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) April 2, 2001
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THE SOUTHERN COMPANY
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(Exact name of registrant as specified in its charter)
Delaware 1-3526 58-0690070
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
270 Peachtree Street, NW, Atlanta, Georgia 30303
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (404)506-5000
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N/A
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(Former name or former address, if changed since last report.)
Item 2. Acquisition or Disposition of Assets.
On February 19, 2001, The Southern Company ("Southern") announced
that the Southern Board of Directors (the "Board") approved the spin-off of
Mirant Corporation ("Mirant") and declared a stock distribution of all of
Southern's shares in Mirant. The distribution was completed on April 2, 2001 to
Southern shareholders of record as of 5:00 PM Eastern Time on March 21, 2001.
Southern received no consideration in connection with the distribution. At the
time of the distribution, Southern held 272 million shares, or approximately
80.3%, of the outstanding common stock in Mirant.
In accordance with Accounting Principles Board Opinion No. 30,
Mirant has been segregated as a discontinued operation in Southern's
consolidated financial statements for all periods presented in Southern's Annual
Report on Form 10-K for the year ended December 31, 2000.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(b) Pro forma financial information.
Pro Forma Condensed Consolidated Balance Sheet
Southern Company and Subsidiaries
Pro Forma Condensed Consolidated Balance Sheet
At December 31, 2000
(in millions)
The pro forma balance sheet assumes that the Mirant spin-off occurred on
December 31, 2000. The pro forma adjustments reflect the distribution of
Mirant's net assets to Southern's shareholders. The distribution was made from
Southern's paid-in capital to the extent available, with the remainder made from
retained earnings. No pro forma income statement is included since Mirant was
reflected as discontinued operations for the year ended December 31, 2000.
Historical Adjustments Pro Forma
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Assets
Current Assets:
Cash and cash equivalents $199 $199
Special deposits 6 6
Receivables, less accumulated provision
for uncollectible accounts of $22 1,312 1,312
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Historical Adjustments Pro Forma
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Underrecovered retail fuel clause revenue 418 418
Fossil fuel stock, at average cost 195 195
Materials and supplies, at average cost 508 508
Other 187 187
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Total current assets 2,825 $2,825
Property, Plant, and Equipment:
In service 34,188 34,188
Less accumulated depreciation 14,350 14,350
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19,838 19,838
Nuclear fuel, at amortized cost 215 215
Construction work in progress 1,569 1,569
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Total property, plant, and equipment 21,622 21,622
Other Property and Investments:
Nuclear decommissioning trusts, at fair value 690 690
Net assets of discontinued operations 3,320 (3,323)
3(a)
Leveraged leases 596 596
Other 165 165
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Total other property and investments 4,771 (3,320) 1,451
Deferred Charges and Other Assets:
Deferred charges related to income taxes 957 957
Prepaid pension costs 498 498
Debt expense, being amortized 99 99
Premium on reacquired debt, being amortized 280 280
Other 310 310
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Total deferred charges and other assets 2,144 2,144
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Total Assets $31,362 ($3,320) $28,042
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Liabilities and Stockholders' Equity
Current Liabilities:
Securities due within one year $67 $67
Notes payable 1,680 1,680
Accounts payable 869 3(a) 872
Customer deposits 140 140
Taxes accrued --
Income taxes 88 88
Other 208 208
Interest accrued 121 121
Vacation pay accrued 119 119
Other 445 445
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Total current liabilities 3,737 3 3,740
Long-term Debt 7,843 7,843
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Historical Adjustments Pro Forma
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Deferred Credits and Other Liabilities:
Accumulated deferred income taxes 4,074 4,074
Deferred credits related to income taxes 551 551
Accumulated deferred investment tax credits 664 664
Employee benefits provisions 478 478
Prepaid capacity revenues 58 58
Other 653 653
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Total deferred credits and other liabilities 6,478 6,478
Company or subsidiary obligated mandatorily
redeemable capital and preferred securities 2,246 2,246
Cumulative preferred stock of subsidiaries 368 368
Common stockholders' Equity:
Common stock, par value $5 per share 3,503 3,503
Paid-in capital 3,153 (3,153)
Treasury, at cost (545) (545)
Retained earnings 4,672 (263) 4,409
Accumulated other comprehensive income (93) 93 0
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Total common stockholders' equity 10,690 (3,323) 7,367
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Total Liabilities and Stockholders' Equity $31,362 ($3,320) $28,042
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(a) Reflects reversal of amounts payable to Mirant previously eliminated in
consolidation.
Item 9. Regulation FD Disclosure.
On April 3, 2001, Southern issued a press release related to the
spin-off of Mirant. The purpose of this Form 8-K is to furnish the press release
for informational purposes only pursuant to Regulation FD. A copy of the press
release is furnished with this Form 8-K as Exhibit 99.
Exhibit 99 - Press release dated April 3, 2001 related to the spin-off
of Mirant.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: April 6, 2001 THE SOUTHERN COMPANY
By /s/Tommy Chisholm
Tommy Chisholm
Secretary
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