SCE-PG SEC Filings

Southern California Edison Company is offering secured first and refunding mortgage bonds, including a reopening of its 5.15% Series 2024D bonds maturing on June 1, 2029, and a new Series 2026A with terms to be set in this supplement, subject to completion.

The prospectus supplement states the bonds will be senior secured obligations ranking equally with other senior secured debt, may be issued in global book-entry form through DTC, and are redeemable at the issuer’s option with a make-whole formula prior to specified par call dates. Net proceeds are intended to repay commercial paper borrowings and for general corporate purposes; the current weighted average interest rate on the company’s commercial paper is 4.26%.

Edison International is updating investors on its long-term strategy, highlighting wildfire risk management, grid investment, and earnings growth. Subsidiary SCE plans roughly $38–$41 billion of capital spending from 2026–2030, focused largely on distribution grid reliability, resilience, and wildfire mitigation.

This capex is expected to drive about 7% annual rate base growth from 2025–2030, supporting Edison’s target of 5–7% core EPS CAGR over the same period and an ongoing dividend payout of 45–55% of SCE core earnings. Edison introduces 2026 core EPS guidance of $5.90–6.20, 2027 guidance of $6.25–6.65, and reaffirms 2028 guidance of $6.74–7.14, all on a roughly 385 million share base, and extends its 5–7% growth outlook to 2030 with no planned equity issuance.

The update also details California’s wildfire framework, including AB 1054 and SB 254, the state Wildfire Fund, SCE’s extensive grid hardening and covered-conductor deployment, and the Eaton Fire status, emphasizing available insurance, customer-funded self-insurance, the Wildfire Fund, and potential securitization as clear funding sources for claims.

Southern California Edison Company has completed its cash tender offer for any and all outstanding 5.45% Fixed-to-Floating Rate Trust Preference Securities issued by SCE Trust V. The offer expired on December 19, 2025, with $181,274,175 aggregate liquidation amount of these trust securities validly tendered and not withdrawn, and the company has accepted all of them for purchase.

Holders whose securities were tendered and accepted will receive $25 per $25 liquidation amount, plus accrued distributions as defined in the Offer to Purchase. All conditions to the offer were deemed satisfied or waived by the company, and settlement is expected to occur on December 23, 2025.

Southern California Edison Company reported that it has announced the results and expiration of a previously launched cash tender offer. The offer covered any and all of the outstanding 5.45% Fixed-to-Floating Rate Trust Preference Securities issued by SCE Trust V, a Delaware statutory trust subsidiary of the company. A press release dated December 19, 2025, providing details of the tender offer outcome, is included as an exhibit to this report and is incorporated by reference.

Edison International and Southern California Edison report that the California Public Utilities Commission has issued a final decision on SCE’s 2026 cost of capital, keeping the existing mechanism and capital structure of 43% long‑term debt, 5% preferred equity and 52% common equity. For 2026, SCE is authorized a 10.03% return on common equity and a 7.59% overall rate of return, compared with a 10.33% return on equity and 7.66% rate of return for 2025.

Following this decision, Edison International reaffirms its long‑term outlook, targeting a 5–7% compound annual growth rate in 2025–2028 core EPS, implying 2028 core EPS of $6.74–$7.14, and 7–8% annual rate base growth. The company plans $28–$29 billion of capital spending in 2025–2028 and indicates no annual equity needs over that period. It also reaffirms 2025 basic EPS guidance of $8.05–$8.30 and core EPS of $5.95–$6.20, with $2.10 per share of non‑core items already recorded through September 30, 2025. Management highlights core EPS as its primary non‑GAAP performance measure.

SCE Recovery Funding LLC, an affiliate of Southern California Edison (SCE), is issuing $1,642,716,000 of Senior Secured Recovery Bonds, Series 2025-A in three tranches backed by dedicated wildfire recovery charges on SCE customers’ electric bills. The A-1, A-2 and A-3 tranches have principal amounts of $442.716 million, $600 million and $600 million with interest rates of 4.453%, 5.341% and 5.541% and expected weighted average lives of 5.66, 15.02 and 22.22 years, respectively.

The bonds are secured by “recovery property,” including nonbypassable fixed recovery charges and related accounts, and are non-recourse to SCE, Edison International, the State of California or the CPUC. A statutory true-up mechanism allows periodic adjustment of charges to target timely payment of interest and principal, with semi-annual payments each March 15 and September 15 starting September 15, 2026.

Net proceeds to the issuing entity are approximately $1.636 billion before expenses and will be used to purchase recovery property from SCE. SCE will apply its proceeds to recover and refinance Thomas Fire and Montecito debris flow Wildfire Expense Memorandum Account (WEMA) costs, related interim financing expenses and eligible financing costs under California’s Wildfire Financing Law.

Southern California Edison Company has launched a cash tender offer to purchase any and all of the outstanding 5.45% Fixed-to-Floating Rate Trust Preference Securities issued by SCE Trust V, plus accrued distributions. As of November 20, 2025, there were 12,000,000 of these trust securities issued and outstanding, which trade on the New York Stock Exchange under the symbol SCE PR K. The offer will expire at 5:00 p.m., New York City time, on December 19, 2025, unless extended or earlier terminated.

The company states that the funds required to purchase the maximum number of trust securities tendered is $300,000,000, excluding accrued distributions, fees and expenses. The detailed pricing terms, procedures for tendering and withdrawing securities, conditions to the offer, and U.S. federal income tax considerations are set out in the incorporated Offer to Purchase and Letter of Transmittal.

Edison International and its utility subsidiary Southern California Edison furnished an investor presentation under Item 7.01 (Regulation FD). The Business Update Presentation, filed as Exhibit 99.1 and dated October 28, 2025, will be used in meetings with institutional investors and analysts and at investor conferences. The presentation will also be posted on www.edisoninvestor.com.

The companies include customary forward‑looking statements language, noting expectations are based on information as of the report date and are subject to risks and uncertainties, with no obligation to update. The exhibit index lists the presentation and the cover page interactive data file.