Item 16. FORM 10-K SUMMARY
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Item 16. FORM 10-K SUMMARY
None.
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INDEX TO FINANCIAL STATEMENT SCHEDULES
| Page | |||||
| Reports of Independent Registered Public Accounting Firm on the Financial Statement Schedules | S-2 | ||||
| Schedule II | |||||
| Valuation and Qualifying Accounts and Reserves 2020, 2019, and 2018 | |||||
| The Southern Company and Subsidiary Companies | S-8 | ||||
| Alabama Power Company | S-9 | ||||
| Georgia Power Company | S-10 | ||||
| Mississippi Power Company | S-11 | ||||
| Southern Power Company and Subsidiary Companies | S-12 | ||||
| Southern Company Gas and Subsidiary Companies | S-13 |
Schedules I through V not listed above are omitted as not applicable or not required. Columns omitted from schedules filed have been omitted because the information is not applicable or not required.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholders and the Board of Directors of The Southern Company and Subsidiary Companies
Opinion on the Financial Statement Schedule
We have audited the consolidated financial statements of The Southern Company and subsidiary companies (Southern Company) as of December 31, 2020 and 2019, and for each of the three years in the period ended December 31, 2020, and Southern Company's internal control over financial reporting as of December 31, 2020, and have issued our report thereon dated February 17, 2021; such report is included elsewhere in this Form 10-K. Our audits also included the financial statement schedule of Southern Company (Page S-8) listed in the Index at Item 15. This financial statement schedule is the responsibility of Southern Company's management. Our responsibility is to express an opinion based on our audits. In our opinion, such financial statement schedule, when considered in relation to the financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
/s/ Deloitte & Touche LLP
Atlanta, Georgia
February 17, 2021
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholders and the Board of Directors of Alabama Power Company
Opinion on the Financial Statement Schedule
We have audited the financial statements of Alabama Power Company (Alabama Power) (a wholly-owned subsidiary of The Southern Company) as of December 31, 2020 and 2019, and for each of the three years in the period ended December 31, 2020, and have issued our report thereon dated February 17, 2021; such report is included elsewhere in this Form 10-K. Our audits also included the financial statement schedule of Alabama Power (Page S-9) listed in the Index at Item 15. This financial statement schedule is the responsibility of Alabama Power's management. Our responsibility is to express an opinion based on our audits. In our opinion, such financial statement schedule, when considered in relation to the financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
/s/ Deloitte & Touche LLP
Birmingham, Alabama
February 17, 2021
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholder and the Board of Directors of Georgia Power Company
Opinion on the Financial Statement Schedule
We have audited the financial statements of Georgia Power Company (Georgia Power) (a wholly-owned subsidiary of The Southern Company) as of December 31, 2020 and 2019, and for each of the three years in the period ended December 31, 2020, and have issued our report thereon dated February 17, 2021; such report is included elsewhere in this Form 10-K. Our audits also included the financial statement schedule of Georgia Power (Page S-10) listed in the Index at Item 15. This financial statement schedule is the responsibility of Georgia Power's management. Our responsibility is to express an opinion based on our audits. In our opinion, such financial statement schedule, when considered in relation to the financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
/s/ Deloitte & Touche LLP
Atlanta, Georgia
February 17, 2021
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholders and the Board of Directors of Mississippi Power Company
Opinion on the Financial Statement Schedule
We have audited the financial statements of Mississippi Power Company (Mississippi Power) (a wholly-owned subsidiary of The Southern Company) as of December 31, 2020 and 2019, and for each of the three years in the period ended December 31, 2020, and have issued our report thereon dated February 17, 2021; such report is included elsewhere in this Form 10-K. Our audits also included the financial statement schedule of Mississippi Power (Page S-11) listed in the Index at Item 15. This financial statement schedule is the responsibility of Mississippi Power's management. Our responsibility is to express an opinion based on our audits. In our opinion, such financial statement schedule, when considered in relation to the financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
/s/ Deloitte & Touche LLP
Atlanta, Georgia
February 17, 2021
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholder and the Board of Directors of Southern Power Company and Subsidiary Companies
Opinion on the Financial Statement Schedule
We have audited the consolidated financial statements of Southern Power Company and subsidiary companies (Southern Power) (a wholly-owned subsidiary of The Southern Company) as of December 31, 2020 and 2019, and for each of the three years in the period ended December 31, 2020, and have issued our report thereon dated February 17, 2021; such report is included elsewhere in this Form 10-K. Our audits also included the financial statement schedule of Southern Power (Page S-12) listed in the Index at Item 15. This financial statement schedule is the responsibility of Southern Power's management. Our responsibility is to express an opinion based on our audits. In our opinion, such financial statement schedule, when considered in relation to the financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
/s/ Deloitte & Touche LLP
Atlanta, Georgia
February 17, 2021
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholder and the Board of Directors of Southern Company Gas and Subsidiary Companies
Opinion on the Financial Statement Schedule
We have audited the consolidated financial statements of Southern Company Gas and subsidiary companies (Southern Company Gas) (a wholly-owned subsidiary of The Southern Company) as of December 31, 2020 and 2019, and for each of the three years in the period ended December 31, 2020, and have issued our report thereon dated February 17, 2021; such report is included elsewhere in this Form 10-K. Our audits also included the financial statement schedule of Southern Company Gas (Page S-13) listed in the Index at Item 15. This financial statement schedule is the responsibility of Southern Company Gas' management. Our responsibility is to express an opinion based on our audits. In our opinion, such financial statement schedule, when considered in relation to the financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
/s/ Deloitte & Touche LLP
Atlanta, Georgia
February 17, 2021
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THE SOUTHERN COMPANY AND SUBSIDIARY COMPANIES
SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS
FOR THE YEARS ENDED DECEMBER 31, 2020, 2019, AND 2018
(Stated in Millions of Dollars)
| Additions | |||||||||||||||||||||||||||||||||||||||||
| Description | Balance at Beginning of Period | Charged to Income | Charged to Other Accounts(a) | Deductions | Reclassified to Held for Sale(b) | Balance at End of Period | |||||||||||||||||||||||||||||||||||
| Provision for uncollectible accounts(c) | |||||||||||||||||||||||||||||||||||||||||
| 2020 | $ | 49 | $ | 78 | $ | 27 | $ | 36 | $ | — | $ | 118 | |||||||||||||||||||||||||||||
| 2019 | 50 | 68 | — | 69 | — | 49 | |||||||||||||||||||||||||||||||||||
| 2018 | 44 | 69 | (1) | 61 | 1 | 50 | |||||||||||||||||||||||||||||||||||
| Tax valuation allowance (net state)(d) | |||||||||||||||||||||||||||||||||||||||||
| 2020 | $ | 113 | $ | — | $ | — | $ | 1 | $ | — | $ | 112 | |||||||||||||||||||||||||||||
| 2019 | 100 | 13 | — | — | — | 113 | |||||||||||||||||||||||||||||||||||
| 2018 | 148 | (38) | — | 10 | — | 100 |
(a)During 2020, Georgia Power recorded $23 million of expected bad debt related to the COVID-19 pandemic to a regulatory asset in accordance with orders from the Georgia PSC. See Note 2 to the financial statements under "Georgia Power – Deferral of Incremental COVID-19 Costs" in Item 8 herein for additional information.
(b)Represents provision for uncollectible accounts at Gulf Power reclassified as held for sale during 2018. See Note 15 to the financial statements under "Southern Company" in Item 8 herein for additional information.
(c)Deductions represent write-offs of accounts considered to be uncollectible, less recoveries of amounts previously written off.
(d)In 2018, as a result of higher projected state taxable income, Mississippi Power reduced a valuation allowance associated with a State of Mississippi net operating loss carryforward expected to expire prior to being fully utilized. In 2018, Georgia Power established a valuation allowance for certain Georgia state tax credits expected to expire prior to being fully utilized, as a result of lower projected state taxable income. See Note 10 to the financial statements in Item 8 herein for additional information.
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ALABAMA POWER COMPANY
SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS
FOR THE YEARS ENDED DECEMBER 31, 2020, 2019, AND 2018
(Stated in Millions of Dollars)
| Additions | |||||||||||||||||||||||||||||
| Description | Balance at Beginning of Period | Charged to Income | Charged to Other Accounts | Deductions(*) | Balance at End of Period | ||||||||||||||||||||||||
| Provision for uncollectible accounts | |||||||||||||||||||||||||||||
| 2020 | $ | 22 | $ | 25 | $ | — | $ | 4 | $ | 43 | |||||||||||||||||||
| 2019 | 10 | 24 | — | 12 | 22 | ||||||||||||||||||||||||
| 2018 | 9 | 13 | — | 12 | 10 |
(*)Deductions represent write-offs of accounts considered to be uncollectible, less recoveries of amounts previously written off.
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GEORGIA POWER COMPANY
SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS
FOR THE YEARS ENDED DECEMBER 31, 2020, 2019, AND 2018
(Stated in Millions of Dollars)
| Additions | |||||||||||||||||||||||||||||
| Description | Balance at Beginning of Period | Charged to Income | Charged to Other Accounts(a) | Deductions | Balance at End of Period | ||||||||||||||||||||||||
| Provision for uncollectible accounts(b) | |||||||||||||||||||||||||||||
| 2020 | $ | 2 | $ | 14 | $ | 23 | $ | 13 | $ | 26 | |||||||||||||||||||
| 2019 | 2 | 13 | — | 13 | 2 | ||||||||||||||||||||||||
| 2018 | 3 | 11 | — | 12 | 2 | ||||||||||||||||||||||||
| Tax valuation allowance (net state)(c) | |||||||||||||||||||||||||||||
| 2020 | $ | 28 | $ | — | $ | — | $ | — | $ | 28 | |||||||||||||||||||
| 2019 | 33 | (5) | — | — | 28 | ||||||||||||||||||||||||
| 2018 | — | 39 | — | 6 | 33 |
(a)During 2020, Georgia Power recorded $23 million of expected bad debt related to the COVID-19 pandemic to a regulatory asset in accordance with orders from the Georgia PSC. See Note 2 to the financial statements under "Georgia Power – Deferral of Incremental COVID-19 Costs" in Item 8 herein for additional information.
(b)Deductions represent write-offs of accounts considered to be uncollectible, less recoveries of amounts previously written off.
(c)In 2018, Georgia Power established a valuation allowance for certain Georgia state tax credits expected to expire prior to being fully utilized, which was reduced in 2019 as a result of higher projected state taxable income. See Note 10 to the financial statements in Item 8 herein for additional information.
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MISSISSIPPI POWER COMPANY
SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS
FOR THE YEARS ENDED DECEMBER 31, 2020, 2019, AND 2018
(Stated in Millions of Dollars)
| Additions | |||||||||||||||||||||||||||||
| Description | Balance at Beginning of Period | Charged to Income | Charged to Other Accounts | Deductions | Balance at End of Period | ||||||||||||||||||||||||
| Provision for uncollectible accounts(a) | |||||||||||||||||||||||||||||
| 2020 | $ | 1 | $ | 1 | $ | — | $ | 1 | $ | 1 | |||||||||||||||||||
| 2019 | 1 | 2 | — | 2 | 1 | ||||||||||||||||||||||||
| 2018 | 1 | 1 | — | 1 | 1 | ||||||||||||||||||||||||
| Tax valuation allowance (net state)(b) | |||||||||||||||||||||||||||||
| 2020 | $ | 32 | $ | — | $ | — | $ | — | $ | 32 | |||||||||||||||||||
| 2019 | 32 | — | — | — | 32 | ||||||||||||||||||||||||
| 2018 | 124 | (92) | — | — | 32 |
(a)Deductions represent write-offs of accounts considered to be uncollectible, less recoveries of amounts previously written off.
(b)In 2018, as a result of higher projected state taxable income, Mississippi Power reduced a valuation allowance associated with a State of Mississippi net operating loss carryforward expected to expire prior to being fully utilized. See Note 10 to the financial statements in Item 8 herein for additional information.
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SOUTHERN POWER COMPANY AND SUBSIDIARY COMPANIES
SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS
FOR THE YEARS ENDED DECEMBER 31, 2020, 2019, AND 2018
(Stated in Millions of Dollars)
| Additions | |||||||||||||||||||||||||||||
| Description | Balance at Beginning of Period | Charged to Income | Charged to Other Accounts | Deductions | Balance at End of Period | ||||||||||||||||||||||||
| Tax valuation allowance (net state) | |||||||||||||||||||||||||||||
| 2020 | $ | 29 | $ | (1) | $ | — | $ | 1 | $ | 27 | |||||||||||||||||||
| 2019 | 22 | 7 | — | — | 29 | ||||||||||||||||||||||||
| 2018 | 10 | 12 | — | — | 22 |
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SOUTHERN COMPANY GAS AND SUBSIDIARY COMPANIES
SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS
FOR THE YEARS ENDED DECEMBER 31, 2020, 2019, AND 2018
(Stated in Millions of Dollars)
| Additions | |||||||||||||||||||||||||||||
| Description | Balance at Beginning of Period | Charged to Income | Charged to Other Accounts | Deductions | Balance at End of Period | ||||||||||||||||||||||||
| Provision for uncollectible accounts(a) | |||||||||||||||||||||||||||||
| 2020 | $ | 18 | $ | 35 | $ | 4 | $ | 17 | $ | 40 | |||||||||||||||||||
| 2019 | 30 | 29 | — | 41 | 18 | ||||||||||||||||||||||||
| 2018 | 28 | 33 | (1) | 30 | 30 | ||||||||||||||||||||||||
| Tax valuation allowance (net state)(b) | |||||||||||||||||||||||||||||
| 2020 | $ | 4 | $ | — | $ | — | $ | — | $ | 4 | |||||||||||||||||||
| 2019 | 12 | (8) | — | — | 4 | ||||||||||||||||||||||||
| 2018 | 11 | 1 | — | — | 12 |
(a)Deductions represent write-offs of accounts considered to be uncollectible, less recoveries of amounts previously written off.
(b)In 2019, Southern Company Gas reversed a $13 million valuation allowance for a federal deferred tax asset in connection with the sale of Triton. Additionally, in 2019, a $5 million valuation allowance was established for a state net operating loss carryforward expected to expire prior to being fully utilized. See Note 10 to the financial statements and Note 15 to the financial statements under "Southern Company Gas" in Item 8 herein for additional information.
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EXHIBIT INDEX
The exhibits below with an asterisk (*) preceding the exhibit number are filed herewith. The remaining exhibits have previously been filed with the SEC and are incorporated herein by reference. The exhibits marked with a pound sign (#) are management contracts or compensatory plans or arrangements required to be identified as such by Item 15 of Form 10-K.
| (2) | Plan of acquisition, reorganization, arrangement, liquidation or succession | ||||||||||||||||||||||||||||
| Southern Company | |||||||||||||||||||||||||||||
| (a) | 1 | — | Stock Purchase Agreement, dated as of May 20, 2018, by and among Southern Company, 700 Universe, LLC, and NextEra Energy and Amendment No. 1 thereto dated as of January 1, 2019. (Designated in Form 8-K dated May 23, 2018, File No. 1-3526, as Exhibit 2(a)1 and in Form 10-K for the year ended December 31, 2018, File No. 1-3526, as Exhibit 2(a)3.) | ||||||||||||||||||||||||||
| (a) | 2 | — | Stock Purchase Agreement, dated as of May 20, 2018, by and among Southern Company Gas, NUI Corporation, 700 Universe, LLC, and NextEra Energy. (Designated in Form 8-K dated May 23, 2018, File No. 1-3526, as Exhibit 2(a)2.) | ||||||||||||||||||||||||||
| (a) | 3 | — | Equity Interest Purchase Agreement, dated as of May 20, 2018, by and among Southern Power Company, 700 Universe, LLC, and NextEra Energy. (Designated in Form 8-K dated May 23, 2018, File No. 1-3526, as Exhibit 2(a)3.) | ||||||||||||||||||||||||||
| Southern Power | |||||||||||||||||||||||||||||
| (e) | 1 | — | Equity Interest Purchase Agreement, dated as of May 20, 2018, by and among Southern Power Company, 700 Universe, LLC, and NextEra Energy. See Exhibit 2(a)4 herein. | ||||||||||||||||||||||||||
| (e) | 2 | — | Membership Interest Purchase Agreement, dated as of April 17, 2019, by and between Southern Power and The City of Austin d/b/a Austin Energy. (Designated in Form 8-K dated June 13, 2019, File No. 001-37803, as Exhibit 2.1.) | ||||||||||||||||||||||||||
| (e) | 3 | — | Letter Agreement, dated as of May 24, 2019, by and between Southern Power and The City of Austin d/b/a Austin Energy. (Designated in Form 8-K dated June 13, 2019, File No. 001-37803, as Exhibit 2.2.) | ||||||||||||||||||||||||||
| (3) | Articles of Incorporation and By-Laws | ||||||||||||||||||||||||||||
| Southern Company | |||||||||||||||||||||||||||||
| (a) | 1 | — | Restated Certificate of Incorporation of Southern Company, dated February 12, 2019. (Designated in Form 10-K for the year ended December 31, 2018, File No. 1-3526, as Exhibit 3(a)1.) | ||||||||||||||||||||||||||
| (a) | 2 | — | Amended and Restated By-laws of Southern Company effective December 9, 2019, and as presently in effect. (Designated in Form 8-K dated December 9, 2019, File No. 1-3526, as Exhibit 3.1.) | ||||||||||||||||||||||||||
| Alabama Power | |||||||||||||||||||||||||||||
| (b) | 1 | — | Charter of Alabama Power and amendments thereto through September 7, 2017. (Designated in Registration Nos. 2-59634 as Exhibit 2(b), 2-60209 as Exhibit 2(c), 2-60484 as Exhibit 2(b), 2-70838 as Exhibit 4(a)-2, 2-85987 as Exhibit 4(a)-2, 33-25539 as Exhibit 4(a)-2, 33-43917 as Exhibit 4(a)-2, in Form 8-K dated February 5, 1992, File No. 1-3164, as Exhibit 4(b)-3, in Form 8-K dated July 8, 1992, File No. 1-3164, as Exhibit 4(b)-3, in Form 8-K dated October 27, 1993, File No. 1-3164, as Exhibits 4(a) and 4(b), in Form 8-K dated November 16, 1993, File No. 1-3164, as Exhibit 4(a), in Certificate of Notification, File No. 70-8191, as Exhibit A, in Form 10-K for the year ended December 31, 1997, File No. 1-3164, as Exhibit 3(b)2, in Form 8-K dated August 10, 1998, File No. 1-3164, as Exhibit 4.4, in Form 10-K for the year ended December 31, 2000, File No. 1-3164, as Exhibit 3(b)2, in Form 10-K for the year ended December 31, 2001, File No. 1-3164, as Exhibit 3(b)2, in Form 8-K dated February 5, 2003, File No. 1-3164, as Exhibit 4.4, in Form 10-Q for the quarter ended March 31, 2003, File No 1-3164, as Exhibit 3(b)1, in Form 8-K dated February 5, 2004, File No. 1-3164, as Exhibit 4.4, in Form 10-Q for the quarter ended March 31, 2006, File No. 1-3164, as Exhibit 3(b)(1), in Form 8-K dated December 5, 2006, File No. 1-3164, as Exhibit 4.2, in Form 8-K dated September 12, 2007, File No. 1-3164, as Exhibit 4.5, in Form 8-K dated October 17, 2007, File No. 1-3164, as Exhibit 4.5, in Form 10-Q for the quarter ended March 31, 2008, File No. 1-3164, as Exhibit 3(b)1, and in Form 8-K dated September 5, 2017, File No. 1-3164, as Exhibit 4.1.) |
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| (b) | 2 | — | Amended and Restated By-laws of Alabama Power effective February 10, 2014, and as presently in effect. (Designated in Form 8-K dated February 10, 2014, File No 1-3164, as Exhibit 3.1.) | ||||||||||||||||||||||||||
| Georgia Power | |||||||||||||||||||||||||||||
| (c) | 1 | — | Charter of Georgia Power and amendments thereto through October 9, 2007. (Designated in Registration Nos. 2-63392 as Exhibit 2(a)-2, 2-78913 as Exhibits 4(a)-(2) and 4(a)-(3), 2-93039 as Exhibit 4(a)-(2), 2-96810 as Exhibit 4(a)-2, 33-141 as Exhibit 4(a)-(2), 33-1359 as Exhibit 4(a)(2), 33-5405 as Exhibit 4(b)(2), 33-14367 as Exhibits 4(b)-(2) and 4(b)-(3), 33-22504 as Exhibits 4(b)-(2), 4(b)-(3) and 4(b)-(4), in Form 10-K for the year ended December 31, 1991, File No. 1-6468, as Exhibits 4(a)(2) and 4(a)(3), in Registration No. 33-48895 as Exhibits 4(b)-(2) and 4(b)-(3), in Form 8-K dated December 10, 1992, File No. 1-6468 as Exhibit 4(b), in Form 8-K dated June 17, 1993, File No. 1-6468, as Exhibit 4(b), in Form 8-K dated October 20, 1993, File No. 1-6468, as Exhibit 4(b), in Form 10-K for the year ended December 31, 1997, File No. 1-6468, as Exhibit 3(c)2, in Form 10-K for the year ended December 31, 2000, File No. 1-6468, as Exhibit 3(c)2, in Form 8-K dated June 27, 2006, File No. 1-6468, as Exhibit 3.1, and in Form 8-K dated October 3, 2007, File No. 1-6468, as Exhibit 4.5.) | ||||||||||||||||||||||||||
| (c) | 2 | — | By-laws of Georgia Power as amended effective November 9, 2016, and as presently in effect. (Designated in Form 8-K dated November 9, 2016, File No. 1-6468, as Exhibit 3.1.) | ||||||||||||||||||||||||||
| Mississippi Power | |||||||||||||||||||||||||||||
| (d) | 1 | — | Amended and Restated Articles of Incorporation of Mississippi Power dated July 22, 2020. (Designated in Form 10-Q for the quarter ended June 30, 2020, File No. 001-11229, as Exhibit 3(d)1.) | ||||||||||||||||||||||||||
| (d) | 2 | — | By-laws of Mississippi Power as amended effective July 22, 2020, and as presently in effect. (Designated in Form 10-Q for the quarter ended June 30, 2020, File No. 001-11229, as Exhibit 3(d)2.) | ||||||||||||||||||||||||||
| Southern Power | |||||||||||||||||||||||||||||
| (e) | 1 | — | Certificate of Incorporation of Southern Power Company dated January 8, 2001. (Designated in Registration No. 333-98553 as Exhibit 3.1.) | ||||||||||||||||||||||||||
| (e) | 2 | — | By-laws of Southern Power Company effective January 8, 2001. (Designated in Registration No. 333-98553 as Exhibit 3.2.) | ||||||||||||||||||||||||||
| Southern Company Gas | |||||||||||||||||||||||||||||
| (f) | 1 | — | Amended and Restated Articles of Incorporation of Southern Company Gas dated July 11, 2016. (Designated in Form 8-K dated July 8, 2016, File No. 1-14174, as Exhibit 3.1.) | ||||||||||||||||||||||||||
| (f) | 2 | — | Amended and Restated By-laws of Southern Company Gas effective October 23, 2018. (Designated in Form 10-Q for the quarter ended June 30, 2019, File No. 1-14174, as Exhibit 3(e).) | ||||||||||||||||||||||||||
| (4) | Instruments Describing Rights of Security Holders, Including Indentures | ||||||||||||||||||||||||||||
| With respect to each of Southern Company, Alabama Power, Georgia Power, Mississippi Power, Southern Power Company, and Southern Company Gas, such Registrant has excluded certain instruments with respect to long-term debt that does not exceed 10% of the total assets of such Registrant and its subsidiaries. Each such Registrant agrees, upon request of the SEC, to furnish copies of any or all such instruments to the SEC. | |||||||||||||||||||||||||||||
| Southern Company | |||||||||||||||||||||||||||||
| (a) | 1 | — | Senior Note Indenture dated as of January 1, 2007, between Southern Company and Wells Fargo Bank, National Association, as Trustee, and certain indentures supplemental thereto through April 3, 2020. (Designated in Form 8-K dated January 11, 2007, File No. 1-3526, as Exhibit 4.1, in Form 8-K dated August 21, 2013, File No. 1-3526, as Exhibit 4.2, in Form 8-K dated May 19, 2016, File No. 1-3526, as Exhibit 4.2(a), in Form 8-K dated May 19, 2016, File No. 1-3526, as Exhibit 4.2(c), in Form 8-K dated May 19, 2016, File No. 1-3526, as Exhibit 4.2(d), in Form 8-K dated May 19, 2016, File No. 1-3526, as Exhibit 4.2(e), in Form 8-K dated May 19, 2016, File No. 1-3526, as Exhibit 4.2(f), in Form 8-K dated May 19, 2016, File No. 1-3526, as Exhibit 4.2(g), and in Form 8-K dated April 1, 2020, File No. 1-3526, as Exhibit 4.2.) |
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| Georgia Power | |||||||||||||||||||||||||||||
| (c) | 1 | — | Senior Note Indenture dated as of January 1, 1998, between Georgia Power and Wells Fargo Bank, National Association, as Successor Trustee, and certain indentures supplemental thereto through January 10, 2020. (Designated in Form 8-K dated January 21, 1998, File No. 1-6468, as Exhibits 4.1, in Form 8-K dated April 10, 2003, File No. 1-6468, as Exhibit 4.1, in Form 8-K dated March 6, 2007, File No. 1-6468, as Exhibit 4.2, in Form 8-K dated February 4, 2009, File No. 1-6468, as Exhibit 4.2, in Form 8-K dated May 24, 2010, File No. 1-6468, as Exhibit 4.2, in Form 8-K dated August 26, 2010, File No. 1-6468, as Exhibit 4.2, in Form 8-K dated February 29, 2012, File No. 1-6468, as Exhibit 4.2, in Form 8-K dated May 8, 2012, File No. 1-6468, as Exhibit 4.2(b), in Form 8-K dated March 12, 2013, File No. 1-6468, as Exhibit 4.2(a), in Form 8-K dated March 2, 2016, File No. 1-6468, as Exhibit 4.2(a), in Form 8-K dated March 2, 2016, File No. 1-6468, as Exhibit 4.2(b), in Form 8-K dated February 28, 2017, File No. 1-6468, as Exhibit 4.2(b), in Form 8-K dated September 4, 2019, File No. 1-6468, as Exhibit 4.2(a), in Form 8-K dated September 4, 2019, File No. 1-6468, as Exhibit 4.2(b), in Form 8-K dated January 8, 2020, File No. 1-6468, as Exhibit 4.2(b), and in Form 8-K dated January 8, 2020, File No. 1-6468, as Exhibit 4.2(c).) | ||||||||||||||||||||||||||
| (c) | 2 | — | Subordinated Note Indenture, dated as of September 1, 2017, between Georgia Power and Wells Fargo Bank, National Association, as Trustee, and First Supplemental Indenture thereto dated as of September 21, 2017. (Designated in Form 8-K dated September 18, 2017, File No. 1-6468, as Exhibit 4.3, and in Form 8-K dated September 18, 2017, File No. 1-6468, as Exhibit 4.4.) | ||||||||||||||||||||||||||
| (c) | 3 | — | Amended and Restated Loan Guarantee Agreement, dated as of March 22, 2019, between Georgia Power and the DOE. (Designated in Form 8-K dated March 22, 2019, File No. 1-6468, as Exhibit 4.1.) | ||||||||||||||||||||||||||
| (c) | 4 | — | Note Purchase Agreement among Georgia Power, the DOE, and the Federal Financing Bank dated as of February 20, 2014. (Designated in Form 8-K dated February 20, 2014, File No. 1-6468, as Exhibit 4.2.) | ||||||||||||||||||||||||||
| (c) | 5 | — | Future Advance Promissory Note dated February 20, 2014 made by Georgia Power to the FFB. (Designated in Form 8-K dated February 20, 2014, File No. 1-6468, as Exhibit 4.3.) | ||||||||||||||||||||||||||
| (c) | 6 | — | Amended and Restated Deed to Secure Debt, Security Agreement and Fixture Filing, dated as of March 22, 2019, by Georgia Power to PNC Bank, National Association, doing business as Midland Loan Services Inc., a division of PNC Bank, National Association. (Designated in Form 8-K dated March 22, 2019, File No. 1-6468, as Exhibit 4.4.) | ||||||||||||||||||||||||||
| (c) | 7 | — | Amended and Restated Owners Consent to Assignment and Direct Agreement and Amendment to Plant Alvin W. Vogtle Additional Units Ownership Participation Agreement, dated as of March 22, 2019, among Georgia Power, the other Vogtle Owners, the DOE, and PNC Bank, National Association, doing business as Midland Loan Services Inc., a division of PNC Bank, National Association. (Designated in Form 8-K dated March 22, 2019, File No. 1-6468, as Exhibit 4.5.) | ||||||||||||||||||||||||||
| (c) | 8 | — | Note Purchase Agreement, dated as of March 22, 2019, between Georgia Power, the DOE, and the FFB. (Designated in Form 8-K dated March 22, 2019, File No. 1-6468, as Exhibit 4.2.) | ||||||||||||||||||||||||||
| (c) | 9 | — | Promissory Note of Georgia Power, dated as of March 22, 2019. (Designated in Form 8-K dated March 22, 2019, File No. 1-6468, as Exhibit 4.3.) | ||||||||||||||||||||||||||
| (c) | 10 | — | Description of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended. (Designated in Form 10-K for the year ended December 31, 2019, File No. 1-6468, as Exhibit 4(c)10.) | ||||||||||||||||||||||||||
| Mississippi Power | |||||||||||||||||||||||||||||
| (d) | 1 | — | Senior Note Indenture dated as of May 1, 1998, between Mississippi Power and Wells Fargo Bank, National Association, as Successor Trustee, and certain indentures supplemental thereto through March 27, 2018. (Designated in Form 8-K dated May 14, 1998, File No. 001-11229, as Exhibit 4.1, in Form 8-K dated October 11, 2011, File No. 001-11229, as Exhibit 4.2(b), in Form 8-K dated March 5, 2012, File No. 001-11229, as Exhibit 4.2(b), and in Form 8-K dated March 22, 2018, File No. 001-11229, as Exhibit 4.2(b).) |
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E-7
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| # | (a) | 17 | — | Form of Terms for Restricted Stock Unit with Performance Measure Awards granted under the Southern Company 2011 Omnibus Incentive Compensation Plan. (Designated in Form 10-Q for the quarter ended March 31, 2017, File No. 1-3526, as Exhibit 10(a)2.) | |||||||||||||||||||||||||
| # | (a) | 18 | — | Letter Agreement among Southern Company Gas, Southern Company, and Andrew W. Evans and Performance Stock Unit Award Agreement, dated September 29, 2016. (Designated in Form 10-Q for the quarter ended March 31, 2017, File No. 1-3526, as Exhibit 10(a)3.) | |||||||||||||||||||||||||
| # | (a) | 19 | — | Form of Time-Vesting Restricted Stock Unit Awards granted under the Southern Company 2011 Omnibus Incentive Compensation Plan. (Designated in Form 10-Q for the quarter ended March 31, 2017, File No. 1-3526, as Exhibit 10(a)4.) | |||||||||||||||||||||||||
| # | (a) | 20 | — | Performance Stock Units Agreement, dated May 23, 2018, between Southern Company and Stephen E. Kuczynski. (Designated in Form 10-Q for the quarter ended March 31, 2019, File No. 1-3526, as Exhibit 10(a)1.) | |||||||||||||||||||||||||
| # | (a) | 21 | — | Retention and Restricted Stock Unit Agreement, dated May 23, 2018, between Southern Company and Stephen E. Kuczynski. (Designated in Form 10-Q for the quarter ended March 31, 2019, File No. 1-3526, as Exhibit 10(a)2.) | |||||||||||||||||||||||||
| # | (a) | 22 | — | Form of Terms for 2019 Equity Awards granted under the Southern Company 2011 Omnibus Incentive Compensation Plan. (Designated in Form 10-Q for the quarter ended March 31, 2019, File No. 1-3526, as Exhibit 10(a)3.) | |||||||||||||||||||||||||
| # | (a) | 23 | — | Form of Terms for 2020 Equity Awards granted under the Southern Company 2011 Omnibus Incentive Compensation Plan. (Designated in Form 10-Q for the quarter ended March 31, 2020, File No. 1-3526, as Exhibit 10(a).) | |||||||||||||||||||||||||
| * | # | (a) | 24 | — | Third Amendment to The Southern Company Deferred Compensation Plan effective January 1, 2018. | ||||||||||||||||||||||||
| * | # | (a) | 25 | — | Seventh Amendment to The Southern Company Supplemental Benefit Plan effective June 30, 2016. | ||||||||||||||||||||||||
| * | # | (a) | 26 | — | Fourth Amendment to The Southern Company Employee Savings Plan effective as of January 1, 2018. | ||||||||||||||||||||||||
| Alabama Power | |||||||||||||||||||||||||||||
| (b) | 1 | — | Intercompany Interchange Contract as revised effective May 1, 2007, among Alabama Power, Georgia Power, Gulf Power, Mississippi Power, Southern Power Company, and SCS and Appendix A thereto dated as of January 1, 2019. (Designated in Form 10-Q for the quarter ended March 31, 2007, File No. 1-3164, as Exhibit 10(b)5 and in Form 10-K for the year ended December 31, 2018, File No. 1-3164, as Exhibit 10(b)2.) | ||||||||||||||||||||||||||
| # | (b) | 2 | — | Southern Company 2011 Omnibus Incentive Compensation Plan effective May 25, 2011. See Exhibit 10(a)1 herein. | |||||||||||||||||||||||||
| # | (b) | 3 | — | Form of Stock Option Award Agreement for Executive Officers of Southern Company under the Southern Company Omnibus Incentive Compensation Plan. See Exhibit 10(a)2 herein. | |||||||||||||||||||||||||
| # | (b) | 4 | — | Southern Company Deferred Compensation Plan, Amended and Restated as of January 1, 2018, First Amendment thereto dated as of December 7, 2018, and Second Amendment thereto dated as of January 29, 2019. See Exhibit 10(a)4 herein. | |||||||||||||||||||||||||
| # | (b) | 5 | — | The Southern Company Supplemental Executive Retirement Plan, Amended and Restated effective June 30, 2016, Amendment No. 1 thereto effective January 1, 2017, Amendment No. 2 thereto effective January 1, 2018, Amendment No. 3 thereto effective April 1, 2018, Amendment No. 4 thereto effective December 4, 2018, Amendment No. 5 thereto effective January 1, 2019 and Amendment No. 6 thereto effective January 1, 2019. See Exhibit 10(a)5 herein. | |||||||||||||||||||||||||
| # | (b) | 6 | — | The Southern Company Supplemental Benefit Plan, Amended and Restated effective as of June 30, 2016, Amendment No. 1 thereto effective January 1, 2017, Amendment No. 2 thereto effective January 1, 2018, Amendment No. 3 thereto effective April 1, 2018, Amendment No. 4 thereto dated December 14, 2018, Amendment No. 5 thereto effective January 1, 2019 and Amendment No. 6 thereto effective January 1, 2019. See Exhibit 10(a)6 herein. | |||||||||||||||||||||||||
| # | (b) | 7 | — | Southern Company Executive Change in Control Severance Plan, Amended and Restated effective December 31, 2008 and First Amendment thereto effective January 1, 2010. See Exhibit 10(a)12 herein. |
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| # | (b) | 8 | — | Deferred Compensation Plan for Outside Directors of Alabama Power Company, Amended and Restated effective January 1, 2008 and First Amendment thereto effective June 1, 2015. (Designated in Form 10-Q for the quarter ended June 30, 2008, File No. 1-3164, as Exhibit 10(b)1 and in Form 10-Q for the quarter ended June 30, 2015, File No. 1-3164, as Exhibit 10(b)1.) | |||||||||||||||||||||||||
| # | (b) | 9 | — | The Southern Company Change in Control Benefits Protection Plan (an amendment and restatement of The Southern Company Change in Control Benefit Plan Determination Policy), effective December 31, 2008. See Exhibit 10(a)7 herein. | |||||||||||||||||||||||||
| # | (b) | 10 | — | Deferred Compensation Trust Agreement for Directors of Southern Company and its Subsidiaries, Amended and Restated effective January 1, 2001, between Wells Fargo Bank, N.A., as successor to Wachovia Bank, N.A., Southern Company, SCS, Alabama Power, Georgia Power, Mississippi Power, Southern Linc, Southern Company Energy Solutions, LLC, and Southern Nuclear and First Amendment thereto effective January 1, 2009. See Exhibit 10(a)8 herein. | |||||||||||||||||||||||||
| # | (b) | 11 | — | Amended and Restated Deferred Stock Trust Agreement for Directors of Southern Company and its Subsidiaries, Amended and Restated effective December 16, 2020, by and between Southern Company and Wells Fargo Bank, National Association. See Exhibit 10(a)9 herein. | |||||||||||||||||||||||||
| # | (b) | 12 | — | Amended and Restated Deferred Cash Compensation Trust Agreement for Directors of Southern Company and its Subsidiaries, Amended and Restated effective December 16, 2020, by and between Southern Company and Wells Fargo Bank, National Association. See Exhibit 10(a)10 herein. | |||||||||||||||||||||||||
| # | (b) | 13 | — | Southern Company Senior Executive Change in Control Severance Plan, Amended and Restated effective December 31, 2008, First Amendment thereto effective October 19, 2009, and Second Amendment thereto effective February 22, 2011. See Exhibit 10(a)11 herein. | |||||||||||||||||||||||||
| # | (b) | 14 | — | Form of Terms for Performance Share Awards granted under the Southern Company 2011 Omnibus Incentive Compensation Plan. See Exhibit 10(a)13 herein. | |||||||||||||||||||||||||
| # | (b) | 15 | — | Deferred Compensation Agreement between Southern Company, Alabama Power, Georgia Power, Mississippi Power, and SCS and Philip C. Raymond dated September 15, 2010. (Designated in Form 10-Q for the quarter ended September 30, 2010, File No. 1-3164, as Exhibit 10(b)2.) | |||||||||||||||||||||||||
| # | (b) | 16 | — | Deferred Compensation Agreement between Southern Company, SCS, Alabama Power, and Mark A. Crosswhite, effective July 30, 2008. See Exhibit 10(a)15 herein. | |||||||||||||||||||||||||
| # | (b) | 17 | — | Outside Directors Stock Plan for The Southern Company and its Subsidiaries effective June 1, 2015. See Exhibit 10(a)14 herein. | |||||||||||||||||||||||||
| # | (b) | 18 | — | Form of Terms for Restricted Stock Unit with Performance Measure Awards granted under the Southern Company 2011 Omnibus Incentive Compensation Plan. See Exhibit 10(a)17 herein. | |||||||||||||||||||||||||
| # | (b) | 19 | — | Form of Time-Vesting Restricted Stock Unit Awards granted under the Southern Company 2011 Omnibus Incentive Compensation Plan. See Exhibit 10(a)19 herein. | |||||||||||||||||||||||||
| # | (b) | 20 | — | Form of Terms for 2019 Equity Awards granted under the Southern Company 2011 Omnibus Incentive Compensation Plan. See Exhibit 10(a)22 herein. | |||||||||||||||||||||||||
| # | (b) | 21 | — | Form of Terms for 2020 Equity Awards granted under the Southern Company 2011 Omnibus Incentive Compensation Plan. See Exhibit 10(a)23 herein. | |||||||||||||||||||||||||
| # | (b) | 22 | — | Employment Agreement between Alabama Power and Gregory J. Barker effective June 8, 2020. (Designated in Form 10-Q for the quarter ended June 30, 2020, File No 1-3164, as Exhibit 10(b).) | |||||||||||||||||||||||||
| # | (b) | 23 | — | Third Amendment to The Southern Company Deferred Compensation Plan effective January 1, 2018. See Exhibit 10(a)24 herein. | |||||||||||||||||||||||||
| # | (b) | 24 | — | Seventh Amendment to The Southern Company Supplemental Benefit Plan effective June 30, 2016. See Exhibit 10(a)25 herein. | |||||||||||||||||||||||||
| Georgia Power | |||||||||||||||||||||||||||||
| (c) | 1 | — | Intercompany Interchange Contract as revised effective May 1, 2007, among Alabama Power, Georgia Power, Gulf Power, Mississippi Power, Southern Power Company, and SCS and Appendix A thereto dated as of January 1, 2019. See Exhibit 10(b)1 herein. | ||||||||||||||||||||||||||
| (c) | 2 | — | Revised and Restated Integrated Transmission System Agreement dated as of November 12, 1990, between Georgia Power and OPC. (Designated in Form 10-K for the year ended December 31, 1990, File No. 1-6468, as Exhibit 10(g).) |
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| (c) | 3 | — | Revised and Restated Integrated Transmission System Agreement between Georgia Power and Dalton dated as of December 7, 1990. (Designated in Form 10-K for the year ended December 31, 1990, File No. 1-6468, as Exhibit 10(gg).) | ||||||||||||||||||||||||||
| (c) | 4 | — | Revised and Restated Integrated Transmission System Agreement between Georgia Power and MEAG Power dated as of December 7, 1990. (Designated in Form 10-K for the year ended December 31, 1990, File No. 1-6468, as Exhibit 10(hh).) | ||||||||||||||||||||||||||
| (c) | 5 | — | Settlement Agreement dated as of June 9, 2017, by and among Georgia Power, OPC, MEAG Power, Dalton, and Toshiba and Amendment No. 1 thereto dated as of December 8, 2017. (Designated in Form 8-K dated June 16, 2017, File No. 1-6468, as Exhibit 10.1 and in Form 8-K dated December 8, 2017, File No. 1-6468, as Exhibit 10.1.) | ||||||||||||||||||||||||||
| (c) | 6 | — | Amended and Restated Services Agreement dated as of June 20, 2017, by and among Georgia Power, for itself and as agent for OPC, MEAG Power, MEAG Power SPVJ, LLC, MEAG Power SPVM, LLC, MEAG Power SPVP, LLC, and Dalton, and Westinghouse and WECTEC Global Project Services, Inc. (Georgia Power requested confidential treatment for certain portions of this document pursuant to an application for confidential treatment sent to the SEC. Georgia Power omitted such portions from the filing and filed them separately with the SEC.) (Designated in Form 10-Q for the quarter ended June 30, 2017, File No. 1-6468, as Exhibit 10(c)9.) | ||||||||||||||||||||||||||
| (c) | 7 | — | Construction Completion Agreement dated as of October 23, 2017, between Georgia Power, for itself and as agent for OPC, MEAG Power, MEAG Power SPVJ, LLC, MEAG Power SPVM, LLC, MEAG Power SPVP, LLC, and Dalton, and Bechtel, Amendment No. 1 thereto dated as of October 12, 2018, and Amendment No. 2 thereto dated as of November 8, 2019. (Georgia Power has requested confidential treatment for certain portions of these documents pursuant to applications for confidential treatment sent to the SEC. Georgia Power omitted such portions from the filings and filed them separately with the SEC.) (Designated in Form 10-K for the year ended December 31, 2017, File No. 1-6468, as Exhibit 10(c)8 and in Form 10-K for the year ended December 31, 2018, File No. 1-6468, as Exhibit 10(c)10, and in Form 10-K for the year ended December 31, 2019, File No. 1-6468, as Exhibit 10(c)8.) | ||||||||||||||||||||||||||
| (c) | 8 | — | Plant Alvin W. Vogtle Additional Units Ownership Participation Agreement dated as of April 21, 2006, among Georgia Power, OPC, MEAG Power, and The City of Dalton, Georgia, Amendment 1 thereto dated as of April 8, 2008, Amendment 2 thereto dated as of February 20, 2014, Agreement Regarding Additional Participating Party Rights and Amendment 3 thereto dated as of November 2, 2017, and First Amendment to Agreement Regarding Additional Participating Party Rights and Amendment No. 3 to Plant Alvin W. Vogtle Additional Units Ownership Participation Agreement, dated as of August 31, 2018. (Designated in Form 8-K dated April 21, 2006, File No. 33-7591, as Exhibit 10.4.4, in Form 10-K for the year ended December 31, 2013, File No. 000-53908, as Exhibit 10.3.2(a), in Form 10-K for the year ended December 31, 2013, File No. 000-53908, as Exhibit 10.3.2(b), in Form 10-Q for the quarter ended September 30, 2017, File No. 000-53908, as Exhibit 10.1, and in Form 8-K dated August 31, 2018, File No. 1-6468, as Exhibit 10.1.) | ||||||||||||||||||||||||||
| (c) | 9 | — | Global Amendments to Vogtle Additional Units Agreements, dated as of February 18, 2019, among Georgia Power, OPC, MEAG Power, MEAG Power SPVJ, LLC, MEAG Power SPVM, LLC, MEAG Power SPVP, LLC, and Dalton. (Designated in Form 10-K for the year ended December 31, 2018, File No. 1-6468, as Exhibit 10(c)12.) | ||||||||||||||||||||||||||
| Mississippi Power | |||||||||||||||||||||||||||||
| (d) | 1 | — | Intercompany Interchange Contract as revised effective May 1, 2007, among Alabama Power, Georgia Power, Gulf Power, Mississippi Power, Southern Power Company, and SCS and Appendix A thereto dated as of January 1, 2019. See Exhibit 10(b)1 herein. | ||||||||||||||||||||||||||
| (d) | 2 | — | Transmission Facilities Agreement dated February 25, 1982, Amendment No. 1 dated May 12, 1982 and Amendment No. 2 dated December 6, 1983, between Entergy Corporation (formerly Gulf States) and Mississippi Power. (Designated in Form 10-K for the year ended December 31, 1981, File No. 001-11229, as Exhibit 10(f), in Form 10-K for the year ended December 31, 1982, File No. 001-11229, as Exhibit 10(f)(2), and in Form 10-K for the year ended December 31, 1983, File No. 001-11229, as Exhibit 10(f)(3).) | ||||||||||||||||||||||||||
| Southern Power | |||||||||||||||||||||||||||||
| (e) | 1 | — | Intercompany Interchange Contract as revised effective May 1, 2007, among Alabama Power, Georgia Power, Gulf Power, Mississippi Power, Southern Power Company, and SCS and Appendix A thereto dated as of January 1, 2019. See Exhibit 10(b)1 herein. |
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| Southern Company Gas | |||||||||||||||||||||||||||||
| (f) | 1 | — | Final Allocation Agreement dated January 3, 2008. (Designated in Form 10-K for the year ended December 31, 2007, File No. 1-7296, as Exhibit 10.15.) | ||||||||||||||||||||||||||
| (f) | 2 | — | Asset Purchase Agreement, dated as of October 15, 2017, by and between Pivotal Utility Holdings, Inc., as Seller, and South Jersey Industries, Inc., as Buyer. (Designated in Form 8-K dated October 15, 2017, File No. 1-14174, as Exhibit 10.1.) | ||||||||||||||||||||||||||
| (14) | Code of Ethics | ||||||||||||||||||||||||||||
| Southern Company | |||||||||||||||||||||||||||||
| (a) | — | The Southern Company Code of Ethics. (Designated in Form 10-K for the year ended December 31, 2016, File No. 1-3526, as Exhibit 14(a).) | |||||||||||||||||||||||||||
| Alabama Power | |||||||||||||||||||||||||||||
| (b) | — | The Southern Company Code of Ethics. See Exhibit 14(a) herein. | |||||||||||||||||||||||||||
| Georgia Power | |||||||||||||||||||||||||||||
| (c) | — | The Southern Company Code of Ethics. See Exhibit 14(a) herein. | |||||||||||||||||||||||||||
| Mississippi Power | |||||||||||||||||||||||||||||
| (d) | — | The Southern Company Code of Ethics. See Exhibit 14(a) herein. | |||||||||||||||||||||||||||
| Southern Power | |||||||||||||||||||||||||||||
| (e) | — | The Southern Company Code of Ethics. See Exhibit 14(a) herein. | |||||||||||||||||||||||||||
| Southern Company Gas | |||||||||||||||||||||||||||||
| (f) | — | The Southern Company Code of Ethics. See Exhibit 14(a) herein. | |||||||||||||||||||||||||||
| (21) | Subsidiaries of Registrants | ||||||||||||||||||||||||||||
| Southern Company | |||||||||||||||||||||||||||||
| * | (a) | — | Subsidiaries of Registrant. | ||||||||||||||||||||||||||
| Alabama Power | |||||||||||||||||||||||||||||
| (b) | — | Subsidiaries of Registrant. See Exhibit 21(a) herein. | |||||||||||||||||||||||||||
| Georgia Power | |||||||||||||||||||||||||||||
| Omitted pursuant to General Instruction I(2)(b) of Form 10-K. | |||||||||||||||||||||||||||||
| Mississippi Power | |||||||||||||||||||||||||||||
| Omitted pursuant to General Instruction I(2)(b) of Form 10-K. | |||||||||||||||||||||||||||||
| Southern Power | |||||||||||||||||||||||||||||
| Omitted pursuant to General Instruction I(2)(b) of Form 10-K. | |||||||||||||||||||||||||||||
| Southern Company Gas | |||||||||||||||||||||||||||||
| Omitted pursuant to General Instruction I(2)(b) of Form 10-K. | |||||||||||||||||||||||||||||
| (23) | Consents of Experts and Counsel | ||||||||||||||||||||||||||||
| Southern Company | |||||||||||||||||||||||||||||
| * | (a) | 1 | — | Consent of Deloitte & Touche LLP. | |||||||||||||||||||||||||
| Alabama Power | |||||||||||||||||||||||||||||
| * | (b) | 1 | — | Consent of Deloitte & Touche LLP. | |||||||||||||||||||||||||
| Georgia Power | |||||||||||||||||||||||||||||
| * | (c) | 1 | — | Consent of Deloitte & Touche LLP. | |||||||||||||||||||||||||
| Mississippi Power | |||||||||||||||||||||||||||||
| * | (d) | 1 | — | Consent of Deloitte & Touche LLP. | |||||||||||||||||||||||||
| Southern Power | |||||||||||||||||||||||||||||
| * | (e) | 1 | — | Consent of Deloitte & Touche LLP. |
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** Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished supplementally to the Securities and Exchange Commission upon request.
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THE SOUTHERN COMPANY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| THE SOUTHERN COMPANY | |||||
| By: | Thomas A. Fanning | ||||
| Chairman, President, and | |||||
| Chief Executive Officer | |||||
| By: | /s/ Melissa K. Caen | ||||
| (Melissa K. Caen, Attorney-in-fact) | |||||
| Date: | February 17, 2021 |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Thomas A. Fanning | |||||||||||
| Chairman, President, and Chief Executive Officer (Principal Executive Officer) | |||||||||||
| Andrew W. Evans | |||||||||||
| Executive Vice President and Chief Financial Officer (Principal Financial Officer) | |||||||||||
| Ann P. Daiss | |||||||||||
| Comptroller and Chief Accounting Officer (Principal Accounting Officer) | |||||||||||
| Directors: | |||||||||||
| Janaki Akella Juanita Powell Baranco Jon A. Boscia Henry A. Clark III Anthony F. Earley, Jr. David J. Grain Colette D. Honorable Donald M. James | John D. Johns Dale E. Klein Ernest J. Moniz William G. Smith, Jr. Steven R. Specker E. Jenner Wood III |
| By: | /s/ Melissa K. Caen | |||||||
| (Melissa K. Caen, Attorney-in-fact) |
Date: February 17, 2021
Table of Contents Index to Financial Statements
ALABAMA POWER COMPANY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| ALABAMA POWER COMPANY | |||||
| By: | Mark A. Crosswhite | ||||
| Chairman, President, and Chief Executive Officer | |||||
| By: | /s/ Melissa K. Caen | ||||
| (Melissa K. Caen, Attorney-in-fact) | |||||
| Date: | February 17, 2021 |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Mark A. Crosswhite | |||||||||||
| Chairman, President, and Chief Executive Officer (Principal Executive Officer) | |||||||||||
| Philip C. Raymond | |||||||||||
| Executive Vice President, Chief Financial Officer, and Treasurer (Principal Financial Officer) | |||||||||||
| Anita Allcorn-Walker | |||||||||||
| Vice President and Comptroller (Principal Accounting Officer) | |||||||||||
| Directors: | |||||||||||
| Angus R. Cooper, III O. B. Grayson Hall, Jr. Anthony A. Joseph James K. Lowder Robert D. Powers | Catherine J. Randall R. Mitchell Shackleford, III Selwyn M. Vickers, MD Phillip M. Webb |
| By: | /s/ Melissa K. Caen | |||||||
| (Melissa K. Caen, Attorney-in-fact) |
Date: February 17, 2021
Table of Contents Index to Financial Statements
GEORGIA POWER COMPANY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| GEORGIA POWER COMPANY | |||||
| By: | W. Paul Bowers | ||||
| Chairman and Chief Executive Officer | |||||
| By: | /s/ Melissa K. Caen | ||||
| (Melissa K. Caen, Attorney-in-fact) | |||||
| Date: | February 17, 2021 |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| W. Paul Bowers | |||||||||||
| Chairman and Chief Executive Officer (Principal Executive Officer) | |||||||||||
| Daniel S. Tucker | |||||||||||
| Executive Vice President, Chief Financial Officer, and Treasurer (Principal Financial and Accounting Officer) | |||||||||||
| Sarah P. Adams | |||||||||||
| Vice President and Comptroller (Principal Accounting Officer) | |||||||||||
| Directors: | |||||||||||
| Mark L. Burns Jill Campbell Shantella E. Cooper Lawrence L. Gellerstedt III Douglas J. Hertz | Thomas M. Holder Kessel D. Stelling, Jr. Charles K. Tarbutton Clyde C. Tuggle |
| By: | /s/ Melissa K. Caen | |||||||
| (Melissa K. Caen, Attorney-in-fact) |
Date: February 17, 2021
Table of Contents Index to Financial Statements
MISSISSIPPI POWER COMPANY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| MISSISSIPPI POWER COMPANY | |||||
| By: | Anthony L. Wilson | ||||
| Chairman, President, and Chief Executive Officer | |||||
| By: | /s/ Melissa K. Caen | ||||
| (Melissa K. Caen, Attorney-in-fact) | |||||
| Date: | February 17, 2021 |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Anthony L. Wilson | |||||||||||
| Chairman, President, and Chief Executive Officer (Principal Executive Officer) | |||||||||||
| Moses H. Feagin | |||||||||||
| Senior Vice President, Treasurer, and Chief Financial Officer (Principal Financial Officer) | |||||||||||
| Matthew P. Grice | |||||||||||
| Comptroller (Principal Accounting Officer) | |||||||||||
| Directors: | |||||||||||
| Carl J. Chaney L. Royce Cumbest Thomas M. Duff Dr. Mary Graham | Mark E. Keenum M.L. Waters Camille S. Young |
| By: | /s/ Melissa K. Caen | |||||||
| (Melissa K. Caen, Attorney-in-fact) |
Date: February 17, 2021
Supplemental Information to be Furnished with Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act:
Mississippi Power is not required to send an annual report or proxy statement to its sole shareholder and parent company, The Southern Company, and will not prepare such a report after filing this Annual Report on Form 10-K for fiscal year 2020. Accordingly, Mississippi Power will not file an annual report with the Securities and Exchange Commission.
Table of Contents Index to Financial Statements
SOUTHERN POWER COMPANY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| SOUTHERN POWER COMPANY | |||||
| By: | Christopher Cummiskey | ||||
| Chairman and Chief Executive Officer | |||||
| By: | /s/ Melissa K. Caen | ||||
| (Melissa K. Caen, Attorney-in-fact) | |||||
| Date: | February 17, 2021 |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Christopher Cummiskey | |||||||||||
| Chairman and Chief Executive Officer (Principal Executive Officer) | |||||||||||
| Elliott L. Spencer | |||||||||||
| Senior Vice President, Chief Financial Officer, and Treasurer (Principal Financial Officer) | |||||||||||
| Jelena Andrin | |||||||||||
| Comptroller (Principal Accounting Officer) | |||||||||||
| Directors: | |||||||||||
| Bryan D. Anderson Stan W. Connally Andrew W. Evans Thomas A. Fanning | Kimberly S. Greene James Y. Kerr, II Mark S. Lantrip |
| By: | /s/ Melissa K. Caen | |||||||
| (Melissa K. Caen, Attorney-in-fact) |
Date: February 17, 2021
Table of Contents Index to Financial Statements
SOUTHERN COMPANY GAS
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| SOUTHERN COMPANY GAS | |||||
| By: | Kimberly S. Greene | ||||
| Chairman, President, and Chief Executive Officer | |||||
| By: | /s/ Melissa K. Caen | ||||
| (Melissa K. Caen, Attorney-in-fact) | |||||
| Date: | February 17, 2021 |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Kimberly S. Greene | |||||||||||
| Chairman, President, and Chief Executive Officer (Principal Executive Officer) | |||||||||||
| David P. Poroch | |||||||||||
| Executive Vice President, Chief Financial Officer, and Treasurer (Principal Financial Officer) | |||||||||||
| Grace A. Kolvereid | |||||||||||
| Senior Vice President and Comptroller (Principal Accounting Officer) | |||||||||||
| Directors: | |||||||||||
| Sandra N. Bane Thomas D. Bell, Jr. Charles R. Crisp | Brenda J. Gaines Norman G. Holmes John E. Rau |
| By: | /s/ Melissa K. Caen | |||||||
| (Melissa K. Caen, Attorney-in-fact) |
Date: February 17, 2021
Supplemental Information to be Furnished with Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act:
Southern Company Gas is not required to send an annual report or proxy statement to its sole shareholder and parent company, The Southern Company, and will not prepare such a report after filing this Annual Report on Form 10-K for fiscal year 2020. Accordingly, Southern Company Gas will not file an annual report with the Securities and Exchange Commission.
Previous: Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES