Southern Co (SOMN) 2015 Q4 法說會逐字稿

Good afternoon, my name is Dmetra and I'll be your conference operator today. At this time, I would like to welcome everyone to the Southern Company fourth-quarter 2015 earnings call.

(Operator Instructions)

As a reminder, this conference is being recorded Wednesday, February 3, 2016. I would now like to turn the conference over to Mr. Aaron Abramowitz, Director of Investor Relations. Please go ahead, sir.

Thank you, Dmetra. Welcome to Southern Company's fourth quarter 2015 earnings call. Joining me this afternoon are Tom Fanning, Chairman, President and Chief Executive Officer of Southern Company; and Art Beattie, Chief Financial Officer.

Let me remind you that we will make forward-looking statements today in addition to providing historical information. Various important factors could cause actual results to differ materially from those indicated in the forward-looking statements, including those discussed in our Form 10-K and subsequent filings.

In addition, we will present non-GAAP financial information on this call. Reconciliations to the applicable GAAP measure are included in the financial information we released this morning, as well as the slides for this conference call. The slides we will discuss on today's call may be viewed on our Investor Relations' website at www.southerncompany.com.

At this time, I will turn the call over to Tom Fanning.

Good afternoon, and thank you for joining us. As always, we appreciate your interest in Southern Company.

2015 was a tremendous year for Southern Company, as we continued to see outstanding performance in our franchise operations. We saw a strong financial performance from both our wholesale subsidiary, Southern Power, and our traditional operating companies. Our state regulated utilities delivered these 2015 results, despite the warmest December in the last 120 years.

We continued our longstanding tradition of operational excellence. Once again ranking among the best in our industry for customer satisfaction, and solidifying our reputation as one of the most trusted energy providers in America. We experienced great success with strategic initiatives at both Southern Power, and our traditional operating companies continued to build the energy portfolio of the future with significant expansions of their renewable energy resources.

And in our ongoing quest to deliver superior risk-adjusted long-term growth, we entered into an agreement to acquire AGL Resources and create a platform from which we expect to compete for growth more broadly across the energy value chain. Now regarding AGL Resources, I will just briefly add that activities related to the proposed merger are progressing in a timely fashion. The waiting period under the HSR Anti-Trust Improvement Act expired in late 2015, a necessary milestone for closing the transaction.

In addition, AGL Resources' shareholders voted in November to approve the merger. The merger remains subject to certain other customary closing conditions, including state regulatory approvals, and we are currently engaged in regulatory proceedings before the various state commissions. The transaction is expected to close in the second half of 2016.

In a few moments, Art will discuss the drivers of our financial performance in more detail, and provide guidance for 2016. Before that, however, I will address the progress we've experienced with our major construction projects at Plant Vogtle and in Kemper County, Mississippi.

First, an update on the Plant Vogtle units 3 and 4. As reported in our last quarterly call, we agreed to a settlement with our contractors for the two new units at Plant Vogtle. We have now finalized that settlement, and the related litigation has been dismissed.

As a reminder, this $350 million settlement resolves all outstanding commercial issues for the project, and amends our EPC agreement to provide even greater protections for customers. The settlement affirms and provides incentives for anticipated fuel load dates in December 2018 and 2019, as well as our expected in-service dates in June 2019 and 2020.

In a related transaction, Westinghouse acquired the nuclear construction arm of Chicago Bridge & Iron. This move positions Westinghouse and its affiliates as the primary contractor under our EPC agreement, and they have engaged with [Velour] to provide day-to-day construction leadership. We worked very closely with the contractors through this transition, and I'm pleased to say that thus far, we are very encouraged by the improved communication and efficiencies we've observed on site.

On January 21, Georgia Power filed an application for review of the settlement with the Georgia PSC. Yesterday, the PSC made and approved the motion asking Georgia Power to file further information within the next 60 days pertaining to the prudence of the project to date, as well as the current schedule and cost forecast. Other interested parties will have an opportunity to make filings of their own in response. This will allow the PSC to consider the settlement agreement in the context of a more comprehensive review of the full project costs and schedule.

The commission staff, which will not make any separate filings, will have six months to analyze these filings. If the staff identifies any issues of imprudence or unreasonableness, they are directed to work with Georgia Power toward a possible settlement of any such issues within that same six-month period. During this six-month period, there will be no hearings. If there is a settlement between the company and the staff, Georgia Power and the commission staff will file that for the Commission to consider in the Fall. If the parties do not come to a settlement, the commission will decide how to proceed.

Let's turn now to an update on the Kemper County facility. The combined cycle performed exceptionally well in 2015, providing over one-third of the electricity consumed by Mississippi Power customers last year. Major start-up activities are ongoing, and we continue to transition to operational testing.

Fluidization trials on the first of two gasifiers are complete, and we were able to begin the cure-out process for the gasifier refractory. The fluidization process was an important validation of the scale up of the technology, as the operators were able to use the control system to circulate sand and air at design flow rates through the gasifier. A good rehearsal for the eventual introduction of lignite to the operation. The team is currently working to repair a portion of the refractory on the first gasifier, and making improvements to all of the nozzles in the refractory lining of both gasifiers to address hotspots identified during the initial cure-out process for the first gasifier. The type of work to repair and improve the refractory lining is similar to the refractory replacement that will be a common part of the plant's long term maintenance. However, these activities are time intensive, and they are the primary driver for our schedule extension into the third quarter of 2016.

As always, quality and safety are our top priorities as we are taking steps to help ensure that Mississippi Power's customers will enjoy the benefits of a reliable source of low cost energy for decades to come. We expect to introduce lignite to gasifier A this Spring. This critical step is the beginning of the important process of integrating all of the various systems of the facility.

In December, the Mississippi Public Service Commission unanimously approved rates for the combined cycle assets already in service. Mississippi Power plans to seek recovery of the remaining assets after they are placed into service.

Art will now provide a financial update, including an outlook for 2016 and beyond.

Thanks, Tom, and good afternoon, everyone. As you can see from the materials released this morning, we had solid results for the fourth quarter as well as for the full year of 2015.

For the fourth quarter of 2015, we earned $0.30 per share compared to $0.31 per share in the fourth quarter of 2014. For the full year of 2015, we earned $2.60 per share compared to $2.19 per share in 2014, an increase of $0.41 per share. Excluding certain adjustments listed in the earnings materials, earnings for the fourth quarter and full year of 2015 were $0.44 and $2.89 per share respectively, compared with $0.38 and $2.80 per share respectively for the same periods in 2014.

As Tom mentioned earlier, our adjusted annual result of $2.89 was just above the top of our 2015 guidance range we established a year ago. The major earnings drivers when compared to our $2.80 adjusted result for 2014 were residential and commercial sales growth, retail revenue effects, and tremendous success with renewable projects at Southern Power. These positive drivers were partially offset by increased shares, higher depreciation, operation and maintenance costs and weather. A more comprehensive list of drivers is included in the materials we released this morning.

Moving now to an economic and sales review of 2015. The economy within our region continues to experience modest growth.

Favorable domestic market fundamentals include strong employment growth that have served to underpin consumer confidence and spending. At the same time, the effects of a strong dollar, low commodity prices and economic weakness abroad have combined to constrain manufacturing growth in our region.

Total weather adjusted retail sales grew by 0.3% in 2015, led by commercial sales which were up almost 1% for the year. We experienced positive growth for the commercial sales in every quarter in 2015, which we have not seen since before the recession.

Weather adjusted residential sales grew by 0.4% during 2015. Growth in the residential sector has been fueled largely by customer growth, as the Southeast continues to see positive in migration. More than 37,000 new residential customers were added in 2015, an increase from 2014 when we added some 31,500 new customers.

Industrial sales fell by 0.3% in 2015. We experienced a modest deceleration in industrial growth in our region, as a result of the strong dollar, low oil price and natural gas prices, and significant economic slowdown in China and other emerging markets.

We have seen the impact of these factors on three of our largest industrial segments, primary metals, chemicals and paper. However, transportation and housing related industries have supported growth, and we expect those segments to continue to do well in 2016.

Economic development activity remains robust, and consistent with previous quarter's activities. Job creation and capital investment for 2015 exceeded 2014 levels, and the pipeline of potential projects grew significantly compared to recent years. Corporate announcements and potential projects represent a broad cross-section of industries including automotive, primary and fabricated metals, aerospace and chemical segments.

Also within our region, Alabama was named the top state for economic development by Business Facilities Magazine. And Georgia has been ranked first for business climate by Site Selection Magazine for the third consecutive year.

Despite economic headwinds from overseas, our regional economy remains in a positive growth mode. During our most recent economic roundtable, the consensus of the participants was that the economy will grow in 2016 supported by robust employment and spending growth, modest income gains and a steady housing recovery, all pointing to further growth in energy demand. Our sales growth guidance for 2016 is 1.1% for retail sales, 1.2% for residential sales and 1% for both commercial and industrial sales.

Before we cover the details of our capital expenditure forecast, financing plan and earnings-per-share guidance, I'd like to speak to the impact of the recent extension of tax benefits on our financial outlook. We currently project that a five-year extension of bonus depreciation will improve cash flows by approximately $4 billion through 2020, and potentially more assuming Southern Power is able to execute on its growth plan. This translates to a significant uplift in the value of the enterprise.

Over the next few years, some of the biggest tax benefits are expected to be generated by Plant Radcliff, Plant Vogtle units 3 and 4 along with a variety of renewable energy projects and environmental compliance investments. Considering our customer focus business model, this is very good news. All else being equal, our customers should benefit from lower retail rates over time.

In addition to the implied reduction in regulatory risk, we expect to enjoy reduced exposure to both debt and equity capital markets over the next several years. Perhaps the greatest benefit of all of these tax benefits is the level of cash flow support we project for our common dividend. Of course dividend policy is ultimately subject to the approval of our Board of Directors, but our expected cash coverage of dividends is greatly improved compared to how we characterized our dividend growth at the time of the AGL Resources merger announcement.

We fundamentally believe that value is a function of risk and return. Given the magnitude of the dollars and the high degree of certainty inherent in these deductions, Southern Company's value proposition should be greatly improved.

We provided an updated forecast of capital expenditures for 2016 through 2018 in our slide presentation. This standalone projection does not include AGL Resources. Anticipating continued success at Southern Power, we are excited about the possibilities that exist with the extension of tax benefits for both wind and solar projects.

We have enjoyed a higher than anticipated growth from Southern Power in recent years. In fact, a year ago, our 2015 through 2017 CapEx forecast was approximately $3 billion. Today, based on our recent success, we estimate the same period to be about $5 billion of investment for Southern Power. Going forward, we expect to sustain that same level of activity and success. In fact, our Southern Power forecast for 2016 through 2018 includes CapEx of $5 billion for wind, solar, and traditional natural gas generation projects.

Our CapEx forecast for our traditional operating companies does not include project specific to the clean power plan. If our ultimate compliance plans require investment prior to 2019, our current CapEx projection could or would increase. Our forecasted $1.8 billion investment in environmental compliance over the next three years is largely associated with EPA's Affluent Guidelines and Final Coal Combustion Residuals rule.

Included in the appendix of our slide deck are a projected financing plan, credit ratings and a schedule of maturities in a liquidity summary. Within our financing plan, you will note the anticipated debt issuances to fund the AGL Resources merger. We expect these notes to be issued shortly before the closing of the acquisition, and to include a blend of maturities.

Additionally, we are planning on a $1.2 billion in equity issuances in the calendar year 2016. As discussed earlier, the extension of bonus depreciation is expected to reduce our exposure to the capital markets, and that has resulted in a favorable impact to the remainder of our financing plans.

Considering the incremental cash flow, along with our Department of Energy loan facility for Plant Vogtle construction, and an assumption that we will utilize securitized financing for a significant portion of Kemper, which is subject to approval by the Mississippi Public Service Commission. Our exposure to the debt markets for our traditional operating companies over the next three years should be limited. Southern Power's debt financing needs will be driven largely by their success in finding suitable projects to fill the placeholders in the CapEx forecast.

An additional benefit of the incremental cash flow from bonus depreciation is the affect on our need to issue new equity. We currently project no additional equity issuances beyond the $1.2 billion in 2016.

Financial integrity and strong credit ratings have always been priorities for us, and that emphasis remains unchanged. Our financial outlook, including our expected credit metrics in 2016 through 2018 has improved, and we continue to believe our credit profile is fully supportive of our credit ratings.

Moving now to our earnings-per-share outlook. You will recall that we began issuing new shares in the fourth quarter of 2015 under our internal equity programs, largely to fund the AGL transaction and to reinforce our commitment to financial integrity. The cumulative effect of the shares issued in 2015 and projected for 2016 equates to a $0.06 diluted impact on our standalone 2016 earnings per share.

In addition, the estimated impact of bonus depreciation is $0.04, but for the cumulative impact of these shares and bonus depreciation, we would have been in the top half of our 3% to 4% standalone trajectory for 2016. Considering these drivers, our standalone 2016 earnings-per-share guidance, excluding any cost to achieve the AGL Resources merger, is $2.76 to $2.88 per share.

Assuming the AGL merger closes later this year, our long-term earnings-per-share growth outlook remains a range of 4% to 5%. In addition, our earnings estimate for the first quarter of 2016 is $0.53 per share.

I'll now turn the call back over to Tom for his closing remarks.

Thanks, Art.

As evidenced by our discussion today, 2015 was indeed a remarkable year for Southern Company, and we enter 2016 with strong momentum. Our franchise business is performing at a high level, solidifying its industry leadership.

We see great progress on major capital projects, with the completion of the Kemper County facility on a near-term horizon and Plant Vogtle units 3 and 4 over 60% complete. We anticipate the addition of AGL Resources later this year, and we see a stable economy in a region poised for continued growth.

Our cash flow and credit profiles are significantly improved, and we continue to project 4% to 5% long term growth in our business. With the strength of our 26,000 employees and their commitment to provide clean, safe, reliable, and affordable energy to the customers and communities we are privileged to serve, we believe Southern Company is well positioned to succeed in the months and years ahead.

We are now ready to take your questions. Operator, we'll now take the first question.

(Operator Instructions)

Our first question comes from the line of Dan Eggers with Credit Suisse.

Good afternoon, guys.

Hey, Dan. How are you?

I'm good, thank you. The first question for you just on the load growth outlook. 2015 seemed maybe a little tougher than hoped, and you look at the rally in 2016.

Can you just maybe share a little bit more what you're seeing, particularly on the residential side? Are you seeing some usage gains, or what do you see sprucing that up? And then on the industrial front, it doesn't seem like the world is getting a whole lot better that the idea that's going to bounce this year also.

So residential, we're seeing a continued in migration of customers. That's the big deal. And we think that our projection of 1% is going to be driven largely by that.

Interestingly, through the work I see in the Fed, we see similarly here in terms of consumption -- consumption is flattish, and you're seeing that also in the Federal Reserve data as well. That's not all bad.

There's this long-term dividend by cheap oil, therefore cheap gasoline prices, cheap natural gas prices, all those accruing to increase essentially the disposable income of households throughout the Southeast. Interestingly, they are tending to increase their savings rate rather than their consumption rate at that point. Not all bad, because that typically serves as an insulator against future economic shots, so that would be my first comment.

Yes, Dan, you asked about industrial. We commented about the three largest segments, primary metals and chemicals and paper were down last year. We expect them to be flattish this year. There are still elements of strength in the primary metals group.

I think if you look at automotive steel, there's still a good demand for that. Architectural steel is actually doing pretty well to boot. And then in the automotive sector, transportation is expected to expand and we've got expansions going on at some of the customers in our jurisdiction, Mercedes being one of those. There's model expansions as well. So we expect those numbers to actually do well next year.

And then the housing-related industries, primarily in Georgia, are expected to continue to grow which is a reflection of the continued growth on the residential and commercial end.

And I commented earlier this morning on Squawk Box about this. Throughout 2015 as I appeared in that forum, culminating in a December meeting I had with Dennis Lockhart there on set. It was interesting. Our leading indicators started showing softening, our lagging indicators, commercial, were really good, and I had been bearish, particularly in the December telecast.

Our guys do a bottom-up forecast, and we've done this business roundtable discussion here in the Southeast with all of the economists of the major entities here. And based on a bottoms-up analysis plus what we're seeing from the roundtable here in the Southeast, we do expect these major industrial participants to start adjusting to this new reality, and improve their performance into the end of the year.

Got it. And I guess just the bonus depreciation cash is a pretty huge amount of money coming back to you guys. Was there any way for some of that cash to offset the equity raise you guys needed at AGL, and was that -- so is there a way to mitigate down the numbers you guys gave when you announced the deal, so maybe the equity issuance is going to be less than the $1.1 billion or whatever that number was originally?

Let me take you through dumb math, and then we'll talk about how we attributed it here. Dumb math. The number is going to be somewhere between $4 billion and maybe over $5 billion of cash. The $4 billion of cash that we talked about is really through 2020, and doesn't really assume that Southern Power executes its growth plan which we think they will. So the number could be higher maybe over a longer time frame.

When we look at -- so that's a source of cash. When we look at the uses of cash over time, we got into an argument here internally about how to attribute the benefits of that cash. So let's go through it, and let's just use the $4 billion number although the number could be higher. We had always assumed in our former financial plan, assuming we buy AGL, a $3 billion equity issuance over the timeframe. We're going to do $4 billion in cash. If you just use a 40% equity ratio, 40% times $4 billion, so it's the cash that retires a mix of capital requirement, the equity portion, that would be $1.6 billion. If the total amount of equity was $3 billion and you don't have to issue $1.6 billion now, that leaves you $1.4 billion to issue.

When you look at the uses of cash, we could go through a variety of ways to attribute these shares. But since the biggest issue of cash is a near term use, and that is to acquire AGL. So we decided to allocate the new equity essentially to that project. So if you think about it, $200 million issued in 2015 plus another $1.2 billion, represents the balance of $3 billion less $1.6 billion equals $1.4 billion. So that's really the simple math.

Look, Dan, we could have allocated the equity to Southern Power, we could have taken a pro rata approach. This is just the way we decided to do it to keep the plans in place through 2016.

Okay, thank you. And just one last question. That cash or the reduction in the rate base growth because of bonus depreciation, there was enough room in the 4% to 5% earnings growth band that reduced rate-based deployment is not going to work you guys down in the growth rate you originally provided in the Fall?

Well there's a give and a take there, right? Essentially the take is, yes, sure, it reduces growth. But the other side is, there's the benefit of excess cash, and therefore less shares, as I just outlined with you. $1.6 billion less equity raise over the same timeframe. And remember, part of this appropriations bill was not just bonus depreciation, it was ITC and PTC. So you'll see a sustained Southern Power growth plan through this period, and we think we're within that range. We're able to maintain it.

Got it. Thank you, guys.

Thank you.

Our next question comes from the line of Steve Fleishman with Wolfe Research.

Hello, Steve.

Yes, hello. Hey, Tom and Art. How are you?

Good.

Just wanted to clarify something here. So the when you announced the AGL deal, I think you said it was 4% to 5% growth off of your standalone 2015 base.

That's right.

Is that correct?

That's right.

And the mid point of that was $2.82. Now you're saying 4% to 5% growth off of your 2016 guidance, which is also still a mid point of $2.82. So if I go out and look at the future, like I looked out to 2018, if you just take the 4% to 5% defined that way, what was going to be $3.22 by 2018, would essentially be $3.08. So could you just be specific on what is the $0.14 difference between what you had said before and what you're saying now?

It's simply the shares associated with the preliminary issuance to support AGL, plus the estimated impact of bonus depreciation. Look, P/E times EPS is the short hand for value. When you think about the intrinsic value of Southern, we got bumped from the passage of this bill an additional $4 billion to $5 billion and perhaps more of cash. So when you look at the delta, the number is $0.04 here, that's how you get to $2.82 and we grow off of that 4% to 5%.

It is inescapable, and in fact, I'd argue that the adjustment from a book standpoint is in earnings per share, but the value adjustment is probably in the P/E ratio. If you do a DCF on Southern, we just increased $4 billion to $5 billion just on cash from where we were before. So take $2.88 at 5%, $2.76 at 4%, and that will be our growth trajectory going forward.

Okay. And then, in terms of --?

Steve, one more thing real quick. Recall also we talked about, of course this is all subject to the Board approval. All of our credit metrics are improved now. We've got lots more cash, so all of our credit metrics are better. And when you look at the dividend thing, if you want to do a Gordon model approach evaluation, we're better off than we were. In other words, we said given the earnings profiles and the growth rates and everything else, according to the Board approval, we'll pay an additional $0.07 in 2016 and then we would grow that to $0.08.

We're on the same trajectory, assuming the Board approves, and our cash flow metrics covering that dividend are somewhere between 20% better to historical performance around 10% better to what we thought it was when we announced the AGL deal. In other words, our ability to pay the dividend because of this cash is enhanced relative to where we are, consistent with the value proposition.

Okay. Should I read that as this just supports better the higher dividend growth that you talked about on the deal, or are you suggesting that there might be a chance to grow it even faster than you said?

Let's say at a minimum, it supports the growth that we said before. We'll always evaluate it year to year based on the Board. But my point to you is, we are significantly better from a cash flow coverage or dividend standpoint than we were before this thing. And so we're able, according the Board approves, we are able to maintain what we said before and we're even better off from a credit standpoint.

And that includes the assumption of an increase.

And that include it's going from $0.07 to $0.08 in the increase.

Okay, so I get that. One other question just on the Georgia review. Do you view this -- the commentary about the commissioner seemed to be constructive. So do you view it as an opportunity to go back to getting a bit of pre prudence decision? Because I know that was initially the law, and then it -- you settled that away, so there's an opportunity to do that or is this -- do you view this as a risk or how should we interpret this review?

We think this is bullish. This is all associated with the settlement of the litigation. And recall if you dial the numbers back, around VCM8 we decided not to pursue these courses because we were in front of litigation and we didn't want to do all that. So the Commission felt, and you've seen a lot of public discourse about this, that the settlement was good for everybody.

The Commission is taking the lead and evaluating now, is this the right time to pursue prudence. So we're following their lead, we'll prepare these exhibits in the next 60 days, and we'll pursue this process as outlined by the commission. But overall, we think this is very constructive.

Okay. I'm sorry, I just want to go over that one more time. So the difference in the future earnings that we discussed, that is really all due longer term to the bonus depreciation not having as much rate base because of that, obviously that's offset by financing. But net-net, that is the reason for the difference?

That's right. And we're going to maintain -- if you go through your Gordon model stuff, we're going to maintain the trajectory of the dividend. So the pay-out ratio is up, but cash flow coverage of dividends is significantly higher. And as our growth rate goes from 4% to 5%, the pay-out ratio comes down pretty quickly in the years ahead. So all we're doing is maintaining with better credit posture what we said before.

Okay, thank you.

Yes, sir, thank you.

Our next question comes from the line of Anthony Crowdell with Jefferies.

Good afternoon, guys.

Hey, how are you?

Never been better. How about yourself?

Awesome.

Just two real softball questions I guess. One is on Kemper. You had some -- I don't know if you call it hotspots or you had a I guess [two] other refractory. Is there a period where you get to where you're comfortable with now the gasifier, and I don't want to say out of the woods, but maybe the high cost of whatever of trying to get this thing online is past you?

Yes, and let's be very clear. What we're doing with the refractory is not high tech. It really involved finding some hot spots, looking at that, making -- not only fixing what was there, but making an improvement to both gasifiers. So we are taking the opportunity to once we get this thing up and running, it will run in a safe, reliable manner for years to come. So we took the opportunity to make improvements. These are not high tech, nor are they reasonably expensive, however, they are time intensive. Taking these steps right now, we think will benefit us long term, unfortunately they do add about two months to schedule, so that's what we've done.

The start up process otherwise, as we were so excited I guess the last time we spoke, the fluidization test and the more technical tests have gone beautifully. So we're very energized by the steady rate of progress in start up. Didn't like the delay, but we think that will serve us right in the long run.

And just lastly, if I move to Southern Power. It seemed like, I don't want to say perfect storm, but you have the maybe yieldcos or other companies that were investing in a lot of projects that Southern Power was also investing in. Is there a lot more potential, you guys have a lot of cash, great cost of capital, that Southern Power really just takes tremendous advantage of this downturn in the market and sees a lot more projects open to them?

We're very excited about the opportunity for Southern Power in the next few years. We've demonstrated our ability to execute like champions. We've developed terrific relationships with the people in the field. Anthony, I think the first comment I want to make is recall this $2 billion outperformance in capital deployment from 2015 through 2017, we think it's sustained from 2016 into 2018. Now I think -- I feel very confident that we're going to be able to execute there. There's some wild cards out there. It will be fun to see when gas starts reemerging.

And so that could even accelerate beyond what we're showing right now, but right now, I think we've got a good plan. We continue to execute in a very disciplined way, and we'll see what goes. I have very positive views about our ability to execute for Southern Power in the years ahead, and one other thing we just moved Buzz Miller over there and he's a very talented guy and I think we'll do great.

Great. Thanks for taking my question, guys.

Thank you.

Our next question comes from the line of Paul Ridzon with KeyBanc.

Hello, Paul?

Tom, how are you?

Awesome. How are you?

Well, thank you. I just want to make sure I understand you've got in your guidance the shares to fund the acquisition, but no revenues from the acquisition?

That's why basically they're excluded from ongoing EPS.

Exactly right.

So when you're assuming the deal closes or assuming it doesn't close in this year?

Well, no remember the earnings profile of AGL is such that it's front-end loaded. All their earnings are in the first half of the year. They don't really earn very much in the second half of the year. And so what I've been telling everybody is, you shouldn't expect any contribution in 2016 out of AGL. And on a standalone basis, as we suggested in the script, if you remove these one-off items we were in the high end of the 3% to 4% range. Now when you bring AGL on beginning in 2017 and beyond, we change our growth rate to 4% to 5%. And we feel very comfortable about that.

And that includes AGL.

Yes, and that includes everything now.

2016 doesn't include anything for AGL.

So remember, AGL plus the fewer shares, plus the growth rate of Southern Power gets us back to 4% to 5% that we told you we would do before. And we think even with a higher pay-out ratio as the book EPS would suggest, the cash flow coverages allow us to pay that with even greater safety. We're in a better position on the dividend than we were before when we announced AGL.

[So bonus D].

Yes.

And then just back to your comments on Southern Power, should we look for you to -- what's the right scale and your tax appetite for doing more renewables?

So I'll let Art fill you in on that. We find ourselves, because of this excess cash and tax benefits, in a carry-forward position. We've adjusted -- we are adjusting our IRR requirements. We have this very disciplined process we go through, particularly for the solar deals, and I'll let Art go through that, unchanged probably is our wind deals.

I think you just wrapped it up. It's just like he said, Paul, we're going to be not be able to monetize some of the investment tax credits quite as quickly as we had expected for solar. However, it's a little bit different for wind because production tax credits are spread over a 10-year period. So we'll still look at incremental solar, we'll look at incremental wind and we'll still apply very disciplined processes, as Tom talked about, to our approach to every project.

And we talked to you before in October about -- we had a great backlog already in 2016. We think all those projects fit underneath our curves, even as they are adjusted.

And then, Tom, I heard you in the background this morning on TV, but you didn't have my undivided attention I had a couple things going on.

Come on, Paul.

I've been looking for a replay on it. But can you just review your comments you had about a new age because of eCommerce or electronic?

Yes, it's fascinating stuff. We really do have a great team of economists here, and we're just seeing this now in a broader sense. Here is the issue. We had talked historically about leading and lagging indicators. And in fact, I would argue our stuff is as good as anybody's in predicting the direction of the market. And what we had been seeing historically is that industrial sales are the leading indicator, even better than that is economic development, but let's just stay with industrial sales.

They create jobs, they grow personal incomes that are above normal for the Southeast. As we create jobs, people move in, they get those jobs, they get the higher incomes, they start consuming more, that's residential. And then as more people move in, the commercial sector comes in, they do dry cleaners and grocery stores and hospitals and schools.

Now, there is an emerging segment in the commercial class -- so the commercial class is the lagging indicator, and it matured really well during 2015. And so you say, is that a bearish signal? There is an emerging and important segment in commercial sales that really relate to the electrification of the economy. As the whole economy becomes more digital in its composition, we're seeing, especially in the Southeast, the advent of data farms, of server farms, of IT professionals. And these jobs are two to three times higher than typically what would you see in a normal commercial job, like a restaurant or a school.

These are really high-paying jobs, and they don't have the kind of correlation to industrial activity that you see typically from commercial to industrial. And just as a supporting statistic, Georgia was just named the seventh fastest growing state in the United States for technology employment. This is a sustainable growth rate, and doesn't have that correlation. So even if industrial starts to take off and all of that again, these guys are going to sustain, and we're very excited about that. The buying power, the economic quality of this segment is really good.

And then your 1% forecast for industrial sales growth, that's just based on economic development activity you expect to start taking root?

Yes. Plus I think even the people that had been damaged a bit by the downturn and the malaise in the international economies, and cheap oil, and the strong dollar, and all that. Even there, we're seeing these people adjust to this new market reality.

Let me give you a fun statistic there. Nationally, we're seeing United States exporting down around 7%. In the Southeast, it was down only 2%, and that really picked up at the end of the year. The Savannah port had a record year in terms of its activity. So I think what we're seeing is some of these industries that had been hurt pretty bad and maybe coming off a low base, chemicals, primary metals, et cetera, now adjusting to this new reality.

Thank you very much.

Yes, sir. Thank you.

Our next question comes from the line of Greg Gordon with Evercore ISI.

Hello, Greg.

I don't think that it's possible to patent the dividend discount model. I think that was already done by someone else, but thanks.

So a little bit more on the question of the visibility on the solar and wind stuff. I understand you said you're going to because you theoretically are going to be able to monetize ITCs now over a longer timeframe, your IRRs are higher. Every other utility holding company is in the same boat.

So if your marginal competitor or an incremental solar project is just Con Ed or Dominion or Duke, then you're all in the same boat and doesn't change the competitive landscape. But if your marginal competitor is someone who has got a similar credit rating and still has a tax appetite, doesn't that put you at a theoretical disadvantage going forward in order to achieve your targets?

Yes, sure, as you posited your question, yes. But in what we've already seen for the project that we've already circled for 2016, remember in October, I gave you great confidence about our ability to execute 2016 in a similar manner. I think we're going to be able to do that. We already know that those projects meet our hurdle rates, even with the adjustments.

And don't forget about the importance of relationships, our ability to close, the fact that we've worked in joint development, if you will, for people to get power sales agreements, that are suitable to our risk return profiles. And so I think all this will work to our benefit. We don't see really any significant slowdown I just wanted to let you know that we were looking at, at the time, value of the cash, but it doesn't make a substantial difference to be honest with you. I feel very bullish about our ability to execute the growth program.

Okay, great. And I know that Steve asked this question a million different ways, and I've come up with a slightly less lower number in 2018 than he does, but semantics. Is it solely the impact of bonus depreciation and all things equal, or are we also seeing the compounding effect of slightly lower than expected sales growth in terms of earned returns across the business as well?

It's all bonus.

It's all bonus?

Yes, the bonus lowers your growth rate, improving your growth rate is going to be less shares. Improving your growth rate is going to be the growth plan of Southern Power, and we're going to keep rolling.

Okay last question.

Remember, we talked about $4 billion. I know we were conservative on all these things, but if Southern Power executes its growth program, it's going to be more than $4 billion and it could be in fact a little higher than $5 billion.

Got you. Last question, Georgia, things look like they're going in a positive direction in terms of them reviewing the settlement, them doing prudence. You also have a rate plan that you'll either get an accounting order for again this year, or go through a normal rate case process as you usually do when you roll these things.

Is that workload theoretically achievable by the Georgia commission? It's just a lot of stuff for them to get done this year, or should we expect this stuff to roll into 2017 just by the sheer magnitude of what they've are trying to accomplish with three major approvals pending here, the settlement and review on the rate case?

Yes, add to that, I think we're doing the integrated resource plan. We have VCM14 filed in February to be done at whatever it is, July, August, and then we have 15 in the middle of the year. So if you think about it, we've got a lot of activity. And I know when they had the suggestion to go through this process, the staff raised some issues about workloads.

Look we all get that. We have a history since really 1995 of working very constructively with the staff and the commission, and we'll find a way to balance the workload and achieve good results for everybody. So it's a great point, let's let the commission figure that out and we'll work with them to get good results.

Okay. Thank you guys, bye-bye.

Thank you.

Our next question comes from the line of Michael Weinstein with UBS.

Hello, Michael.

It's Julien here.

Julian.

There you go. Surprise, big switch.

Just for the record, I just want to say we're both on the call, but we'll let Julien do the talking.

You do all the work, he does all the talking, right.

All fun no play. Yes, well a quick question if you will. Just to elaborate on the last series of questions around the growth rate. Can you be specific around the ITC benefits recognized in 2016, 2017 and 2018 as well. What are we seeing this year, and what are you thinking going forward? Dominion just laid it out the other day, they're seeing obviously with lower CapEx, a rolling off, but what are we expecting, what are we baking in there? Is there an offset to the bonus depreciation potentially with more solar ITCs?

Well the problem is that the bonus depreciation pushes out, stands in front of the monetization of the ITCs. So the more solar you do, the bonus you book pushes out the equation a bit. But if you look at 2016 and 2017, we'll be back into utilizing tax credits I believe some time in 2018.

And how much -- I'm just curious, how much is baked into the 2018 number then, just to be very clear about it? Or are you saying --?

So if had to read it -- I'm looking at some [Art has], it looks like yes, you're in there, you're kind of done in 2017, you're into it consuming it in 2018, and you're done by 2020, 2021. It gathers itself up pretty quickly, it consumes it pretty quickly. We can give you break down year by year I guess later.

And is there any incentive to delaying projects just to think about it out loud? If you're not getting the tax benefits now, why not push them off if you can renegotiate the deals, get a little better uplift?

You're talking about solar deals?

Yes. There's talk out there in the industry of it. I suppose you guys could potentially be a leading indicator of it.

No, you know what? It's an interesting question. Here is something that we have talked about, but so far we haven't seen much of it.

Remember when we thought there was going to be a cliff from 2016 to 2017? And we all said, boy, there's a freight train running to get deals done in 2016, and we said, well, if we get this extension, would all the activities show up in 2016 or would it start to spill over into 2017? We're seeing some of that, but we still feel that for the projects that were circled by us back in 2015 for 2016, that they're still going to happen pretty much in 2016. There could be some minor spillage, if you will, into 2017.

But here is what I think you're going to find more likely, and that is more projects now come to light. When you think about people starting to anticipate proactive responses to the Clean Power Plan, other states' activities with respect to renewable portfolio standards, I think there is a tremendous appetite to grow both solar and wind in the years ahead.

So my sense is with the added ITC and PTC extensions, the market is going to well exceed, I'm just going to guess, what we all think is out there. And the price for those projects will reflect the fact that the general participants in the United States are going to have bonus depreciation sitting on top of them. In other words, I think this will all resolve itself and we will see additional growth, that would be my guess.

Got it. Can I just go back real quickly, clarify we're getting some questions here. When we were talking about the ITCs, I was specifically inquiring around the earnings impact, not necessarily the cash. Is there any solar ITC earnings impact reflected in the 2016 guidance and 2017, or are you also delaying the earnings recognition?

No, for book purposes, you will still recognize the benefit of ITC. It's the recognition for cash that will be delayed until you've got room to take them.

So the cash benefit gets delayed a bit, and you're in the -- I don't know if I did an average of that. It's an average of, I don't know, [$2.5 billion] with a four year total thing. That's the time value magnitudes you're talking about.

But just to be clear, how much in EPS are we talking about in 2016 guidance?

In total for Southern Power?

Yes, or for the ITC. Just I'm thinking about that being something of a quasi one-time that you want to think about for (multiple speakers).

I'm going to say it's about $150 million.

Of ITC benefit in 2016?

Right.

All right, great. And 2017 and 2018 I suppose it's proportionately lower based on the CapEx you're projecting. Is that probably a fair statement?

That's correct. It depends on the mix, remember, the mix of wind and solar. So we've just given you a number, we've not defined it in any way between what's solar, what's wind and what's gas.

Got it. Great, thank you.

You bet, thank you.

Our next question comes from the line of Stephen Byrd with Morgan Stanley.

Hello, Stephen. How are you?

Great. How are you doing?

Awesome.

Most of my questions have been addressed. I just wanted to touch on new nuclear, and check in on the Sanmen project in China. What's your sense in terms of the progress at Sanmen?

It's good. There were -- I guess their big holdups related to the reactor cooling pump resolving those technical issues, those have been resolved, I think they are moving forward. I forget which one is which, but one is going to go in service this year, and I think Sanmen this year and early next year will be Haiyang. They are going well.

With respect to new nuclear, certainly as the Clean Power Plan starts to mature and states; responses, we've said it before. There's really a big three, maybe a big four, in responding to that. I think new nuclear makes a lot of sense. Big scale, base load, no carbon emissions. Clearly renewables will be a big player, will be for us, have been for us, and then when you see intermittent resources like wind and solar come to play you're going to need two types of gas come in.

One piece of gas, which will be the ability for generation to follow, the intermittency will be CTs. So we think you'll start to see CTs in a big way. And then it looks tough for coal, certainly new coal. So if you want to look at base load looking gas, that looks like CCs.

So those are going to be the trends that I think you'll see going forward. Right now, Georgia has filed its integrated resource plan but that really is not particularly responsive to the Clean Power Plan. It is way too far early to get a cogent response by the state. So you should view the IRP in Georgia as being pre Clean Power Plan in its composition.

Understood. So that could add -- as you think about the clean power plan, that can add additional opportunities but probably a bit later on just given the timeframe of that regulation.

Yes, and then that's right. But you're going to get in this conundrum of whenever you decide whenever it's accepted by EPA and everything else, if gas is going to be a big deal and you've got four years to start building combined cycles and you've got to have a response in place by 2022, for example, you've got to start right away. And that's why I guess Art made the comment that you're going to start seeing potential changes in the CapEx budgets if CCs start to show up in the back end of this three-year budget we've laid out for you.

That makes a lot of sense. Thank you. Just one last question just on Toshiba and Westinghouse. We were very pleased, obviously, with the settlement and improvement of the risk position. There's a little bit of press reports about the position of Toshiba and potentially looking at their investment in Westinghouse, but that looks more like a financial test rather than anything operational.

I assume it's the case that the people that you want in terms of the team involved from Westinghouse et cetera, they're there if Toshiba were to take a write-off of Westinghouse. That's not necessarily really it translates into anything different in terms of team composition or commitment to the business or anything of that sort?

No, not at all, Steve.

In fact, we would argue look, that we're in such a better spot than we were. Think about the relative positions of the Partners, we have a single point of contact now, they're not having to fight with each other. In fact, we're already seeing improvements on the site. We're going to 24-hour coverage, which we didn't have before. We're seeing an acceleration in the subcontractors for things like panels, Newport News, Oregon Iron Works, a much more focused workforce on site. No this thing has been terrific.

And with respect to any -- and I'll get Art to comment on this. But with respect to any credit issues at Toshiba, with respect to their ability to undertake their financial obligations under the contract, they provided us LCs to meet their obligations.

When they were downgraded for low investment grade, the terms of the contract required them to commit to letters of credit which we received about a month ago.

And they are written by strong banks that we're completely happy with.

That's very helpful. Thank you very much.

You bet, thank you.

Our next question comes from the line of Shahriar Pourreza with Guggenheim Partners.

Hey, Shahriar.

Hey, Art and Tom. How are you?

Super.

So just looking at slide 10, the dip in CapEx that you're showing for Southern Power. I'm still trying to figure out is this the pull forward of demand under the old tax regime, or is that Southern Power shifting out their CapEx profile given the higher hurdle rates or the less tax appetite?

You're talking in 2017, Shahriar?

That's right. In 2017, exactly.

I think that it's a bit of the lack of supply at this point. Is that's going to have to adjust to the new market reality that you now have extended the ITCs beyond down to 2021, that you don't have as many projects that were in the mill, so to speak.

You know what? I think Art is right on the money there. I wouldn't be surprised that the market for that number grows, and I feel good about our ability to execute within that growing market.

Look at what we've done, and that's why we want to make a point in the script about the last three-year forecast we gave you was $3 billion and we did $5 billion, for heaven sakes. Right now, we're saying it's going to be $5 billion for the next three years, and we're going to do $2.4 billion in 2016. So that says, well there's only $2.6 billion in the last two years. I wouldn't be surprised that number grows.

When you see the availability of these tax credits, when you think about people getting ready for the Clean Power Plan, the market is going to grow. That's what we're showing right now. That's what we are going to stick with in our plan, but I think there's room to grow.

You look at the RPS standards expansions, that will certainly drive some of the growth naturally anyway.

Absolutely.

And then just sticking with the growth, large scale acquisitions on the renewables side. I have to imagine there's willing sellers, and maybe you could just touch on if you can the recent media reports that Southern Power was potentially looking at Sun Edison's portfolio?

Wow, I haven't seen that and I'm not going to comment on it. We are active, we have terrific relationships, have had terrific relationships with major developers. First Solar has been one, Recurrent another, and so we work lock step with those guys and that's why we're so confident about our forward supply.

Certainly there are projects that are in existence, and if we're a logical buyer we will participate really hard. I'll give you examples where we've done that. In Georgia, after the solicitation process that went through, a lot of developers went and did deals there, we became a very attractive participant because we could execute with a great deal of financial resources and just work it really well.

That's going to be in existence. But with respect to any particular name, we would never comment on that. There's going to be stuff available though.

Got it. Thanks so much.

You bet, thank you.

Our next question comes from the line of Ali Agha with SunTrust.

Ali, how are you?

Good, Tom, good afternoon. Just wanted to clarify a couple of points you'd made earlier, just to make sure I'm getting them right. So first off on bonus depreciation, is it fair to assume that the $0.04 hit that you assume in 2016, is that a good annual number to think about for 2017, 2018 as well?

No it will go up as we move out in time, Ali. The facts are that we were actually a cash taxpayer in 2015, and before the extension of bonus, we'd probably have been one in 2016. So it's a smaller effect in 2016, but it will grow over time.

But just remember, consistent with the guidance we had given you, we're going to overcome a continuing burden by less shares, growth plan, addition of AGL.

Yes, I get that. And then secondly, so given this ITC and PTC extension, and Tom you alluded to the fact that previously you were looking at a bit of a cliff in 2017. So off that 2015 earnings base for Southern Power, how should we be looking at the next three years, relatively flat or growing, given that these things have extended? How should we think about that change now from your perspective?

These guys hate me talking about this. And I'm actually talking about Southern Power, not you. We have continued to see Southern Power's goals every year. Gosh, when I think about -- I want to go back to 2014, we estimated around [$150 million] or so and we got [$170 million] or so. When we estimated 2015, we estimated [$180 million] and we're going to get [$215 million].

Now here is what's interesting. I'm going to give you a number in 2016 that's going to knock your socks off I think. But remember we added to the CapEx, so our CapEx went from I forget what we estimated $1.2 billion to $2.4 billion round numbers in 2015, and then we said we're going to execute similarly in 2016. So imagine the CapEx that we've been extending on projects. And while we jumped up to [$215 million], the effect of this acceleration of CapEx, at the end of 2015, we were spending CapEx but didn't have projects in service. Once we go into service in 2016, you're going to see a great big jump and that jump could be as high as the high $200s to $300 million in net income, so it's going to be a big bump.

Now consistent with the CapEx that we're showing you here, that number is not sustained. And in fact, the less CapEx and the idea of the cliff and all that would show that our net income will come down in Southern Power to some level in 2017. Not prepared to talk about what that level is, but I want you to know don't expect $300 million to stay the same every year thereafter. I will just say, 2016 we expect a great year in net income contribution from Southern Power.

Absolutely.

And just remember in 2017 and 2018 going forward, AGL pops in and we estimated way back when I think about $0.10 a year on the average. So that's what really picks up for Southern in 2017, 2018 and beyond.

And also, can you remind us, Art, again, of the [$15 million] O&M number expense that you posted, what kind of growth rates would we be looking [immediate] going forward?

Okay, Ali. Going forward, we're going to stick with our 3% to 3.5% number, but understand that there's no such thing as a normal year in non-fuel O&M. Looking back to 2014, it's, for the operating companies alone, year over year, it's only up 1.2%. If you look at total Southern it was up 2.3%. So lots of things influenced those numbers, but as a planning guide I think 3% to 3.5% is a good number.

And you guys know for years, really going back when I was in the CFO ranks, we've developed this dynamic budgeting process where actually we approve a lower level of budget, and then above that we developed some flexibility. That essentially creates optionality in our spending plan to match for different economic conditions and different weather, such that that's why we always hit our numbers.

We're able to adjust spending and when we have warm weather during the summer, we are able to do more outages and more work. And what underpins all that, the result is, we have the best reliability for the wires and our generating system in the industry. So it works exceedingly well. But Art is right. I guess you should use a 3.5% looking number, but just be cautious. We'll match that with revenue over time.

And there's other exogenous factors. We'll bring Kemper online, and that will certainly make a difference in non-fuel O&M. And as we bring other environmental pieces of equipment on, that will impact O&M as well, but I'm really talking about base stuff.

Understood. And last question, Tom, now with all these moving parts and these extensions and bonus et cetera. If you look at your Company on a standalone basis and pre the AGL acquisition announcement and the financing that goes with that obviously, if none of that had happened, what kind of growth rate were you looking at for Southern on a standalone basis?

Okay. Absent AGL, absent bonus and all that?

Well, one is obviously -- Sorry, go ahead.

Okay, I'll answer it. Absent AGL, absent bonus and all the new tax law we just got, it would have been 3% to 4%. And we would have been back to the litany of me posing to you all the rhetorical question that we in fact face. That is, we would become way excess cash flow, it's what we talked about before, and we said there's three things you can do with it. One is buy back your own stock, one is buy somebody else's stock, and in the middle buy assets. And what we had been seeing, what you've seen us do in that strategy was to buy up a bunch of assets particularly at Southern Power.

We saw an opportunity with AGL, not only to buy somebody else's stock at a premium that is enormously accretive especially given where they were trading relative to their peers. So our premium wasn't nearly as high as what you see in the media, and especially relative to other deals, and it accretes to our growth rate. And so this thing has been a home run ever since we've announced, and I think our stock has performed accordingly. But it would have been 3% to 4%, but we would have been dealing with what do we do with the excess cash.

Understood, thank you.

Yes, sir. Thank you.

Our next question comes from the line of Michael Lapides with Goldman Sachs.

Hey, Michael.

Hey, guys. Hey, Tom. Hate to be the one to do this, but mine have all been asked and answered. I think I can hand it off to the next guy.

No, you're a hero, thanks. Appreciate the chat.

Our next question comes from the line of Paul Patterson with Glenrock Associates.

Good afternoon.

Hello, Paul.

How you doing?

Super. Hope you're well.

I just wanted to ask you a couple quick ones. What's the GDP forecast for 2016?

It's a little over 2%.

A little over 2%, okay. Now when I look back at what you guys had for this time last year, you guys had about 3% and you expected 1.3%. So when we are looking at this, are we -- have you guys changed your GDP growth rate? And also by the way, I hate to do this, but is a leap year in this as well, this new --?

That does matter.

I know.

Yes, Paul, this is Art. I think certainly GDP is a factor that we put into our forecast, and it does have an influence. But one other thing, and Tom has already mentioned it, is our bottom-up approach. Is we talk to all of our large industrial customers, and we get a lot of information from them about what their plans are, what their expansions, what new models they might be bringing online, whatever, and we factor that in as well. So it not just a top down GDP driven number. It's not going to always match up.

Let me just give you a story about that. So when we went from 14% to 15%, we had gas prices on the average be in the $4s to now in the $2s. So there were some people on the margin with co-generation facilities. So as prices in gas went down, they turned on their co gen, and stopped buying from us, that also impacted industrial sales in a big way.

You're not going to see that same delta this year, because you're at a super low gas price. I don't know how much further lower they can go, but we aren't going to see that delta. So what you're remaining with is an industrial growth rate that we think is achievable.

Okay.

It is absolutely a bottoms up, boots on the ground kind of analysis. We do check it with our big mega trend looking stats, but we're pretty confident with what we got.

Okay. And then with respect to Julien's question on the solar ITC, I wasn't really completely clear about what the 2017 impact was. It sounded like, if I got it right, $150 million that you guys saw in 2016 for the ITCs, and then, I apologize, I just didn't really catch what you guys expected to have happen with that in 2017.

It really depends on whether we're going to do solar deal, wind deals or natural gas. So it's hard to say what it's going to be then because it depends on what we commit to do and what we spend CapEx on. What clears into service.

Okay. But directionally, do you think it might go down, is that what --?

Sure. Yes, absolutely.

Okay.

Because what you're going to do probably is, I don't know, well I'll say under the current plan that we forecast here. Who knows what's going to show up in the market, and we'll adjust accordingly as we see it show up. But one of the things you can pivot to do is do more wind, for example, and that would make it go down.

Right, and that would suggest that though (multiple speakers) that would be a little bit of a -- but that could be a little bit of a drag. Is that what we should think in terms of at least in the near term year over year?

No, listen, we feel comfortable about hitting our numbers that we're showing you guys. Look, we're giving you our best guess, and we're giving you a conservative case. My sense is there's going to be a bigger market, and certainly I will challenge Southern Power to participate fully in that bigger market than what they're committing to right now.

Remember we went through the discussion earlier on the call about going from a big CapEx number in 2016 to the lower CapEx number in 2017. That really is just a reflection of where we are. We'll push them to do more.

Okay. And then just with Kemper, and the negotiations on the CO2 contracts. How is that going, and how should we think about the impact of low oil prices and the economics of Kemper on an operational basis given what we've seen with the big dramatic drop in oil and gas?

Interestingly, I asked that question yesterday in terms of appetite for CO2. People still have an appetite for CO2. For the EOR business, there's a tremendous demand, and in fact, we've been approached -- forget Kemper. We've been approached about getting in the business of producing CO2 from other places.

You may remember way back when, we did one of our early pilots on carbon capture and sequestration out of plant Barry, and we were sequestering the CO2 in the Citronelle fields there. We think there's tremendous demand for CO2 in the EOR business, even at these prices and I was a little surprised at that.

In terms of the relative cost of energy, we've covered that in other calls. And I just remember my baselines here, so I'm going to just quote what I've quoted before. But at $100 a barrel, the value of CO2 plus a host of other assumptions got us to about $1.25 per million BTU equivalent. At $50 a barrel, it was somewhere around [2 to 2.25] equivalent, and so we'll see what happens now.

Is that linear, or as you know, we've had a drop from there that was just a surprise. (Multiple speakers).

Well of course. Yes, we get that. But listen, you know what? And I get this question all the time about how can you justify building nuclear when gas prices are low. One of the things we do know is that we don't know what's going to happen with gas prices, and they tend to be much more volatile than other fuel stocks. One of the advantages of Kemper relative to even other natural gas plants is that we've essentially fixed out our cost of supply. We have [mine math] lignite, we know what that costs. That's not going to vary. And so we're going to be able to produce assuming a reliability profile, at a very constant level.

And recall also what has changed over time, look at the performance of Kemper in the past year just purely by running natural gas through the combined cycle units. We've supplied one-third of the energy consumed by Mississippi Power customers out of the Kemper site, so we're going to be able to provide reliability assurances in the regulatory process. Everything is going to be very attractive.

Okay. And then just there have been some reports about large coal inventory in light of the low gas prices and what have you. And I was just wondering if there's any issue or any comment that you guys have in terms of the level of coal inventory, and if anything has to change contractually? Or anything else you might see in terms of coal gas dynamics in the southeast because of the inventories you're seeing?

Paul, thanks for asking that. I won a monetary bet with Art Beattie on that. We prepare the most arcane data, and in preparation for this, one, I think I just beat him.

I told him you wouldn't ask this, Paul.

But in fact, inventory is up a little bit. But not bad, and we're going to be able to manage it down. Here is kind of the fun stuff. We have been able to manage down the contracts over time. And so from a supply standpoint, we've really shifted of course to PRB away from central App. Illinois has also increased, Alabama remains a certain set of supply, so we've been able to shift our supply.

But the other thing that we've been able to do is work on transportation. We've been able to work constructively with the railroads, and here is my arcane data. When we talk about train sets and in 2014 at our peak, we had 95 train sets moving coal around the United States, in 2015 that number has gone down to 75, and for 2016, we have 45 active.

So we've been able to take down the number of assets that are moving coal around the United States. That will serve to balance out our fuel loads in an economic manner for the benefit of our customers throughout this year and then going forward.

Okay, great. I really appreciate it. Thanks so much.

You bet, thank you.

Our next question comes from the line of Steve Fleishman with Wolfe Research.

Hey, Steve.

Hey, guys. Hey, Tom. Just a question on thinking about Vogtle with the bonus depreciation. Does the $4 billion or $5 billion of cash include getting bonus on Vogtle, at least one of the units when it comes in?

Yes.

Okay. Just one of them or both of them?

Both.

Okay. And does the 4% to 5% growth rate include like the rate base impact of Vogtle from bonus depreciation too, so it's everything together?

I would imagine that it does. I can't imagine it not being impacted.

Okay. So you're including the full impact bonus depreciation cash and rate base for Vogtle?

That's correct. And we mentioned that in our script, actually, it was going to pick up both Kemper and Vogtle. So within those timeframes, that's true.

Okay. Thank you.

Yes, sir.

Our next question comes from the line of Ashar Khan with Visium.

Hello, Ashar.

Hey, Tom, how are you doing? Tom, I'm a little bit -- a lot of numbers, but I don't know if you can simplify or I heard something wrong and this I'm trying to understand the merger. So you said, if I heard in the commentary, that the merger is going to add $0.10 in 2017 and 2018, if I heard it correctly.

Round numbers, that's right. Through the period, it's $0.10 accretive per year, and the numbers are $0.09 and $0.10 and $0.11, but whatever.

Okay. But then I also heard that you said that you're using $1.4 billion of equity from the bonus depreciation windfall in terms of investing that into this new investment which is AGL. So we don't have to utilize it. And to me, $1.4 billion of equity is equaling to, on current today's stock price, is equaling to about $0.10 a share.

And then we are saying that's also hitting us by $0.06 in 2016. So to me, that implies that the transaction is dilutive by $0.05, so what am I missing? The numbers don't add up, there's $0.06 plus $0.10 on equity avoidance, plus -- I'm just not getting it.

Yes, I would go back to the math. I tried to do before the caveman stuff. We were always -- when you think about and really get into an argument of attribution of shares. And we argued about whether to put it all on Southern Power and say that we were financing all of AGL with cash coming from bonus and all this other stuff, or whether to do a mix or whether to just say look, the nearest term use of cash is AGL and so therefore, keeping the $1.4 billion remaining which we did $200 million in 2015, $1.2 billion is our plan in 2016, we have just chosen to associate that with AGL.

We could have done a variety of things. When you consider the total amount of CapEx, including the acquisition amount less the benefit of cash, we could have attributed that on a pro rata basis. The economic impact of AGL remains the same. It's once we get a full year of earnings, remember and maybe this will be helpful just to recall when we did the announcement. Their EPS growth rate on a standalone basis was between 6% and 9%, and their base case assumed essentially 7.5% and we thought there were opportunities to improve that a wee bit. When you add AGL into Southern, it increases our overall growth 1% from 3% to 4% to 4% to 5%. That represents about $0.10 a year. We're going to sustain that into the future.

How you want to count the shares is almost a term of art. But the truth is, the fact that we're going to get at least $4 billion, potentially over $5 billion, allows us to offset a significant amount of shares that otherwise we would have issued. The firm is better off $4 billion to $5 billion in total.

Okay. I'll go back and do, but I don't know the math didn't work out. Second question, Tom, on the more macro thing. I guess you were not the only one, the companies that reported earlier, all three of them showed a huge drop in industrial sales in the fourth quarter.

Yes.

Is this -- and I think what you mentioned in your macro piece and I guess mentioned by Dudley last night is that the strong dollar is hurting the industrial and manufacturing side. How long do you think that this remains there? Is this just last quarter, or are we going to see weak numbers -- year or year comparisons for the first half of the year, or could you just give us from your macro perspective?

Yes, and in fact if you want to go back and look at the clip. Look at the clip that CNBC has of when I was on Squawk Box with Dennis Lockhart in December. But let me give you just the dumb overview again. When you look at quarter-by-quarter performance, we track very closely the top 10, I used to call them [sitcos], I understand they are called something else now. But standard industrial classification segments, that represents 80% to 85% of our sales in the industrial sector. So 14, all 10 of those segments showed year-over-year growth, so it was a terrific forward-looking story.

And then we projected I guess a 1.3% increase in industrial sales. Then all of a sudden, with worldwide economies, China, all that other stuff that we're talking about, dollar, exporting going down, we started seeing those segments start to show year-over-year weakness. In the first quarter, two of them turned negative. In the second quarter, I want to say three of them turned negative. And in the third quarter, six of them turned negative. In the fourth quarter, it turns out seven of them turned negative. And then even now my momentum analysis would have showed that even if you were still positive, this is a momentum comment, you were less positive. Everything started showing that it was slowing down in the industrial sector.

Now what Art said is true, and here is what's interesting. When these guys -- we were preparing for this call, first started coming up with the sales forecast and then we're showing renewed growth in industrial, we had a lot of give and take and pushback, and why do you really believe that? So through a variety of factors, I think this notion that the industrial class is adjusting to the high dollar and low commodity prices in this new market reality is one factor.

Second factor, remember I mentioned before that with gas prices falling, we saw a bunch of co gen turn ons. That tended to depress industrial sales, that delta won't show in 2016 anymore. So as people adjust to the new reality, like for example, primary metals, we saw that go way down. We think now some of primary metals is going to grow associated with automobiles, with transportation. We're going to see that renew.

We have reason to believe from our bottoms-up analysis -- and I'll tell you another thing. And Mike Jackson of Auto Nation commented on this in some of his commentary. Other foreign operations are being relocated in the United States. A story for that, Art, is in Alabama with Mercedes Benz. So some of our bottoms-up stories are giving us the reason to believe that in the Southeast --now this is probably not true across the United States -- in the Southeast, we're going to see a renewal of industrial sales off of 2015. So look for it to occur in transportation, look for it to occur in housing, and maybe some of the other sectors.

But would you agree that might show up more in the second half of the year rather than the first half?

Yes. I would that would be my guess also.

That was my question. Thank you so much.

You bet. Thank you. Operator, any more questions?

Our next question comes from the line of Mark Barnett with Morningstar.

Hey, Mark.

Hey, guys. How are you today?

Great.

A lot of great commentary and detail today on the call, so thanks a lot for that. I just wanted to clarify one thing. It's been a long one. I just wanted to clarify one thing about the proceedings that were requested by the PSC. Am I correct in understanding that if there's no dispute with the staff findings over the next six months, there won't be a public disclosure of those discussions?

No.

Okay.

Let me just clarify that, and then let me get the time frames right too. We have 60 days in which to make filings with the commission with the staff, then a six-month clock starts. After we make the filings, there's a 30-day clock that will allow interested parties to file their own information.

Then we have an evaluation of all this information with the staff, and we try and reach a settlement as to its conclusion. Once we reach that conclusion, if we reach a settlement, there will be a period of time in which interested parties can finally evaluate it and it would be ultimately adjudicated in a normal course, as we do with almost any rate case or any other proceeding that we have. So there will be ultimately a hearing resulting after, assuming we have a settlement agreement, rest assured of that.

Okay, I just wanted to clarify that. Otherwise, thanks for everything today. It was great.

Super, thank you.

Take care.

Our next question comes from the line of Vedula Murti with CDP.

Hey, Vedula.

Good afternoon, Tom. How are you?

Great. How are you?

I'm doing okay. A couple things. In terms of Southern Power, it seems like obviously with the higher CapEx and everything like that, it's very production tax credit, investment tax credit driven. How much of this stuff stands alone by itself? I'm just wondering how much of this is just all tax driven as opposed to underlying economics without federal tax policies?

Now that's an interesting question. I've been on record a lot in how even the EIA would say the tax preference items accorded renewables are way in excess of anything associated with coal, oil, gas, and even compared to nuclear was estimated to be 35 times what's available there.

What's fascinating is, I think these are mature industries. And certainly with the way the Clean Power Plan is structured, even without tax benefits, there would be a great demand to do wind and solar. Just because of their carbon profile.

Recall also, that I think the United States in general is going to be really well served if we pursue the full portfolio. That I'm always fond of saying, we're the only one doing really doing all of it, new nuclear, 21st century coal, natural gas, renewables, energy efficiency.

Vedula, behind your question is a notion that these things have, in my opinion, excess economic returns relative to a tax policy that didn't favor one technology or another. But I think given where EPA is going, especially with the price of carbon that's implied in what they say, even without these tax preference items being so tilted toward renewables there would still be renewables growth.

And do you think that when you take a look at your own portfolio and your own projects how those fit within that construct that you just described?

Well to the extent we sign up for them, they're under current tax laws. And so certainly if you didn't have those tax benefits, they would have a different profile. Certainly the market would reduce, but for what we have it fits under the commercial terms in which we entered into them. It's hard for me to imagine -- certainly you're not suggesting would we have still done had we not had the tax benefits? That is the law.

I understand that it's the law, but I'm just wondering how much of this is only because of the tax law that allows all this to happen versus practical economics.

I don't know.

Also, please just think about back on the history of Southern Power over time. As I recall, there have been monetizations and just recycling capital or whatever. So if we think about your capital program over the next few years here, what type of monetizations or pruning or whatever you want to call it do you think either is built in or is possible?

Yes, Vedula, we don't have anything built in. But as we have demonstrated in the past, and I'm fond of saying we're an EVA shop. If there's a better owner for our assets, in other words they have a different discount rate, they have a different whatever, assets should sit in the hands of the best owner on a risk return basis. We're always open for business for good ideas about how to deploy assets or bring them back in, so we'll see.

I'm curious, if you look back in your history here, if you generally work on a noting built in, what do you end up usually realizing typically as opposed to a zero baseline?

I'm a little reluctant to do that because those kind of deals are very opportunistic. We get approached all the time by people, we're always interested in what's doing best for our stockholders in this case. And in some cases, these impact directly our customers. We just have to balance all that. I'd be reluctant to give a statistic like that.

Okay. One last thing. You may have addressed some of this in your opening script, and I missed the -- I only got in on the Q&A. But I'm just wondering can you maybe update us in terms of your current thoughts about how within the retail and the commercial sectors, how efficiency and technology is dampening sales and everything like that?

And how you're trying to work either through rate structures and regulatory mechanisms in order to offset that dampening [set]. I would assume that it's both in your interest and everyone's interest to try to do that as much as you can as long as it doesn't impair your ability to earn your authorized returns.

What we're seeing right now is we -- even despite energy efficiency and everything else, we have a growing economy and a growing sales picture. Obviously, we're always interested the best rate design that we can possibly have. We're certainly open to any good ideas there, and I know as our companies consider their ongoing discussions with regulators that we will think about good ideas. But overall, we still feel good about our growth profile.

So then I guess my last follow-up on that. Does that mean that because of the growth profile that you feel -- you see economically that trying to move more to, not a decoupled model, but getting more -- moving more in terms of having base rates being covered to a fixed charge and becoming less volumetric? Is that something that you're willing to because you like the growth profile, you're willing to hold off on? Or is that something that over time you feel like you're probably going to move to anyway or not?

Yes, but we're getting into a history lesson now. The industry has grown up basically on volumetric pricing. We have a whole lot of fixed assets. it stands to reason if you more wanted to closely get a fair picture with customers, that you'd price fixed assets in a fixed way and volumetric based measures in a volumetric way. Certainly I would say the pendulum is swinging more to the fixed asset approach, [seed Nevada] et cetera.

Certainly room to go there. We're willing to listen to any good ideas going forward. And just remember that any pricing scheme -- remember, we're still in a growing area in the Southeast. And I think there's a mega trend we ought to keep in mind, the economy is getting more electrified as a result of the digital nature of the economy, and I think we'll still see growth going forward for some time to come. Thanks a lot, bud.

I appreciate it, thank you.

Yes, sir.

Our last question comes from the line of Dan Jenkins with the State of Wisconsin Investment Board.

Big Dan. How are you doing?

Hello, good afternoon. Doing well. I just wanted to get a little more transparency maybe into your residential sales growth expectations. It's up quite a bit from 2015 to 2016. I was wondering if you could give us maybe some granularity into the customer growth you're expecting? And it looks like maybe some usage growth, is that being driven by maybe more single-family homes as opposed to apartments or what's the thinking there?

Yes, Dan, this is Art. Again, customer growth, we looked at last year, it was about just under 1%. We're looking for something that or maybe a little more in 2016, and again, that goes back to our comment about in migration into the region. Home values around the country have risen back to a level where people are more willing to transfer, sell their homes and move than they were say in the last three or four years. We've seen a number of new corporate headquarters moving into the Southeast as well, those are having a positive effect. We're still seeing I guess a higher level of multi-family. Although that is beginning to peak at some point.

So you're going to see it balance out a little bit, and I think that's part of our expectations. But you're still going to see a continuing use, weather normal use, erosion as you still have new eras of appliances coming in that are more efficient. That's just going to be a natural subtraction from customer growth that we see.

But the big slugs in the past were HVAC, and now we see it lighting being a big deal with LEDs and all that other stuff.

Yes, but HVAC is biggest issue in the Southeast.

Okay. And then on Vogtle, just the major modules and the critical path items coming up. I was wondering if you could just update the timing, like what are the next things for both unit 3 and unit 4?

We've got a slide on the deck on that, Dan, but unit 3, it's probably CAO3, CAO2. I think those are the last big modules that go inside containment. They are near completion, and are scheduled for insertion I guess within the next few months.

Unit 4, they're talking of completing the cooling tower installation. It's about 50% complete, so that will be done in the near future. And then you'll add another ring onto unit 4, along with the major modules on unit 4 that's CA20, CA01 all the big modules that will be repeated on unit 4.

So just to make sure I'm clear so you're saying, for unit 3, CA03 and 02s are probably first half type things?

Yes, those are the remaining ones that go in the unit 3 containment. Outside containment, you've got the turbine building tabletop is being completed. And later this year, you'll actually probably install the turbines.

Okay. And then so for unit 4, are the CA20 and CA01, are those first half or second half type?

I don't have that with me, Dan. But we can get it to you.

Okay, that's all I had. Thank you.

Thank you. Operator, any more questions?

Mr. Fanning, I'll turn the call back over to you for any closing remarks.

Thank you very much. Boy I don't know whether this is a combination of a Berkshire Hathaway annual meeting or an [F Session], but it was an all-timer in terms of length. I appreciate your patience, and we appreciate your interest in our Company. I really feel like Southern had a great 2015. We're turning the edge, value is a function of risk and return, not only did we exceed our targets that we set out for you, but also we have been cleaning up, continue to clean up significant risk hurdles.

When you think about selling the litigation at Vogtle, when you think about getting significant rates in place at Kemper. When you think about successful technical start-up activities. I think the Company is on a terrific upswing. When you think about adding AGL into the mix for the future, I think the future is quite bright indeed. So thank you again, everybody, and look forward to chatting with you soon. Take care.

Thank you, sir. Ladies and gentlemen, this does conclude the Southern Company fourth-quarter 2015 earnings call. You may now disconnect.