Southern Company acquires AGL Resources creating a leading U.S. energy company

Southern Company and AGL Resources has announced the completion of a merger. AGL Resources,with a network of natural gas assets, has become a wholly owned subsidiary of Southern Company.

Southern Company has become with this merge the second-largest utility company in the U.S. in terms of customer base with:

• Eleven regulated electric and natural gas distribution companies providing service to approximately 9 million customers with a projected regulated rate base of approximately US$50 billion.
• Operations of nearly 200,000 miles of electric transmission and distribution lines and more than 80,000 miles of natural gas pipelines; and
• Generating capacity of approximately 44,000 MW.

The combined company serves utility customers in nine states – Alabama, Florida, Georgia, Illinois, Maryland, Mississippi, New Jersey, Tennessee and Virginia – and has wholesale electricity generation and natural gas services, retail energy services and natural gas storage operations across the U.S.

Under the terms of the agreement, on July 1, each share of AGL Resources common stock was canceled and converted into the right to receive US$66.00 in cash, for a total purchase price of approximately US$8 billion. AGL Resources common stock will cease trading on the New York Stock Exchange immediately prior to market open on July 1.

As is the case with Southern Company's other operating subsidiaries, AGL Resources will continue to maintain its own management team, board of directors and corporate headquarters, located in Atlanta. Customers will continue to be served by their current gas and electric utility companies.

Citigroup Global Markets Inc. served as financial advisor and Jones Day, Gibson Dunn & Crutcher LLP and Troutman Sanders LLP served as legal counsel to Southern Company.

Goldman, Sachs & Co. served as the financial advisor and Cravath, Swaine & Moore LLP served as legal counsel to AGL Resources.

Southern Company Chairman, President and CEO Thomas A. Fanning said:

"This merger brings together two utilities recognized for outstanding reliability, world-class customer service and a commitment to inventing America's energy future. The strategic combination of industry leaders with similar business models and values enhances our ability to serve customers and communities as we together deliver tomorrow's energy solutions. Southern Company is now positioned to deliver even greater customer and shareholder value by playing offense in developing the infrastructure necessary to meet America's growing demand for natural gas."

AGL Resources President and CEO Andrew W. Evans, stated:

"AGL Resources is delighted to be a part of the Southern Company family. Together, we will make our employees, our customers, our investors and our neighbors proud to be connected with us. Our collective determination to support and improve the communities where we do business will only be enhanced as we move forward together as one company. Clearly, this merger is a logical fit for both companies."