EDISON INTERNATIONAL (Exact Name of Registrant As Specified in Its Charter)
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Use these links to rapidly review the document TABLE OF CONTENTS ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-9936 EDISON INTERNATIONAL (Exact name of registrant as specified in its charter) California 95-4137452 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2244 Walnut Grove Avenue (P.O. Box 976) Rosemead, California 91770 (Address of principal executive offices) (Zip Code) (626) 302-2222 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange Name of each exchange Title of each class on which registered Common Stock, no par value New York Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No o Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes o No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No o Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No o Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check One): Large Accelerated Filer Accelerated Filer o Non-accelerated Filer o Smaller Reporting Company o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No The aggregate market value of registrant's voting stock held by non-affiliates was approximately $10.3 billion on or about June 30, 2010, based upon prices reported on the New York Stock Exchange. As of February 24, 2011, there were 325,811,206 shares of Common Stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the following documents listed below have been incorporated by reference into the parts of this report so indicated. (1) Designated portions of the Proxy Statement relating to registrant's 2011 Annual Meeting of Shareholders Part III Table of Contents TABLE OF CONTENTS GLOSSARY viii FORWARD-LOOKING STATEMENTS 1 PART I ITEM 1. BUSINESS 3 INTRODUCTION 3 Subsidiaries of Edison International 3 Regulation of Edison International and Subsidiaries 4 SOUTHERN CALIFORNIA EDISON COMPANY 5 Regulation 5 CPUC 5 FERC 5 NERC 5 Transmission and Substation Facilities Regulation 5 CEC 5 Nuclear Power Plant Regulation 5 Overview of Ratemaking Mechanisms 6 Base Rates 6 CPUC Base Rates 6 FERC Base Rates 6 Cost-Recovery Rates 7 Energy Efficiency Shareholder Risk/Reward Incentive Mechanism 7 CDWR-Related Rates 7 Competition 7 Purchased Power and Fuel Supply 8 Natural Gas Supply 8 Nuclear Fuel Supply 8 Coal Supply 8 CAISO Wholesale Energy Market 8 Properties 9 Seasonality 10 EDISON MISSION GROUP INC. 11 Regulation 11 Federal Power Act 11 Transmission of Wholesale Power 11 Markets for Generation 11 Wholesale Markets 11 Fuel Supply 12 Competition 12 Asset Management and Trading Activities 12 Properties 14 Power Plants in Operation 14 Renewable Development Activities 15 Significant Customers 15 i Table of Contents Energy and Infrastructure Investments 15 Seasonality 16 ENVIRONMENTAL REGULATION OF EDISON INTERNATIONAL AND SUBSIDIARIES 16 Greenhouse Gas Regulation 16 Federal Legislative/Regulatory Developments 17 Regional Initiatives and State Legislation 17 Litigation Developments 18 Air Quality 19 Nitrogen Oxide and Sulfur Dioxide 19 Clean Air Interstate and Transport Rules 19 Proposed NAAQS for Sulfur Dioxide 20 Illinois 20 Pennsylvania 20 Mercury/Hazardous Air Pollutants 21 Clean Air Mercury Rule/Hazardous Air Pollutant Regulations 21 Illinois 21 Pennsylvania 21 Ozone and Particulates 21 National Ambient Air Quality Standards 21 Illinois 22 Pennsylvania 22 Regional Haze 22 Illinois and Pennsylvania 23 New Source Review Requirements 23 New Mexico 23 Water Quality 23 Clean Water Act 23 California—Prohibition on the Use of Ocean-Based Once-ThroughCooling 23 Illinois 24 Coal Combustion Wastes 24 ITEM 1A. RISK FACTORS 25 RISKS RELATING TO EDISON INTERNATIONAL 25 RISKS RELATING TO SCE 26 Regulatory Risks 26 Operating Risks 26 Financing Risks 27 RISKS RELATING TO EMG 28 Liquidity Risks 28 Regulatory and Environmental Risks 29 29 Market Risks 29 Operating Risks 30 ITEM 1B. UNRESOLVED STAFF COMMENTS 30 ITEM 2. PROPERTIES 30 ITEM 3. LEGAL PROCEEDINGS 31 California Coastal Commission Potential Environmental Proceeding 31 EXECUTIVE OFFICERS OF THE REGISTRANT 31 ii Table of Contents PART II ITEM 4. RESERVED 33 ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 33 Issuer Purchases of Securities 33 Comparison of Five-Year Cumulative Total Return 34 ITEM 6. SELECTED FINANCIAL DATA 34 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 35 EDISON INTERNATIONAL OVERVIEW 35 Highlights of Operating Results 35 Management Overview of SCE 36 Capital Program 36 SCE Rate Cases 37 2012 CPUC General Rate Case 37 FERC 2010 Rate Case 37 NRC Oversight of San Onofre 37 Management Overview of EMG 37 Environmental Developments 38 Midwest Generation Environmental Compliance Plans and Costs 38 Homer City Environmental Issues and Capital Resource Limitations 38 EMG Renewable Program 39 Bonus Depreciation Impact on Edison International 39 Environmental Regulation Developments 39 SOUTHERN CALIFORNIA EDISON COMPANY 40 RESULTS OF OPERATIONS 40 Electric Utility Results of Operations 41 Utility Earning Activities 41 2010 vs. 2009 41 2009 vs. 2008 43 Utility Cost-Recovery Activities 44 2010 vs. 2009 44 2009 vs. 2008 44 Supplemental Operating Revenue Information 44 Income Taxes 45 LIQUIDITY AND CAPITAL RESOURCES 45 Available Liquidity 46 Debt Covenant 46 Capital Investment Plan 46 Distribution Projects 47 Transmission Projects 47 Generation Projects 48 EdisonSmartConnectTM 48 Solar Rooftop Program 48 Regulatory Proceedings 48 Energy Efficiency Shareholder Risk/Reward Incentive Mechanism 48 Ratemaking Mechanism to Track Bonus Depreciation 49 iii Table of Contents Dividend Restrictions 49 Income Tax Matters 49 Repair Deductions 49 Margin and Collateral Deposits 49 Derivative Instruments and Power Procurement Contracts 49 Potential Regulation of Swaps under the Dodd-Frank Act 50 Workers Compensation Self-Insurance Fund 50 Regulatory Balancing Accounts 50 Historical Segment Cash Flows 51 Condensed Consolidated Statement of Cash Flows 51 Net Cash Provided by Operating Activities 51 Net Cash Provided (Used) by Financing Activities 52 Net Cash Used by Investing Activities 53 Contractual Obligations and Contingencies 53 Contractual Obligations 53 Contingencies 54 Environmental Remediation 54 MARKET RISK EXPOSURES 54 Interest Rate Risk 54 Commodity Price Risk 54 Fair Value of Derivative Instruments 55 Credit Risk 55 EDISON MISSION GROUP 57 RESULTS OF OPERATIONS 57 Results of Continuing Operations 57 Adjusted Operating Income (Loss) ("AOI") – Overview 58 Adjusted Operating Income from Consolidated Operations 60 Midwest Generation Plants 60 Homer City 61 Renewable Energy Projects 62 Energy Trading 63 Adjusted Operating Income from Leveraged Lease Activities and Lease Terminations and Other 63 Other Operating Income (Expense) 63 Corporate Administrative and General Expenses 63 Interest Income (Expense) 63 Income Taxes 64 Results of Discontinued Operations 64 Related-Party Transactions 64 LIQUIDITY AND CAPITAL RESOURCES 65 Available Liquidity 65 Capital Investment Plan 66 Environmental Capital Expenditures 66 Non-Environmental Capital Expenditures 66 Future Projects 67 Historical Segment Cash Flows 67 Condensed Statement of Cash Flows 67 Net Cash Provided (Used) by Operating Activities 67 iv Table of Contents Net Cash Provided (Used) by Financing Activities 68 Net Cash Used by Investing Activities 68 Credit Ratings 68 Overview 68 Credit Rating of EMMT 68 Margin, Collateral Deposits and Other Credit Support for Energy Contracts 69