Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES
OF SECURITIES PURSUANT TO
SECTION 12(b) or (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
THE SOUTHERN COMPANY
(Exact name of registrant as specified in its charter)
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Delaware | 58-0690070 |
(State of incorporation or organization) | (IRS Employer Identification No.) |
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30 Ivan Allen Jr. Boulevard, N.W., Atlanta, Georgia | 30308 |
(Address of principal executive offices) | (Zip Code) |
Securities to be registered pursuant to Section 12(b) of the Act:
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Title of each class to be so registered | | Name of each exchange on which each class is to be so registered |
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Series 2016A 5.25% Junior Subordinated Notes due October 1, 2076 | | New York Stock Exchange |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box. [X]
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. [ ]
If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. [ ]
Securities Act registration statement or Regulation A offering statement file number to which this form relates: 333-202413
Securities to be registered pursuant to Section 12(g) of the Act: None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
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Item 1. | Description of Registrant’s Securities to be Registered. |
This Registration Statement relates to the Series 2016A 5.25% Junior Subordinated Notes due October 1, 2076 (the “Series 2016A Junior Subordinated Notes”) of The Southern Company (the “Company”). A description of the Series 2016A Junior Subordinated Notes is contained in (i) the Registration Statement on Form S-3 of the Company, Registration No. 333-202413, filed pursuant to the Securities Act of 1933, as amended (the “Securities Act”), under the caption “Description of the Junior Subordinated Notes” and (ii) a final prospectus supplement filed by the Company pursuant to Rule 424(b) under the Securities Act under the caption “Description of the Series 2016A Junior Subordinated Notes”. Such descriptions are incorporated by reference herein.
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Exhibit Number | |
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| 1 | Registration Statement on Form S-3, filed by the Company (Registration No. 333-202413) (incorporated herein by reference). |
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| 4(a) | Subordinated Note Indenture between the Company and Wells Fargo Bank, National Association, as trustee (designated in the Company’s Current Report on Form 8-K dated October 1, 2015, File No. 1-3526, as Exhibit 4.3 and incorporated herein by reference). |
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| 4(b) | Form of Second Supplemental Indenture to the Subordinated Note Indenture between the Company and Wells Fargo Bank, National Association, as trustee. |
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| 4(c) | Form of Series 2016A Junior Subordinated Note (included in Exhibit 4(b) above). |
Exhibits heretofore filed with the Securities and Exchange Commission and designated as set forth above are hereby incorporated herein by reference and made a part hereof with the same effect as if filed herewith.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
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Dated: | September 14, 2016 | | THE SOUTHERN COMPANY |
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| | | By | /s/Melissa K. Caen |
| | | | Melissa K. Caen Corporate Secretary |