UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
Commission |
| Exact Name of Registrant |
| State or Other Jurisdiction of |
| IRS Employer |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Securities registered pursuant to Section 12(b) of the Act:
Edison International:
Southern California Edison Company: None
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 1.01Entry into Material Definitive Agreement
On April 30, 2021, Edison International entered into a First Amendment (the “Edison First Amendment”) to the Second Amended and Restated Credit Agreement, dated as of May 17, 2018 (the “Edison Credit Agreement”), with each lender named therein, and JPMorgan Chase Bank, N.A., as administrative agent. The Edison First Amendment extends the termination date of the Edison Credit Agreement from May 17, 2024 to May 17, 2025 and implements language consistent with U.S. syndicated loan market practice to provide for the transition from LIBOR to an alternative benchmark rate.
Also on April 30, 2021, Southern California Edison Company (“SCE”) entered into a First Amendment (the “SCE First Amendment” and, together with the Edison First Amendment, the “First Amendments”) to the Second Amended and Restated Credit Agreement, dated as of May 17, 2018 (the “SCE Credit Agreement”), with each lender named therein, and JPMorgan Chase Bank, N.A., as administrative agent. The SCE First Amendment extends the termination date of the SCE Credit Agreement from May 17, 2024 to May 17, 2025 and implements language consistent with U.S. syndicated loan market practice to provide for the transition from LIBOR to an alternative benchmark rate. In addition, pursuant to a Commitment Increase Supplement, three lenders party to the SCE Credit Agreement increased their commitments thereunder by an aggregate amount of $350 million, bringing total aggregate commitments under the SCE Credit Agreement to $3.35 billion.
Many of the lenders that are party to the First Amendments or their affiliates have in the past performed, currently perform and may in the future from time to time perform, investment banking, financial advisory, lending and/or commercial banking services for Edison International and SCE and certain of their respective subsidiaries and affiliates, for which service they have in the past received, currently receive and may in the future receive, customary compensation and reimbursement of expenses.
The foregoing description is qualified in its entirety by reference to the full text of the First Amendments and the Commitment Increase Supplement, filed as Exhibit 10.1, 10.2 hereto and 10.3 hereto and incorporated by reference herein.
Item 2.03Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
See Item 1.01.
Item 9.01Financial Statements and Exhibits
(d) | Exhibits |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 6, 2021
Date: May 6, 2021