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SCE-PL SOUTHERN CALIFORNIA EDISON

Filed: 19 Feb 21, 3:16pm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 17, 2021

 

 

 

Commission File Number and Central Index Key Number Registrant, State of Incorporation, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No. Commission File Number and Central Index Key Number Registrant and Issuing Entity, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No.

333-249674

000092103

 

SOUTHERN CALIFORNIA EDISON COMPANY
(depositor and sponsor)
(a California corporation)

 

2244 Walnut Grove Avenue

(P.O. Box 800)

Rosemead, California 91770

(626) 302-1212

95-1240335

 

333-24674-01

001826571

 

SCE RECOVERY FUNDING LLC
(a Delaware limited liability company)

 

2244 Walnut Grove Avenue

(P.O. Box 5407)

Rosemead, California 91770

(626) 302-7255

85-3002154

 

 

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 (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: 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 (17 CFR §240.12b-2).

 

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 8.01 Entry into a Material Definitive Agreement.

On February 17, 2021, Southern California Edison Company and SCE Recovery Funding LLC (the “Issuing Entity”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Barclays Capital Inc. and RBC Capital Markets, LLC as representatives of the underwriters party thereto with respect to the purchase and sale of $337,783,000 of senior secured recovery bonds, to be issued by the Issuing Entity pursuant to an Indenture and Series Supplement (together, the “Indenture”), each to be dated as of February 24, 2021. The senior secured recovery bonds were offered pursuant to the prospectus dated February 17, 2021. In connection with the issuance of the senior secured recovery bonds, Southern California Edison Company and the Issuing Entity also expect to enter into the agreements listed below in Item 9.01, which together with the Underwriting Agreement and they are annexed hereto as exhibits to this Current Report on 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.

  

Description

1.1  Underwriting Agreement among SCE Recovery Funding LLC, Southern California Edison Company, Barclays Capital Inc. and RBC Capital Markets, LLC as representatives for the Underwriters party thereto, dated February 17, 2021
4.1  Indenture between SCE Recovery Funding LLC and the Indenture Trustee (including forms of the Senior Secured Recovery Bonds) dated as of February 24, 2021
10.1  Recovery Property Servicing Agreement between SCE Recovery Funding LLC and Southern California Edison Company, as Servicer, dated as of February 24, 2021
10.2  Recovery Property Purchase and Sale Agreement between SCE Recovery Funding LLC and Southern California Edison Company, as Seller, dated as of February 24, 2021
10.3  Administration Agreement between SCE Recovery Funding LLC and Southern California Edison Company, as Administrator, dated as of February 24, 2021
10.4  Series Supplement between SCE Recovery Funding LLC and the Indenture Trustee, dated as of February 24, 2021

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: February 19, 2021   

SOUTHERN CALIFORNIA EDISON COMPANY

(as depositor and as servicer of behalf of the Issuing Entity)

   

/s/ Natalia Woodward

   Name: Natalia Woodward
   Title: Vice President and Treasurer

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: February 19, 2021   

SCE Recovery Funding LLC

   

/s/ Natalia Woodward

   Name: Natalia Woodward
   Title: Vice President, Treasurer and Manager

 

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