| Filed Pursuant to Rule 433 | |||||
Registration No. 333-277138 | |||||
| September 4, 2024 | |||||
| PRICING TERM SHEET | |||||
(To Preliminary Prospectus Supplement dated September 4, 2024) | |||||
| Issuer: | The Southern Company | ||||
| Security: | Series 2024B 4.85% Senior Notes due March 15, 2035 | ||||
| Expected Ratings:* | Baa2 (Positive)/BBB+ (Stable)/BBB+ (Stable) (Moody’s/Standard & Poor’s/Fitch) | ||||
| Principal Amount: | $750,000,000 | ||||
| Initial Public Offering Price: | 99.852% of the principal amount | ||||
| Maturity Date: | March 15, 2035 | ||||
| Treasury Benchmark: | 3.875% due August 15, 2034 | ||||
| Benchmark Treasury Yield: | 3.768% | ||||
Spread to Benchmark Treasury: | +110 basis points | ||||
| Re-offer Yield: | 4.868% | ||||
| Optional Redemption: | |||||
Make-Whole Call: | T+20 basis points | ||||
Par Call: | On or after September 15, 2034 at 100% | ||||
| Coupon: | 4.85% | ||||
| Interest Payment Dates: | March 15 and September 15 of each year, beginning on March 15, 2025 | ||||
| Format: | SEC Registered | ||||
| Denominations: | $2,000 and integral multiples of $1,000 in excess thereof | ||||
| CUSIP/ISIN: | 842587 EA1/US842587EA18 | ||||
| Trade Date: | September 4, 2024 | ||||
| Expected Settlement Date: | September 9, 2024 (T+3) | ||||
| Joint Book-Running Managers: | BofA Securities, Inc. Mizuho Securities USA LLC Morgan Stanley & Co. LLC PNC Capital Markets LLC RBC Capital Markets, LLC | ||||
| Co-Managers: | BBVA Securities Inc. Intesa Sanpaolo IMI Securities Corp. Regions Securities LLC TD Securities (USA) LLC Huntington Securities, Inc. Academy Securities, Inc. FHN Financial Securities Corp. Samuel A. Ramirez & Company, Inc. Penserra Securities LLC R. Seelaus & Co., LLC Independence Point Securities LLC | ||||
| * Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. | ||
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus if you request it by calling The Southern Company collect at 1-404-506-5579, BofA Securities, Inc. toll free at 1-800-294-1322 or by email at [email protected], Mizuho Securities USA LLC toll free at 1-866-271-7403, Morgan Stanley & Co. LLC toll free at 1-866-718-1649, PNC Capital Markets LLC toll free at 1-855-881-0697 or RBC Capital Markets, LLC toll free at 1-866-375-6829. | ||