STOCK TITAN

Southern California Edison (SCE) secures $1.5B term loan and ends prior $300M deal

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Southern California Edison Company entered into a new Term Loan Credit Agreement providing up to $1.5 billion in term loans maturing on March 22, 2027. The loans bear interest at either term SOFR plus 1.00% or a base rate plus 0.0% and may be prepaid at any time without premium or penalty.

SCE plans to use the proceeds for general corporate and working capital purposes, including repaying all borrowings under its prior $300 million unsecured term loan with Wells Fargo, which was terminated concurrently without early termination penalties. The agreement includes customary covenants and requires SCE to keep its consolidated total indebtedness to consolidated capital ratio at or below 0.65 to 1.0.

Positive

  • None.

Negative

  • None.

Insights

SCE secures a larger term loan to refinance debt and fund general needs, with a leverage covenant.

Southern California Edison arranged a new Term Loan Credit Agreement providing up to $1.5 billion in term loans maturing on March 22, 2027. Interest is based on either term SOFR plus 1.00% or a base rate plus 0.0%, and the loans are prepayable without penalty.

The company expects to use the proceeds for general corporate and working capital purposes, including repayment of all borrowings under the prior $300 million unsecured term loan that was terminated with no early termination penalties. The facility carries a financial covenant requiring a consolidated total indebtedness to consolidated capital ratio not exceeding 0.65 to 1.0, which frames how much leverage SCE can maintain under this agreement.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 1.02 Termination of a Material Definitive Agreement Business
A significant contract was terminated, which may affect business operations or revenue.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
0000092103false00000921032026-02-202026-02-20

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 20, 2026

Commission
File Number

  ​ ​ ​

Exact Name of Registrant
as specified in its charter

  ​ ​ ​

State or Other Jurisdiction of
Incorporation or Organization

  ​ ​ ​

IRS Employer
Identification Number

1-2313

SOUTHERN CALIFORNIA EDISON COMPANY

California

95-1240335

Graphic

2244 Walnut Grove Avenue

(P.O. Box 800)

Rosemead,

California

91770

(Address of principal executive offices)

(626) 302-1212

(Registrant's telephone number, including area code)

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:

[ ] 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 (§240.12b-2 of this chapter).

Emerging growth company

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 a Material Definitive Agreement

On February 20, 2026, Southern California Edison Company (“SCE”) entered into a Term Loan Credit Agreement (the “Term Loan Agreement”) with Wells Fargo Bank, National Association (“Wells Fargo”), as Administrative Agent and the several banks and other financial institutions from time to time parties thereto. The Term Loan Agreement provides for up to $1.5 billion in term loans that mature on March 22, 2027. The term loans may be prepaid in whole or in part at any time without any premium or penalty. SCE expects to use the proceeds of the term loans for general corporate and working capital purposes, including the repayment of all borrowings under the $300 million unsecured Term Loan Credit Agreement, dated as of February 11, 2026, with Wells Fargo, as the lender (the “Prior Term Loan Agreement”). The term loans bear interest at either term SOFR plus a margin of 1.00% or a base rate plus a margin of 0.0%. The Term Loan Agreement contains customary representations and warranties, covenants and events of default and has one financial covenant, requiring that SCE maintain at the end of each quarter a ratio of consolidated total indebtedness to consolidated capital at a level that does not exceed 0.65 to 1.0.

The lenders that are a party to the Term Loan Agreement or their affiliates have in the past performed, and may in the future from time to time perform, investment banking, financial advisory, lending and/or commercial banking services for SCE and certain of its subsidiaries and affiliates, for which service they have in the past received, and may in the future receive, customary compensation and reimbursement of expenses. In addition, each of the lenders party to the Term Loan Agreement are currently lenders under the $3.35 billion revolving credit facility of SCE and the $1.5 billion revolving credit facility of its parent, Edison International.

The foregoing descriptions are qualified in its entirety by reference to the full text of the Term Loan Agreement, filed as Exhibit 10.1 hereto and incorporated by reference herein.

Item 1.02. Termination of a Material Definitive Agreement.

On February 20, 2026, concurrently with the execution of the Term Loan Agreement described in Item 1.01 above, SCE terminated the Prior Term Loan Agreement, which was due to mature on March 11, 2027. SCE incurred no early termination penalties as a result of such termination.

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 9.01             Financial Statements and Exhibits

(d)        Exhibits

See the Exhibit Index below.

EXHIBIT INDEX

Exhibit No.

  ​ ​ ​

Description

10.1

Term Loan Credit Agreement, dated as of February 20, 2026, among Southern California Edison Company, the several banks and other financial institutions from time to time parties thereto and Wells Fargo Bank, National Association, as Administrative Agent

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

SOUTHERN CALIFORNIA EDISON COMPANY

(Registrant)

/s/ Kara G. Ryan

Kara G. Ryan

Vice President, Chief Accounting Officer and Controller

Date: February 20, 2026

FAQ

What new credit facility did Southern California Edison Company (SCE) enter into?

Southern California Edison Company entered a Term Loan Credit Agreement providing up to $1.5 billion in term loans maturing on March 22, 2027. The facility is with Wells Fargo Bank, National Association as Administrative Agent and several banks and financial institutions.

How will SCE use the proceeds from the new $1.5 billion term loan?

SCE expects to use the term loan proceeds for general corporate and working capital purposes, including repaying all borrowings under its prior $300 million unsecured term loan credit agreement with Wells Fargo, which was terminated concurrently with the new agreement.

What are the interest rate options on SCE’s new term loan credit agreement?

The term loans bear interest at either term SOFR plus a 1.00% margin or a base rate plus a 0.0% margin. This floating-rate structure ties SCE’s borrowing cost to prevailing short-term market benchmarks during the loan’s term.

What key financial covenant is included in SCE’s new term loan agreement?

The agreement requires SCE to maintain a ratio of consolidated total indebtedness to consolidated capital not exceeding 0.65 to 1.0 at the end of each quarter. This covenant limits leverage under the credit arrangement to a specified maximum level.

What happened to Southern California Edison’s prior $300 million term loan agreement?

On the date it executed the new agreement, SCE terminated the prior $300 million unsecured term loan with Wells Fargo, which had been due to mature on March 11, 2027. SCE incurred no early termination penalties in connection with this termination.

Can Southern California Edison prepay the new term loans without penalty?

Yes. The term loans under the new credit agreement may be prepaid in whole or in part at any time without any premium or penalty. This gives SCE flexibility to reduce or retire the debt if conditions become favorable.

Filing Exhibits & Attachments

5 documents