09/09/2022 | Press release | Distributed by Public on 09/09/2022 08:55
Date of Report (Date of earliest event reported) | September 6, 2022 |
Commission File Number |
Registrant, State of Incorporation, Address and Telephone Number |
I.R.S. Employer Identification No. |
1-14174 | Southern Company Gas | 58-2210952 |
☐
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01. |
Other Events.
|
Item 9.01. |
Financial Statements and Exhibits.
|
(d) Exhibits. |
|
1.1 |
Underwriting Agreement relating to the Series 2022A Senior Notes, dated September 6, 2022, among GAS, GAS Capital and BofA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and U.S. Bancorp Investments, Inc., as representatives of the several Underwriters named in Schedule I thereto.
|
4.1 |
Form of the Series 2022A Senior Note.
|
4.3 |
Form of Guarantee related to the Series 2022A Senior Notes.
|
5.1 |
Opinion of Troutman Pepper Hamilton Sanders LLP relating to the Series 2022A Senior Notes.
|
5.2 |
Opinion of Woodburn and Wedge relating to the Series 2022A Senior Notes.
|
8.1 |
Tax Opinion of Troutman Pepper Hamilton Sanders LLP relating to the Series 2022A Senior Notes.
|
23.1 | Consent of Troutman Pepper Hamilton Sanders LLP (included in Exhibit 5.1 above). |
23.2 | Consent of Woodburn and Wedge (included in Exhibit 5.2 above). |
23.3 | Consent of Troutman Pepper Hamilton Sanders LLP (included in Exhibit 8.1 above). |
104 | Cover Page Interactive Data File - The cover page iXBRL tags are embedded within the inline XBRL document. |
Date: September 9, 2022 | SOUTHERN COMPANY GAS |
By: | /s/ Melissa K Caen |
Melissa K. Caen Assistant Secretary |