Exhibit 5.1
May 13, 2020
Edison International
2244 Walnut Grove Avenue
Rosemead, California 91770
| Re: | Edison International’s Common Stock, No Par Value |
Ladies and Gentlemen:
I have acted as counsel to Edison International, a California corporation (the “Company”). You have requested my opinion in connection with the proposed issuance and sale by the Company of 14,181,882 shares of the Company’s common stock, no par value (the “Shares”) pursuant to a Prospectus Supplement, dated May 13, 2020, to the Prospectus, dated April 30, 2019 (together, the “Prospectus”), which is part of a registration statement on FormS-3 (FileNo. 333-231121) (the “Registration Statement”) filed by the Company on April 30, 2019 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). The Shares are being sold by the Company pursuant to Purchase Agreements, dated as of May 13, 2020, between the Company and certain institutional investors party thereto (the “Purchase Agreements”).
This opinion is being furnished in connection with the requirements of Item 601(b)(5) of RegulationS-K under the Act, and no opinion is expressed herein as to any matter pertaining to the contents of the Registration Statement or related Prospectus, other than as expressly stated herein with respect to the issuance of the Shares.
I, or attorneys acting under my supervision, have made legal and factual examinations and inquiries, including an examination of originals and copies certified or otherwise identified to our satisfaction, of the documents, corporation records and instruments of the Company that we have deemed necessary or appropriate for purposes of this opinion. In our examination, we have assumed the genuineness of all signatures, the authenticity of all documents submitted to us as originals, and the conformity to authentic original documents of all documents submitted to us as copies. In addition, we have obtained and relied upon certificates and assurances from public officials that we have deemed necessary.
Subject to the foregoing and the other qualifications set forth herein, it is my opinion that the issuance of the Shares has been duly authorized and, upon issuance and delivery of the Shares in the manner contemplated by the Purchase Agreements, the Registration Statement and the Prospectus, and upon receipt of the consideration provided for therein, the Shares will be validly issued, fully paid and nonassessable.