Item 1.01 Entry into a Material Definitive Agreement
On March 20, 2020, to enhance financial flexibility, Edison International
entered into a Term Loan Credit Agreement (the "Term Loan Agreement") with the
lenders named therein, JPMorgan Chase Bank, N.A., as Administrative Agent, and
Citibank, N.A., as Syndication Agent. The Term Loan Agreement provides for a
$800 million term loan facility that matures on March 19, 2021. Edison
International requested a borrowing of the full amount of the term loan on March
23, 2020. The term loan may be prepaid in whole or in part without any premium
or penalty. Edison International expects to use the proceeds of the term loan
for general corporate purposes, which may include the repayment of debt,
including senior notes. The term loan bears interest at either a Eurodollar rate
or a base rate plus a margin of 1.125% or 0.125%, respectively. The Term Loan
Agreement contains customary representations and warranties, covenants and
events of default and has one financial covenant, requiring that Edison
International maintain at the end of each quarter a ratio of consolidated total
recourse indebtedness to consolidated capital at a level that does not exceed
0.70 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 Edison International 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 lenders under
the $1.5 billion revolving credit facility of Edison International and the $3.0
billion revolving credit facility of its subsidiary, Southern California Edison,
and the administrative agent under the Term Loan Agreement is the administrative
agent under each such revolving credit facility.
The foregoing descriptions is 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.
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