current Report on Form 8-K.
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, 2021 and 2020. These exhibits also include earnings and
earnings per share (1) for the three-month and twelve-month periods ended
December 31, 2021 and 2020, excluding (a) charges (net of salvage proceeds),
associated legal expenses (net of insurance recoveries), and tax impacts related
to plants under construction, (b) acquisition and disposition impacts and (c)
costs related to the extinguishment of debt at Southern Company and (2) for the
twelve-month period ended December 31, 2021 and for the three-month and
twelve-month periods ended December 31, 2020, excluding (a) earnings from the
Wholesale Gas Services business and (b) impairment charges associated with
investments in a gas pipeline project and leveraged leases. The attached
exhibits include additional information regarding these excluded items, as well
as reconciliations
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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, 2021:
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