8-KOther Events

SOUTHERN CO 8-K Report, Corporate Update (Jun 28, 2006)

Filed June 28, 2006For Securities:SOSOJESOJFSOJCSOJDSOMN

Summary

Southern Company (SO) has filed an 8-K report detailing significant changes related to its investments in synthetic fuel entities, Carbontronics Synfuels Investors, LP and Alabama Fuel Products, LLC (AFP). The company has idled production at Carbontronics and agreed to terminate its ownership interest in AFP, effective July 1, 2006, though it will continue to provide fee-based services. These decisions stem from ongoing uncertainty surrounding the value of tax credits associated with these synthetic fuel investments. The value of these tax credits is subject to limitations and phase-outs based on fluctuating oil prices, as defined by Section 45K of the Internal Revenue Code. Southern has also implemented financial hedges to manage the risk of changing tax credit values and continues to assess its synthetic fuel investments for potential impairment, which totaled approximately $16.9 million as of March 31, 2006.

Key Highlights

  • 1Southern Company is ceasing or reducing its involvement in synthetic fuel production through its investments in Carbontronics and Alabama Fuel Products (AFP).
  • 2Production at Carbontronics has been idled since May 2006 due to operational decisions.
  • 3Southern will exit its ownership stake in AFP effective July 1, 2006, but will continue to offer fee-based services to AFP's plants.
  • 4The primary driver for these strategic shifts is the volatility and uncertainty surrounding synthetic fuel tax credits, which are tied to oil prices.
  • 5Financial hedges have been put in place to mitigate the risk associated with changes in the value of these tax credits.
  • 6Southern is currently evaluating its synthetic fuel investments for potential impairment, which amounted to approximately $16.9 million as of March 31, 2006.

Frequently Asked Questions

The primary reason is the continued uncertainty regarding the value of tax credits associated with these synthetic fuel investments. These tax credits are subject to limitations and phase-outs based on fluctuations in the annual average price of oil, as per Section 45K of the Internal Revenue Code.

As of March 31, 2006, Southern's synthetic fuel investments totaled approximately $16.9 million. The company is currently evaluating these investments for potential impairment due to the aforementioned uncertainties, but the final outcome is not yet determined.

Southern is terminating its ownership interest in Alabama Fuel Products (AFP) but will continue to provide fee-based services to AFP's plants. Production at Carbontronics has been idled. Therefore, while direct ownership and production are being reduced or ceased, some level of service provision will continue.

Southern has executed a series of financial hedges to mitigate the risk of changes in the value of tax credits related to its synthetic fuel investments. They are also continuously evaluating these investments for potential impairment.