Common use of Optional Redemption Provisions Clause in Contracts

Optional Redemption Provisions. The Notes may be redeemed, at the option of Atmos Energy Corporation, at any time in whole or from time to time in part. Prior to July 15, 2042, the redemption price will be equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed discounted, on a semi-annual basis, at the make-whole call, plus, in each case, accrued interest to the date of redemption. At any time on or after July 15, 2042, the redemption price will be equal to 100% of the principal amount of the notes to be redeemed plus accrued and unpaid interest, if any, to the redemption date. Make-Whole Call: Make whole call at T+ 20 basis points CUSIP/ISIN: 049560 AL9 / US049560AL95 Joint Book-Running Managers: X.X. Xxxxxx Securities LLC Mitsubishi UFJ Securities (USA), Inc. U.S. Bancorp Investments, Inc. Credit Agricole Securities (USA) Inc. RBS Securities Inc. Senior Co-Managers: BNP Paribas Securities Corp. Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated UBS Securities LLC Xxxxx Fargo Securities, LLC Co-Managers: BB&T Capital Markets, a division of BB&T Securities, LLC BOSC, Inc. Xxxxxxx, Xxxxx & Co Xxxxxx Xxxxxxx & Co. LLC Atmos Energy Corporation 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 Atmos Energy Corporation and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling X.X. Xxxxxx Securities LLC collect at 000-000-0000, Mitsubishi UFJ Securities (USA), Inc. at 000-000-0000 or U.S. Bancorp Investments, Inc. at 000-000-0000. XXXXXXX X-0 FORM OF OPINION OF VIRGINIA COUNSEL TO THE COMPANY TO BE DELIVERED PURSUANT TO SECTION 7(c)

Optional Redemption Provisions. The Notes may be redeemed, at the option of Atmos Energy Corporation, at any time in whole or from time to time in part. Prior to July September 15, 20422048, the redemption price will be equal to the greater of of: (i) 100% of the principal amount of the Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed discounted, on a semi-annual basis, at the make-whole call, plus, in each case, accrued interest to the date of redemption. At any time on or after July September 15, 20422048, the redemption price will be equal to 100% of the principal amount of the notes to be redeemed plus accrued and unpaid interest, if any, to the redemption date. Make-Whole Call: Make whole call at T+ 20 T+20 basis points CUSIP/ISIN: 049560 AL9 AQ8 / US049560AL95 US049560AQ82 Joint Book-Running Managers: X.X. Xxxxxx BNP Paribas Securities LLC Mitsubishi UFJ Securities (USA), Inc. U.S. Bancorp Investments, Inc. Corp. CIBC World Markets Corp. Credit Agricole Securities (USA) Inc. RBS Securities Inc. Senior Co-Managers: BNP Paribas Securities Corp. Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated UBS Securities LLC Xxxxx Fargo Securities, LLC Mizuho Securities USA LLC MUFG Securities Americas Inc. TD Securities (USA) LLC Senior Co-Managers: Manager Regions Securities LLC Co-Managers BB&T Capital Markets, a division of BB&T Securities, LLC BOSCThe Xxxxxxxx Capital Group, Inc. XxxxxxxL.P. *Note: A securities rating is not a recommendation to buy, Xxxxx & Co Xxxxxx Xxxxxxx & Co. LLC sell or hold securities and may be subject to revision or withdrawal at any time Atmos Energy Corporation 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 Atmos Energy Corporation and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling X.X. Xxxxxx contacting BNP Paribas Securities LLC collect Corp. at 0-000-000-0000, Mitsubishi UFJ Securities (USA), Inc. CIBC World Markets Corp. at 0000-000-0000 or U.S. Bancorp Investments, Inc. at 000-000-0000, Credit Agricole Securities (USA) Inc. at 0-000-000-0000, or Xxxxx Fargo Securities, LLC at 0-000-000-0000. We expect that delivery of the notes will be made against payment therefor on or about March 4, 2019, which will be the fifth business day following the date of the pricing of the notes (such settlement cycle being referred to as “T+5”). Under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended, trades in the secondary market generally settle in two business days, and purchasers who wish to trade notes on the date of pricing or any subsequent date that is prior to the second trading day preceding the date on which we deliver the notes may be required, by virtue of the fact that the notes initially settle in T+5, to specify alternate settlement arrangements to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to their date of delivery hereunder should consult their advisers. XXXXXXX X-0 FORM OF OPINION OF VIRGINIA COUNSEL TO THE COMPANY TO BE DELIVERED PURSUANT TO SECTION 7(c)

Optional Redemption Provisions. The Notes may be redeemed, at the option of Atmos Energy Corporation, at any time in whole or from time to time in part. Prior to July 15April 1, 20422048, the redemption price will be equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed discounted, on a semi-annual basis, at the make-whole callcall (as described below), plus, in each case, accrued interest to the date of redemption. At any time on or after July 15April 1, 20422048, the redemption price will be equal to 100% of the principal amount of the notes to be redeemed plus accrued and unpaid interest, if any, to the redemption date. Make-Whole Call: Make whole call at T+ 20 T+20 basis points CUSIP/ISIN: 049560 AL9 / US049560AL95 000000XX0/ US049560AP00 Joint Book-Running Managers: X.X. Xxxxxx Securities LLC Mitsubishi UFJ Mizuho Securities USA LLC MUFG Securities Americas Inc. TD Securities (USA), Inc. U.S. Bancorp Investments, Inc. ) LLC BNP Paribas Securities Corp. CIBC World Capital Markets Corp. Credit Agricole Securities (USA) Inc. RBS Securities Inc. Senior Co-Managers: BNP Paribas Securities Corp. Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated UBS Securities LLC Xxxxx Fargo Securities, LLC Co-Managers: BB&T Capital Markets, a division of BB&T Securities, LLC BOSCBOK Financial Securities, Inc. XxxxxxxRegions Securities LLC U.S. Bancorp Investments, Xxxxx & Co Xxxxxx Xxxxxxx & Co. LLC Inc. Atmos Energy Corporation 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 Atmos Energy Corporation and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling contacting X.X. Xxxxxx Securities LLC collect at 0-000-000-0000, Mitsubishi UFJ Mizuho Securities (USA)USA LLC at 1-866-271-7403, MUFG Securities Americas Inc. at 0-000-000-0000 0000, or U.S. Bancorp Investments, Inc. TD Securities (USA) LLC at 0-000-000-0000. XXXXXXX X-0 FORM OF OPINION OF VIRGINIA COUNSEL TO THE COMPANY TO BE DELIVERED PURSUANT TO SECTION 7(c)

Optional Redemption Provisions. The Notes may be redeemed, at the option of Atmos Energy Corporation, at any time in whole or from time to time in part. Prior to July April 15, 20422044, the redemption price will be equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed discounted, on a semi-annual basis, at the make-whole call, plus, in each case, accrued interest to the date of redemption. At any time on or after July April 15, 20422044, the redemption price will be equal to 100% of the principal amount of the notes to be redeemed plus accrued and unpaid interest, if any, to the redemption date. Make-Whole Call: Make whole call at T+ 20 15 basis points CUSIP/ISIN: 049560 AL9 AM7 / US049560AL95 US049560AM78 Joint Book-Running Managers: X.X. Xxxxxx Securities LLC Mitsubishi UFJ Securities (USA), Inc. U.S. Bancorp Investments, Inc. Credit Agricole Securities (USA) Inc. RBS Securities Inc. Senior Co-Managers: BNP Paribas Securities Corp. Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated UBS Securities LLC Xxxxx Fargo Securities, LLC BNP Paribas Securities Corp. RBS Securities Inc. Senior Co-Managers: BB&T Capital Markets, a division of BB&T Securities, LLC CIBC World Markets Corp. Mitsubishi UFJ Securities (USA), Inc. Co-Managers: BOSC, Inc. XxxxxxxThe Xxxxxxxx Capital Group, Xxxxx & Co Xxxxxx Xxxxxxx & Co. LLC L.P. * 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. ** We expect that delivery of the notes will be made to investors on or about the 6th business day following the date of this prospectus supplement (such settlement being referred to as ‘‘T+6’’). Under Rule 15c6-1 under the Securities Exchange Act of 1934, trades in the secondary market are required to settle in three business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes on the date of pricing or the next two succeeding business days will be required, by virtue of the fact that the notes initially settle in T+6, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to their date of delivery hereunder should consult their advisors. Atmos Energy Corporation 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 Atmos Energy Corporation and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling X.X. Xxxxxx Credit Agricole Securities LLC collect (USA) Inc. at 0-000-000-0000, Mitsubishi UFJ Securities (USA)Xxxxxxx Lynch, Inc. Pierce, Xxxxxx & Xxxxx Incorporated at 0001-000800-0000 294-1322 or U.S. Bancorp InvestmentsXxxxx Fargo Securities, Inc. LLC at 0-000-000-0000. XXXXXXX X-0 FORM OF OPINION OF VIRGINIA COUNSEL TO THE COMPANY TO BE DELIVERED PURSUANT TO SECTION 7(c)

Optional Redemption Provisions. The Notes may be redeemedOn and after October 1, at the option of Atmos Energy Corporation2024, at any time in whole or from time to time in part. Prior to July 15, 2042, the redemption price will be equal to the greater of (i) at 100% of the principal amount of the Notes to be redeemed amount, plus accrued and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed discounted, on a semi-annual basis, at the make-whole call, plus, in each case, accrued unpaid interest to the date redemption date. Before October 1, 2024, in whole but not in part, following the occurrence and during the continuance of redemption. At any time on or after July 15, 2042, a Tax Event (as defined in the redemption price will be equal to Preliminary Prospectus Supplement) at 100% of the principal amount of the notes to be redeemed amount, plus accrued and unpaid interest, if any, interest to the redemption date. Make-Whole CallBefore October 1, 2024, in whole but not in part, following the occurrence and during the continuance of a Rating Agency Event (as defined in the Preliminary Prospectus Supplement) at 102% of the principal amount, plus accrued and unpaid interest to the redemption date. See the Preliminary Prospectus Supplement for further terms and provisions applicable to optional redemption. CUSIP: Make whole call at T+ 20 basis points CUSIP/816851 604 ISIN: 049560 AL9 / US049560AL95 US8168516040 Listing: The Company intends to apply to list the notes on the New York Stock Exchange; if approved for listing, trading is expected to begin within 30 days after the notes are first issued. Joint Book-Running Managers: X.X. Xxxxxx Securities LLC Mitsubishi UFJ Securities (USA)BofA Securities, Inc. U.S. Bancorp Investments, Inc. Credit Agricole Securities (USA) Inc. RBS Securities Inc. Senior Co-Managers: BNP Paribas Securities Corp. Xxxxxx Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated UBS Securities Co. LLC Xxxxx Fargo Securities, LLC Joint Lead Managers: X.X. Xxxxxx Securities LLC RBC Capital Markets, LLC Co-Managers: BB&T Barclays Capital Markets, a division of BB&T Inc. Credit Suisse Securities (USA) LLC HSBC Securities (USA) Inc. PNC Capital Markets LLC TD Securities (USA) LLC WR Securities, LLC BOSCU.S. Bancorp Investments, Inc. Xxxxxxx, Xxxxx & Co Xxxxxx Xxxxxxx & Co. LLC Atmos Energy Corporation No PRIIPs KID – No PRIIPs key information document (“KID”) has been prepared as not available to retail in EEA. 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 Atmos Energy Corporation the issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site website at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling X.X. Xxxxxx Securities LLC collect at 000-000-0000, Mitsubishi UFJ Securities (USA)BofA Securities, Inc. toll-free at 1-800-294-1322, by calling Xxxxxx Xxxxxxx & Co. LLC toll-free at 0-000-000-0000 or U.S. Bancorp Investmentsby calling Xxxxx Fargo Securities, Inc. LLC toll-free at 0-000-000-0000. XXXXXXX X-0 FORM OF OPINION OF VIRGINIA COUNSEL TO THE COMPANY TO BE DELIVERED PURSUANT TO SECTION 7(c)Any legends, disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such legends, disclaimers or other notices have been automatically generated as a result of this communication having been sent via Bloomberg or another system.

Optional Redemption Provisions. The Notes may be redeemed, at the option of Atmos Energy Corporation, at any time in whole or from time to time in part. Prior to July October 15, 20422030, the redemption price will be equal to the greater of of: (i) 100% of the principal amount of the Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed discounted, on a semi-annual basis, at the make-whole call, plus, in each case, accrued interest to the date of redemption. At any time on or after July October 15, 20422030, the redemption price will be equal to 100% of the principal amount of the notes to be redeemed plus accrued and unpaid interest, if any, to the redemption date. Make-Whole Call: Make whole call at T+ 20 T+15 basis points CUSIP/ISIN: 049560 AL9 AT2 / US049560AL95 US049560AT22 Joint Book-Running Managers: X.X. Xxxxxx Securities LLC Mitsubishi UFJ Securities (USA)BofA Securities, Inc. U.S. Bancorp Investments, Inc. CIBC World Markets Corp. Credit Agricole Securities (USA) Inc. RBS BNP Paribas Securities Inc. Corp. Mizuho Securities USA LLC TD Securities (USA) LLC Senior Co-Managers: BNP Paribas Securities Corp. Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated UBS Regions Securities LLC Xxxxx Fargo Truist Securities, LLC Inc. Co-ManagersManager: BB&T Capital Markets, a division of BB&T BOK Financial Securities, LLC BOSCInc. * Note: A securities rating is not a recommendation to buy, Inc. Xxxxxxxsell or hold securities and may be subject to revision or withdrawal at any time ** We expect that delivery of the notes will be made against payment therefor on or about October 1, Xxxxx & Co Xxxxxx Xxxxxxx & Co. LLC 2020, which will be the sixth business day following the date of the pricing of the notes (such settlement cycle being referred to as “T+6”). Under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended, trades in the secondary market generally settle in two business days, and purchasers who wish to trade notes on the date of pricing or any subsequent date that is prior to the second trading day preceding the date on which we deliver the notes may be required, by virtue of the fact that the notes initially settle in T+6, to specify alternate settlement arrangements to prevent a failed settlement. Purchasers of the notes who wish to trade the notes on such dates should consult their advisers. Atmos Energy Corporation 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 Atmos Energy Corporation and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling X.X. Xxxxxx Securities LLC collect at 000-000-0000, Mitsubishi UFJ Securities (USA)contacting BofA Securities, Inc. at 1-800-294-1322 or xx.xxxxxxxxxx_xxxxxxx@xxxx.xxx, CIBC World Markets Corp. at 0-000-000-0000 or U.S. Bancorp Investments, Credit Agricole Securities (USA) Inc. at 0-000-000-0000. XXXXXXX X-0 FORM OF OPINION OF VIRGINIA COUNSEL TO THE COMPANY TO BE DELIVERED PURSUANT TO SECTION 7(c)) 1. Based solely on the Good Standing Certificate, the Company is a corporation validly existing and in good standing under the laws of the Commonwealth of Virginia as of the date of such Good Standing Certificate.