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 15, 2022

 

 

 

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.

333-260838

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

 

333-260838-01

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):

 

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

 

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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))

 

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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

 

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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).

 

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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 Other Events.

On February 15, 2022, SCE Recovery Funding LLC (the “Issuing Entity”) issued $533,265,000 of Senior Secured Recovery Bonds, Series 2022-A (the “Bonds”), pursuant to an indenture and series supplement (together, the “Indenture”), each dated as of February 15, 2022. The Bonds were offered pursuant to the Issuing Entity’s Prospectus dated February 8, 2022. In connection with this issuance of the Bonds, Southern California Edison Company and the Issuing Entity executed the agreements listed below in Item 9.01, which are annexed hereto as exhibits to this Current Report on 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
No. 		  

Description

  4.1    Indenture between SCE Recovery Funding LLC and the Indenture Trustee (including forms of the Senior Secured Recovery Bonds) dated as of February 15, 2022
  4.2    Series Supplement between SCE Recovery Funding LLC and the Indenture Trustee, dated as of February 15, 2022
  5.1    Opinion of Norton Rose Fulbright US LLP with respect to legality
  8.1    Opinion of Norton Rose Fulbright US LLP with respect to tax matters
10.1    Recovery Property Servicing Agreement between SCE Recovery Funding LLC and Southern California Edison Company, as Servicer, dated as of February 15, 2022
10.2    Recovery Property Purchase and Sale Agreement between SCE Recovery Funding LLC and Southern California Edison Company, as Seller, dated as of February 15, 2022
10.3    Administration Agreement between SCE Recovery Funding LLC and Southern California Edison Company, as Administrator, dated as of February 15, 2022
10.4    Intercreditor Agreement between SCE Recovery Funding LLC, Southern California Edison Company, The Bank of New York Mellon Trust Company, N.A. and the Indenture Trustee, dated as of February 15, 2022
23.1    Consent of Norton Rose Fulbright US LLP (included as part of its opinions filed as Exhibit 5.1 and Exhibit 8.1)
99.2    Opinion of Norton Rose Fulbright US LLP with respect to U.S. and California constitutional matters

 

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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: February 15, 2022       SOUTHERN CALIFORNIA EDISON COMPANY
      (as depositor and as servicer on behalf of the Issuing Entity)
      /s/ Natalia Woodward
      Name: Natalia Woodward
      Title: Vice President and Treasurer
Date: February 15, 2022       SCE RECOVERY FUNDING LLC
      /s/ Natalia Woodward
      Name: Natalia Woodward
      Title: Vice President, Treasurer and Manager

 

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