THE SOUTHERN COMPANY and U.S. BANK NATIONAL ASSOCIATION, as Purchase Contract Agent, Collateral Agent, Custodial Agent and Securities Intermediary PURCHASE CONTRACT AND PLEDGE AGREEMENT Dated as of August 16, 2019Purchase Contract and Pledge Agreement • August 16th, 2019 • Southern Co • Electric services • New York
PURCHASE CONTRACT AND PLEDGE AGREEMENT, dated as of August 16, 2019, among THE SOUTHERN COMPANY, a corporation duly organized and existing under the laws of Delaware (the “Company”), U.S. BANK NATIONAL ASSOCIATION, acting as purchase contract agent for, and, for purposes of the Pledge created hereby, as attorney-in-fact of, the Holders from time to time of the Units (in such capacities, together with its successors and assigns in such capacities, the “Purchase Contract Agent”), as collateral agent hereunder for the benefit of the Company (in such capacity, together with its successors in such capacity, the “Collateral Agent”), as custodial agent (in such capacity, together with its successors in such capacity, the “Custodial Agent”), and as securities intermediary (as defined in Section 8-102(a)(14) of the UCC) with respect to the Collateral Account (in such capacity, together with its successors in such capacity, the “Securities Intermediary”).
SIXTH SUPPLEMENTAL INDENTURESixth Supplemental Indenture • August 16th, 2019 • Southern Co • Electric services • New York
THIS SIXTH SUPPLEMENTAL INDENTURE is made as of the 16th day of August, 2019, by and between THE SOUTHERN COMPANY, a Delaware corporation, 30 Ivan Allen Jr. Blvd., N.W., Atlanta, Georgia 30308 (the “Company”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, 150 East 42nd Street, 40th Floor, New York, New York 10017 (the “Trustee”).
THE SOUTHERN COMPANY UNDERWRITING AGREEMENT 30,000,0000 2019 Series A Equity Units (Initially Consisting of 30,000,000 2019 Series A Corporate Units)Underwriting Agreement • August 16th, 2019 • Southern Co • Electric services • New York
The undersigned understands that you, as representatives (the “Representatives”) of the several underwriters (the “Underwriters”), propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with The Southern Company, a Delaware corporation (the “Company”), providing for a public offering (the “Public Offering”) of Equity Units of the Company (the “Equity Units”) pursuant to a Registration Statement on Form S-3 filed with the Securities and Exchange Commission (the “SEC”).
SEVENTH SUPPLEMENTAL INDENTURESeventh Supplemental Indenture • August 16th, 2019 • Southern Co • Electric services • New York
1This Table of Contents does not constitute part of the Indenture or have any bearing upon the interpretation of any of its terms and provisions.
