10 unchanged sentences
Summary of Significant Accounting Policies
−Removed: Acquisitions, Divestitures and Deconsolidation
+Added: Divestitures and Deconsolidation
Property, Plant and Equipment
Goodwill and Other Intangible Assets
−Removed: Claim, Claim Adjustment Expense and Future Policy Benefit Reserves
+Added: Claim and Claim Adjustment Expense Reserves and Future Policy Benefit Reserves
Shareholders’ Equity
22 unchanged sentences
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
−Removed: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2021, of the Company and our report dated February 8, 2022, expressed an unqualified opinion on those financial statements and included an explanatory paragraph regarding the Company’s change in its method of accounting for measurement of credit losses on financial instruments in 2020.
+Added: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2022, of the Company and our report dated February 7, 2023, expressed an unqualified opinion on those financial statements.
Basis for Opinion
22 unchanged sentences
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 7, 2023, expressed an unqualified opinion on the Company’s internal control over financial reporting.
−Removed: Change in Accounting Principle
−Removed: As discussed in Note 1 to the financial statements, the Company changed its method of accounting for measurement of credit losses on financial instruments in 2020.
Basis for Opinion
15 unchanged sentences
The estimation of property and casualty claim and claim adjustment expense reserves (“P&C claim and claim adjustment expense reserves”), including those claims that are incurred but not reported, requires significant judgment.
−Removed: Estimating P&C claim and claim adjustment expense reserves is subject to a high degree of variability as it involves complex
−Removed: estimates that are generally derived using a variety of actuarial estimation techniques and numerous assumptions and expectations about future events, many of which are highly uncertain.
+Added: Estimating P&C claim and claim adjustment expense reserves is subject to a high degree of variability as it involves complex estimates that are generally derived using a variety of actuarial estimation techniques and numerous assumptions and expectations about future events, many of which are highly uncertain.
Modest changes in judgments and assumptions can materially impact the valuation of these liabilities, particularly for claims with longer-tailed exposures such as workers’ compensation, general liability and professional liability claims.
75 unchanged sentences
Retained earnings 15,144 14,776
−Removed: Accumulated other comprehensive income 186 581
+Added: Accumulated other comprehensive income (loss) ( 3,284 ) 186
14,610 17,849
20 unchanged sentences
Operating expenses and other 3,077 2,957 4,720
+Added: Equity method (income) loss ( 139 ) ( 26 ) 73
Interest 378 424 515
34 unchanged sentences
(In millions)
−Removed: Balance, January 1, 2019
+Added: Balance, January 1, 2020, as adjusted
$ 21,925 $ 3 $ 3,374 $ 15,818 $ ( 68 ) $ ( 13 ) $ 2,811
−Removed: Net income 871 932 ( 61 )
+Added: Net loss ( 1,291 ) ( 931 ) ( 360 )
Other comprehensive income 727 649 78
1 unchanged sentence
( 169 ) ( 70 ) ( 99 )
+Added: Deconsolidation of Diamond Offshore ( 1,087 ) ( 1,087 )
Purchase of subsidiary stock from noncontrolling interests ( 37 ) 5 ( 42 )
2 unchanged sentences
Stock-based compensation 26 8 18
−Removed: Other ( 9 ) ( 9 ) ( 3 ) 3
−Removed: Balance, December 31, 2019, as reported
−Removed: $ 21,930 $ 3 $ 3,374 $ 15,823 $ ( 68 ) $ ( 13 ) $ 2,811
−Removed: Cumulative effect adjustment from change in accounting standards (Note 1) ( 5 ) ( 5 )
−Removed: Balance, January 1, 2020, as adjusted
+Added: Balance, December 31, 2020
$ 19,181 $ 3 $ 3,133 $ 14,150 $ 581 $ ( 7 ) $ 1,321
−Removed: Net loss ( 1,291 ) ( 931 ) ( 360 )
−Removed: Other comprehensive income 727 649 78
+Added: Net income 1,703 1,578 125
+Added: Other comprehensive loss ( 445 ) ( 395 ) ( 50 )
Dividends paid ($ 0.25 per share)
( 129 ) ( 65 ) ( 64 )
−Removed: Deconsolidation of Diamond Offshore ( 1,087 ) ( 1,087 )
Purchase of subsidiary stock from noncontrolling interests ( 18 ) ( 18 )
2 unchanged sentences
Stock-based compensation 15 ( 2 ) 17
+Added: Other — 2 ( 2 )
Balance, December 31, 2021
55 unchanged sentences
Dispositions 16 80 65
−Removed: Sale of interest in Altium Packaging 417
+Added: (Investment in) sale of interest in Altium Packaging ( 79 ) 417
Deconsolidation of Diamond Offshore ( 483 )
26 unchanged sentences
Its consolidated operating subsidiaries are engaged in the following lines of business:
−Removed: commercial property and casualty insurance (CNA Financial Corporation (“CNA”), an 89.6 % owned subsidiary);
+Added: commercial property and casualty insurance (CNA Financial Corporation (“CNA”), a 90.0 % owned subsidiary);
transportation and storage of natural gas and natural gas liquids (Boardwalk Pipeline Partners, LP (“Boardwalk Pipelines”), a wholly owned subsidiary) and the operation of a chain of hotels (Loews Hotels Holding Corporation (“Loews Hotels & Co”), a wholly owned subsidiary).
−Removed: Unless the context otherwise requires, the term “Company” as used herein means Loews Corporation including its consolidated subsidiaries, the term “Net income (loss) attributable to Loews Corporation” as used herein means Net income (loss) attributable to Loews Corporation shareholders and the term “subsidiaries” means Loews Corporation’s consolidated subsidiaries.
+Added: Unless the context otherwise requires, as used herein, the term “Company” means Loews Corporation including its consolidated subsidiaries, the term “Parent Company” means Loews Corporation excluding its subsidiaries, the term “Net income (loss) attributable to Loews Corporation” means Net income (loss) attributable to Loews Corporation shareholders and the term “subsidiaries” means Loews Corporation’s consolidated subsidiaries.
On April 1, 2021, Loews Corporation sold 47 % of Altium Packaging LLC (“Altium Packaging”), previously a 99 % owned subsidiary.
2 unchanged sentences
See Note 2 for further discussion.
−Removed: Accounting estimates and principles of consolidation – The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the related notes.
+Added: Accounting estimates and principles of consolidation – The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported on the consolidated financial statements and the related notes.
Actual results could differ from those estimates.
8 unchanged sentences
When estimates of prepayments change, the effective yield is recalculated to reflect actual payments to date and anticipated future payments predominantly using the retrospective method.
−Removed: To the extent that unrealized gains on fixed maturity securities supporting structured settlements not funded by annuities were realized, or that unrealized gains on fixed maturity securities supporting long term care products would result in a premium deficiency if realized, a related increase in Insurance reserves is recorded, net of tax and noncontrolling interests, as a reduction of net unrealized gains through Other comprehensive income (“Shadow Adjustments”).
−Removed: Shadow Adjustments decreased $ 265 million (after tax and noncontrolling interests) and increased $ 515 million (after tax and noncontrolling interests) for the years ended December 31, 2021 and 2020.
−Removed: As of December 31, 2021 and 2020, net unrealized gains on investments included in Accumulated other comprehensive income (“AOCI”) were correspondingly reduced by Shadow Adjustments of $ 2.2 billion (after tax and noncontrolling interests) and $ 2.5 billion (after tax and noncontrolling interests).
+Added: To the extent that unrealized gains on fixed maturity securities supporting long term care reserves would result in a premium deficiency if realized, a related increase in Insurance reserves is recorded, after tax and noncontrolling interests, as a reduction of net unrealized gains (losses), through Other comprehensive income (loss).
+Added: To the extent that unrealized gains or losses on fixed maturity securities supporting structured settlements not funded by annuities would impact the reserve balance if realized, a related increase or decrease in Insurance reserves is recorded, after tax and noncontrolling interests, as a reduction or increase of net unrealized gains (losses), through Other comprehensive income (“Shadow Adjustments”).
+Added: Shadow Adjustments decreased $ 2.2 billion (after tax and noncontrolling interests) and $ 265 million (after tax and noncontrolling interests) for the years ended December 31, 2022 and 2021.
+Added: As of December 31, 2022 and 2021, net unrealized gains on investments included in Accumulated other comprehensive income (“AOCI”) were correspondingly reduced by Shadow Adjustments of $ 55 million (after tax and noncontrolling interests) and $ 2.2 billion (after tax and noncontrolling interests).
Equity securities are carried at fair value.
14 unchanged sentences
Mortgage loans are included in Other invested assets on the Consolidated Balance Sheets.
−Removed: Prior to 2020, mortgage loans were evaluated on an individual loan basis considering the collection experience of each loan and other credit quality indicators such as DSCR and the credit-worthiness of the borrower or tenants of credit tenant loan properties.
−Removed: Mortgage loans were considered to be impaired and a loss incurred when it was probable that contractual principal and interest payments would not be collected and any impairment losses were recognized as a direct write-down of amortized cost.
Interest income from mortgage loans is recognized on an accrual basis using the effective yield method.
10 unchanged sentences
In subsequent periods, the allowance is reviewed, with any changes in the allowance presented as a component of Investment gains (losses) on the Consolidated Statements of Operations.
−Removed: Changes in the difference between the amortized cost basis, net of the allowance, and the fair value, are recognized in Other comprehensive income.
+Added: Changes in the difference between the amortized cost basis, net of the allowance, and the fair value, are recognized in Other comprehensi ve income.
Significant judgment is required in the determination of whether an impairment loss has occurred for a security.
5 unchanged sentences
Examples of such evidence may include the financial condition and near-term and long-term prospects of the issuer, whether the issuer is current with interest and principal payments, credit ratings on the security or changes in ratings over time, general market conditions and industry, sector or other specific factors and whether it is likely that the amortized cost will be recovered through the collection of cash flows.
−Removed: Prior to 2020, the assessment of whether an impairment loss occurred also incorporated both quantitative and qualitative information.
−Removed: Fixed maturity securities in an unrealized loss position for which there was an intent to sell, or more likely than not would be required to be sold before recovery of amortized cost, were considered to be impaired and the entire difference between the amortized cost basis and fair value of the security was recognized as an impairment loss in earnings as a direct write-down of amortized cost.
−Removed: The remaining fixed maturity securities in an unrealized loss position were evaluated to determine if a credit loss existed.
−Removed: If a credit loss was determined to exist, the credit loss was recognized in earnings as a direct write-down of amortized cost.
Credit losses - The allowances for credit losses on fixed maturity securities, mortgage loans, reinsurance receivables, insurance receivables and trade receivables are valuation accounts that are reported as a reduction of a financial asset’s cost basis and are measured on a pool basis when similar risk characteristics exist.
4 unchanged sentences
Current and forecast economic conditions are considered, using a variety of economic metrics and forecast indices.
−Removed: The sensitivity of expected credit losses relative to changes to the forecast of economic conditions can vary by financial asset class.
+Added: The sensitivity of expected credit
+Added: losses relative to changes to the forecast of economic conditions can vary by financial asset class.
A reasonable and supportable forecast period is up to 24 months from the balance sheet date.
2 unchanged sentences
Amounts are written off against the allowance when determined to be uncollectible.
−Removed: Prior to 2020, the allowance for doubtful accounts for reinsurance, insurance and trade receivables was measured using an incurred loss methodology.
A policy election has been made to present accrued interest balances separately from the amortized cost basis of assets, and a practical expedient has been elected to exclude the accrued interest from the tabular disclosures for mortgage loans and available-for-sale securities.
10 unchanged sentences
The Company’s total investment in entities accounted for under the equity method of accounting, excluding limited partnership investments, was $ 880 million and $ 734 million as of December 31, 2022 and 2021 and is reported in Other assets on the Consolidated Balance Sheets.
−Removed: Equity income (loss) for investments accounted for under the equity method of accounting, excluding limited partnerships, was $ 26 million, $( 73 ) million and $ 69 million for the years ended December 31, 2021, 2020 and 2019 and is reported in Operating expenses and other on the Consolidated Statements of Operations.
+Added: Equity method (income) loss for investments accounted for under the equity method of accounting, excluding limited partnerships, was $( 139 ) million, $( 26 ) million and $ 73 million for the years ended December 31, 2022, 2021 and 2020 and is reported separately in expenses on the Consolidated Statements of Operations.
Equity method investments are reviewed for impairment when changes in circumstances indicate that the carrying value of the asset may not be recoverable.
−Removed: See above and Note 3 for a discussion of limited partnership investments.
+Added: See Note 3 for a discussion of limited partnership investments.
Hedging – The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk-management objective and strategy for undertaking various hedging transactions.
17 unchanged sentences
For such contracts, CNA estimates the amount of ultimate premiums that it may earn upon completion of the coverage period and recognizes either an asset or a liability for the difference between the initial policy premium and the estimated ultimate premium.
−Removed: CNA either adjusts such estimated ultimate premium amounts during the course of the coverage period based on actual results to date or by conducting premium audits after the policy has expired to determine the final exposure to insured risks.
+Added: CNA either adjusts such estimated ultimate premium amounts during the course of the coverage period based on actual results to date or by conducting premium audits after the policy has expired to determine
+Added: the final exposure to insured risks.
The resulting adjustment is recorded as either a reduction of or an increase to the earned premiums for the period.
18 unchanged sentences
Diamond Offshore’s contract drilling revenues primarily resulted from providing a drilling rig and the crew and supplies necessary to operate the rig, mobilizing and demobilizing the rig to and from the drill site and performing rig preparation activities and/or modifications required for the contract.
−Removed: Consideration received for performing these activities may consist of dayrate drilling revenue, mobilization and demobilization revenue, contract preparation revenue and reimbursement revenue for the purchase of supplies, equipment, personnel services and other services requested by the customer.
+Added: Consideration received for performing these activities may have consisted of dayrate drilling revenue, mobilization and demobilization revenue, contract preparation revenue and reimbursement revenue for the purchase of supplies, equipment, personnel services and other services requested by the customer.
Diamond Offshore accounted for these integrated services provided within its drilling contracts as a single performance obligation satisfied over time and comprised of a series of distinct time increments in which drilling services are provided.
11 unchanged sentences
Management and marketing services revenues are recognized as the services are provided and billed on a monthly basis.
−Removed: In addition, Loews Hotels & Co recognizes revenue for the reimbursement of payroll and other expenses as they are incurred on behalf of the owners of joint venture and managed hotel properties.
+Added: addition, Loews Hotels & Co recognizes revenue for the reimbursement of payroll and other expenses as they are incurred on behalf of the owners of joint venture and managed hotel properties.
Altium Packaging is a packaging solutions provider and manufacturer in North America, serving a diverse customer base in the pharmaceutical, dairy, household chemicals, food/nutraceuticals, industrial/specialty chemicals, water and beverage/juice segments.
9 unchanged sentences
Ceded claim and claim adjustment expense reserves are reported as a component of Receivables on the Consolidated Balance Sheets.
−Removed: Claim and claim adjustment expense reserves are presented net of anticipated amounts due from insureds related to losses under deductible policies of $ 1.1 billion and $ 1.2 billion as of December 31, 2021 and 2020.
+Added: Claim and claim adjustment expense reserves are presented net of anticipated amounts due from insureds related to losses under deductible policies of $ 1.1 billion as of December 31, 2022 and 2021.
A significant portion of these amounts are supported by collateral.
2 unchanged sentences
Structured settlements are agreements to provide fixed periodic payments to claimants.
−Removed: CNA’s obligations for structured settlements not funded by annuities are included in claim and claim adjustment expense reserves and are discounted at a weighted average interest rate of 6.4 % and 6.5 % as of December 31, 2021 and 2020.
+Added: CNA’s obligations for structured settlements not funded by annuities are included in claim and claim adjustment expense reserves and are discounted at a weighted average interest rate of 6.4 % as of December 31, 2022 and 2021.
As of December 31, 2022 and 2021, the discounted reserves for unfunded structured settlements were $ 485 million and $ 503 million, net of discount of $ 590 million and $ 621 million.
7 unchanged sentences
Long term care claim reserves for policyholders that are currently receiving benefits are calculated using mortality and morbidity assumptions based on CNA and industry experience.
−Removed: These long term care claim reserves are discounted at a weighted average interest rate of 5.8 % as of December 31, 2021 and 2020.
−Removed: As of December 31, 2021 and 2020, such discounted reserves totaled $ 2.7 billion, net of discounts of $ 428 million and $ 439 million.
+Added: These long term care claim reserves are discounted at a weighted average interest rate of 5.9 % and 5.8 % as of December 31, 2022 and 2021.
+Added: As of December 31, 2022 and 2021, such discounted reserves totaled $ 2.8 billion and $ 2.7 billion, net of discounts of $ 450 million and $ 428 million.
Future policy benefit reserves – Future policy benefit reserves represent the active life reserves related to CNA’s long term care policies for policyholders that are not currently receiving benefits and are computed using the net level premium method, which incorporates actuarial assumptions as to morbidity, persistency, inclusive of mortality, discount rate, future premium rate adjustments and expenses.
3 unchanged sentences
The September 30, 2022 gross premium valuation (“GPV”) indicated the recorded reserves included a margin of approximately $ 125 million.
−Removed: Long term care active life reserves for policyholders not currently receiving benefits are discounted at a weighted average interest rate of 5.3 % and 5.4 % as of December 31, 2021 and 2020.
+Added: Long term care active life reserves for policyholders not currently receiving benefits are discounted at a weighted average interest rate of 5.3 % as of December 31, 2022 and 2021.
In circumstances where the cash flow projections supporting future policy benefit reserves are expected to result in profits being recognized in early future years followed by losses in later future years, the future policy benefit reserves are increased by an amount necessary to offset losses that are projected to be recognized in later future years.
35 unchanged sentences
Policyholder dividends – Policyholder dividends are paid to participating policyholders within the workers’ compensation and surety lines of business.
−Removed: Net written premiums for participating dividend policies were approximately 1 % of total net written premiums for each of the years ended December 31, 2021, 2020 and 2019.
+Added: Net written premiums for participating dividend policies were approximately 2 %, 1 % and 1 % of total net written premiums for each of the years ended December 31, 2022, 2021 and 2020.
Dividends to policyholders are accrued according to CNA’s best estimate of the amount to be paid in accordance with contractual provisions and applicable state laws.
23 unchanged sentences
See Note 10 for additional information on the provision for income taxes.
−Removed: Pension and postretirement benefits – The overfunded or underfunded status of defined benefit plans is recognized in Other assets or Other liabilities in the Consolidated Balance Sheets.
−Removed: Changes in funded status related to prior service costs and credits and actuarial gains and losses are recognized in the year in which the changes occur through Accumulated other comprehensive income (loss).
−Removed: The benefit plan assets and obligations are measured at December 31.
+Added: Pension and postretirement benefits – The overfunded or underfunded status of defined benefit plans is recognized in Other assets or Other liabilities on the Consolidated Balance Sheets.
+Added: Changes in funded status related to prior service costs and credits and actuarial gains and losses are recognized in the year in which the changes occur through AOCI.
+Added: Benefit plan assets and obligations are measured at December 31.
Annual service cost, interest cost, expected return on plan assets, amortization of prior service costs and credits and amortization of actuarial gains and losses are recognized in the Consolidated Statements of Operations.
−Removed: Stock-based compensation – Loews Corporation records compensation expense upon issuance, modification or cancellation of all share-based payment awards granted, primarily on a straight-line basis over the requisite service period, generally three to four years .
−Removed: Stock Appreciation Rights (“SARs”) are valued using the Black-Scholes option pricing model.
−Removed: The application of this valuation model involves assumptions that are judgmental and highly sensitive.
−Removed: These assumptions include the term that the awards are expected to be outstanding, an estimate of the volatility of the underlying stock price, applicable risk-free interest rates and the dividend yield of Loews Corporation’s stock.
+Added: Stock-based compensation – Loews Corporation records compensation expense upon issuance, modification or cancellation of all share-based payment awards granted, primarily on a straight-line basis over the requisite service period, generally three years .
Restricted Stock Units are valued using the grant-date fair value of Loews Corporation’s stock.
−Removed: Net income per share – Basic net income per share excludes dilution and is computed by dividing net income attributable to common stock by the weighted average number of Loews Corporation common shares outstanding for the period.
+Added: Net income per share – Basic net income per share excludes dilution and is computed by dividing net income attributable to common stock by the weighted average number of Loews Corporation common shares outstanding for the
Diluted net income per share reflects the potential dilution that could occur if securities or other contracts to issue Loews Corporation common stock were exercised or converted into common stock.
1 unchanged sentence
For the year ended December 31, 2020, 0.1 million potential shares attributable to issuances and exercises under the Loews Corporation 2016 Incentive Compensation Plan and the prior plan were excluded from the calculation of diluted net income per share because the effect would have been antidilutive due to the net loss position of the Company.
−Removed: In addition, there were 0.2 million shares attributable to employee stock-based compensation awards excluded from the calculation of diluted net income per share because the effect would have been antidilutive.
−Removed: Foreign currency – Foreign currency translation gains and losses are reflected in Shareholders’ equity as a component of Accumulated other comprehensive income (loss).
+Added: In addition, there were 0.2 million shares attributable to employee stock-based compensation awards excluded from the calculation of diluted net income per share because the effect would have been antidilutive due to the exercise price being higher than the market price.
+Added: Foreign currency – Foreign currency translation gains and losses are reflected in Shareholders’ equity as a component of AOCI.
Foreign subsidiaries’ balance sheet accounts are translated at the exchange rates in effect at each reporting date and income statement accounts are translated at the average exchange rates during the reporting period.
8 unchanged sentences
Investing activities exclude $ 33 million and $ 5 million of accrued capital expenditures for the years ended December 31, 2022 and 2021 and include $ 63 million of previously accrued capital expenditures for the year ended December 31, 2020.
−Removed: Accounting changes – In June of 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments-Credit Losses (Topic 326):
−Removed: Measurement of Credit Losses on Financial Instruments.” The updated accounting guidance required changes to the recognition of credit losses on financial instruments not accounted for at fair value through net income.
−Removed: For financial assets measured at cost, the expected credit loss model requires immediate recognition of estimated credit losses over the life of the asset and presentation of the asset at the net amount expected to be collected.
−Removed: This updated guidance applies to mortgage loan investments, reinsurance and insurance receivables and other financing and trade receivables.
−Removed: For available-for-sale fixed maturity securities carried at fair value, estimated credit losses will continue to be measured at the present value of expected cash flows, however, the other than temporary impairment (“OTTI”) concept has been eliminated.
−Removed: Under the previous guidance, estimated credit impairments resulted in a write down of amortized cost.
−Removed: Under the updated guidance, estimated credit losses are recognized through an allowance and reversals of the allowance are permitted if the estimate of credit losses declines.
−Removed: For available-for-sale fixed maturity securities where there is an intent to sell, impairment will continue to result in a write down of amortized cost.
−Removed: On January 1, 2020, the Company adopted the updated guidance using a modified retrospective method with a cumulative effect adjustment recorded to beginning Retained earnings.
−Removed: Prior period amounts have not been adjusted and continue to be reported in accordance with the previous accounting guidance.
−Removed: A prospective transition approach is required for available-for-sale fixed maturity securities that were purchased with credit deterioration (“PCD assets”) or have recognized an OTTI write down prior to the effective date.
−Removed: The cumulative effect of the accounting change resulted in a $ 5 million decrease in Retained earnings, after tax and noncontrolling interests.
−Removed: The allowance for doubtful accounts for reinsurance, insurance and trade receivables was unchanged as a result of adopting the updated guidance.
−Removed: At adoption, an allowance for credit losses of $ 6 million was established for available-for-sale fixed maturity securities that were PCD assets, with a corresponding increase to amortized cost, resulting in no adjustment to the carrying value of the securities.
−Removed: See the accounting policy discussion within this note as well as Note 3 for additional information on credit losses.
−Removed: Recently issued ASUs – In August of 2018, the FASB issued ASU 2018-12, “Financial Services – Insurance (Topic 944):
+Added: Recently issued Accounting Standards Updates (“ASUs”) – In August of 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-12, “Financial Services – Insurance (Topic 944):
Targeted Improvements to the Accounting for Long-Duration Contracts.” The updated accounting guidance requires changes to the measurement and disclosure of long-duration contracts.
−Removed: Entities will be required to update cash flow assumptions (including morbidity and persistency) at least annually, and to update quarterly discount rate assumptions using an upper-medium grade fixed-income instrument yield.
−Removed: The effect of changes in cash flow assumptions will be recorded in Net income and the effect of changes in discount rate assumptions will be recorded in Other comprehensive income (“OCI”).
+Added: For the Company, this includes CNA’s l ong term care business.
+Added: Entities will be required to review, and update if there is a change, cash flow assumptions (including morbidity and persistency) at least annually and to update quarterly discount rate assumptions using an upper-medium grade fixed-income instrument yield.
+Added: The effect of changes in cash flow assumptions will be recorded in Net income and the effect of changes in discount rate assumptions will be recorded in Other comprehensive income.
The guidance is effective for interim and annual periods beginning after December 15, 2022, with early adoption permitted, and may be applied using either a modified retrospective transition method or a full retrospective transition method.
−Removed: Restatement of prior periods presented is required.
+Added: Financial statements for prior periods presented will be adjusted to reflect the effects of applying the new accounting guidance.
The Company will adopt the new guidance effective January 1, 2023, using the modified retrospective method applied as of the transition date of January 1, 2021.
+Added: A published spot rate curve constructed from A+, A and A- rated U.S.
+Added: dollar denominated corporate bonds matched to the duration of the corresponding insurance liabilities will be used to calculate discount rates.
+Added: Long-duration contracts will be grouped into calendar year cohorts based on the contract issue date.
The most significant impact at the transition date will be the effect of updating the discount rate assumption to reflect an upper-medium grade fixed-income instrument yield, which will be partially offset by the de-recognition of Shadow Adjustments associated with long-duration contracts.
−Removed: The Company expects the net impact of these changes will be a material decrease in AOCI as of the transition date.
−Removed: The requirement to update cash flow assumptions at least annually is expected to change the pattern of earnings emergence being recognized.
+Added: It is expected that the net impact of these changes will be a decrease
+Added: of approximately $ 2.1 billion (after tax and noncontrolling interests) in AOCI as of the transition date of January 1, 2021.
+Added: There is a minimal transition impact expected to retained earnings.
+Added: The requirement to review, and update if there is a change, cash flow assumptions at least annually is expected to change the pattern of earnings being recognized.
Adoption will also significantly expand the Company’s disclosures, and will impact systems, processes and controls.
−Removed: While the requirements of the new guidance represent a material change from existing accounting guidance, the new guidance will not impact capital and surplus under statutory accounting practices, related cash flows, or the underlying economics of the business.
−Removed: The Company continues to make progress in connection with these matters and is in process of refining key accounting policy decisions, technology solutions and updates to internal controls associated with adoption of the new guidance.
−Removed: These in-progress activities include modifications of actuarial valuation systems, data sourcing, analytical procedures and reporting processes.
+Added: While the requirements of the new guidance represent a material change from existing accounting guidance, the new guidance will not impact capital and surplus under statutory accounting practices, cash flows, or the underlying economics of the business.
+Added: In December 2022, the FASB issued ASU 2022-05, “Financial Services - Insurance (Topic 944):
+Added: Transition for Sold Contracts.” This guidance permits companies to make an election to exclude from the scope of ASU 2018-12 any insurance contracts that have been de-recognized prior to the effective date of ASU 2018-12, assuming there is no significant continuing involvement with the de-recognized contracts.
+Added: In the fourth quarter of 2022, CNA novated its block of legacy annuity business, which was fully-ceded prior to novation.
+Added: The Company plans to elect the ASU 2022-05 transition relief, and will exclude the novated legacy annuity business from the scope of ASU 2018-12.
+Added: Progress continues to be made on implementation activities, including reviewing restated results and finalizing updates to internal controls associated with adoption of the new guidance.
Divestitures and Deconsolidations
2 unchanged sentences
Loews Corporation shares certain participating rights with GIC related to capital allocation and other decisions by Altium Packaging.
−Removed: Therefore, in accordance with Accounting Standards Codification 810
−Removed: (“ASC 810”), “Consolidation,” Altium Packaging was deconsolidated from Loews Corporation’s consolidated financial statements.
−Removed: Effective April 1, 2021, Loews Corporation’s investment in Altium Packaging is accounted for under the equity method of accounting, with the investment reported in Other assets on the Consolidated Balance Sheets and equity income (loss) reported in Operating expenses and other on the Consolidated Statements of Operations.
−Removed: The transaction resulted in a gain of $ 555 million ($ 438 million after tax) for the year ended December 31, 2021, which is recorded in Investment gains (losses) on the Consolidated Statement of Operations.
+Added: Therefore, in accordance with Accounting Standards Codification 810 (“ASC 810”), “Consolidation,” Altium Packaging was deconsolidated from Loews Corporation’s consolidated financial statements.
+Added: Effective April 1, 2021, Loews Corporation’s investment in Altium Packaging was accounted for under the equity method of accounting, with the investment reported in Other assets on the Consolidated Balance Sheets and Equity method (income) loss reported on the Consolidated Statements of Operations.
+Added: The transaction resulted in a gain of $ 555 million ($ 438 million after tax) for the year ended December 31, 2021, which was recorded in Investment gains (losses) on the Consolidated Statement of Operations.
Loews Corporation’s retained investment in Altium Packaging was recorded at an estimated fair value of $ 473 million.
−Removed: The difference between the fair value of Loews Corporation’s retained investment in Altium Packaging and Loews Corporation’s 52.7 % share of the carrying value of Altium Packaging’s net assets was attributed to finite lived intangible assets and goodwill.
−Removed: The amortization of the amounts attributed to finite lived intangible assets will be recognized as a component of equity income (loss) reported in Operating expenses and other on the Consolidated Statements of Operations.
−Removed: The assets and liabilities deconsolidated from the Consolidated Balance Sheets were property, plant and equipment of $ 490 million, goodwill of $ 436 million, intangible assets of $ 488 million, other assets of approximately $ 370 million, long term debt of $ 1.1 billion and other liabilities of approximately $ 380 million.
Diamond Offshore
3 unchanged sentences
Loews Hotels & Co
−Removed: Loews Hotels & Co received aggregate proceeds of $ 77 million, $ 57 million and $ 118 million in 2021, 2020 and 2019 for the sales of owned hotels and other assets.
+Added: Loews Hotels & Co received aggregate proceeds of $ 77 million and $ 57 million in 2021 and 2020 for the sales of owned hotels and other assets.
Net investment income is as follows:
5 unchanged sentences
Short term investments 17 2 10
−Removed: Equity securities 83 65 85
+Added: Equity securities (a) 23 83 65
Income from trading portfolio (a)
3 unchanged sentences
Net investment income $ 1,802 $ 2,259 $ 1,995
−Removed: (a) Net investment income recognized due to the change in fair value on securities still held as of December 31, 2021, 2020 and 2019 were $ 23 , $ 88 and $ 41 for the years ended December 31, 2021, 2020 and 2019.
+Added: (a) Net investment income recognized due to the change in fair value of equity and trading portfolio securities held as of December 31, 2022, 2021 and 2020 $ 3 $ 23 $ 88
As of December 31, 2022 and 2021, no investments in a single issuer exceeded 10% of shareholders’ equity, other than investments in securities issued by the U.S.
7 unchanged sentences
Investment gains (losses) on fixed maturity securities ( 141 ) 96 —
−Removed: Equity securities 4 ( 3 ) 66
+Added: Equity securities (a) ( 116 ) 4 ( 3 )
Derivative instruments 64 6 ( 10 )
2 unchanged sentences
Diamond Offshore (see Note 2) ( 15 ) ( 1,211 )
−Removed: Investment gains (losses) (a) $ 660 $ ( 1,246 ) $ 49
−Removed: (a) For the years ended December 31, 2021, 2020 and 2019, $ 2 , $( 3 ) and $ 66 of investment gains (losses) were recognized due to the change in fair value of non-redeemable preferred stock still held as of the end of each year.
−Removed: The following tables present the activity related to the allowance on available-for-sale securities with credit impairments and PCD assets.
−Removed: Accrued interest receivable on available-for-sale fixed maturity securities totaled $ 369 million and $ 371 million as of December 31, 2021 and December 31, 2020 and is excluded from the estimate of expected credit losses and the amortized cost basis in the tables within this Note.
−Removed: Year Ended December 31, 2021
−Removed: Corporate and Other Bonds
−Removed: Asset-backed Total
−Removed: (In millions)
−Removed: Allowance for credit losses:
−Removed: Balance as of January 1, 2021 $ 23 $ 17 $ 40
−Removed: Additions to the allowance for credit losses:
−Removed: Securities for which credit losses were not previously recorded 14 14
−Removed: Available-for-sale securities accounted for as PCD assets 5 6 11
−Removed: Reductions to the allowance for credit losses:
−Removed: Securities sold during the period (realized) 7 17 24
−Removed: Write-offs charged against the allowance 16 16
−Removed: Additional increases or (decreases) to the allowance for credit
−Removed: losses on securities that had an allowance recorded in a previous period
−Removed: ( 8 ) 1 ( 7 )
−Removed: Total allowance for credit losses $ 11 $ 7 $ 18
−Removed: Year Ended December 31, 2020
−Removed: Allowance for credit losses:
−Removed: Balance as of January 1, 2020 $ — $ — $ —
−Removed: Additions to the allowance for credit losses:
−Removed: Impact of adopting ASC 326 6 6
−Removed: Securities for which credit losses were not previously recorded 67 12 79
−Removed: Available-for-sale securities accounted for as PCD assets 5 5
−Removed: Reductions to the allowance for credit losses:
−Removed: Securities sold during the period (realized) 22 22
−Removed: Intent to sell or more likely than not will be required to sell the
−Removed: security before recovery of its amortized cost basis
−Removed: Additional increases or (decreases) to the allowance for credit
−Removed: losses on securities that had an allowance recorded in a previous period
−Removed: ( 32 ) 5 ( 27 )
−Removed: Total allowance for credit losses $ 23 $ 17 $ 40
−Removed: The components of available-for-sale impairment losses recognized in earnings by asset type are presented in the following table.
−Removed: The table includes losses on securities with an intention to sell and changes in the allowance for credit losses on securities since acquisition date:
+Added: Investment gains (losses) $ ( 199 ) $ 660 $ ( 1,246 )
+Added: (a) Investment gains (losses) recognized due to the change in fair value of non-redeemable preferred stock included within equity securities held as of December 31, 2022, 2021 and 2020 $ ( 75 ) $ 2 $ ( 3 )
+Added: Investment gains (losses) for the year ended December 31, 2022 in the table above include an $ 18 million net gain related to the novation of a coinsurance agreement on CNA’s legacy annuity business, which was transacted on a funds withheld basis and gave rise to an embedded derivative.
+Added: The net gain of $ 18 million is comprised of a $ 62 million gain on the associated embedded derivative partially offset by a $ 44 million loss on fixed maturity securities supporting the funds withheld liability, transferred with the novation, to recognize unrealized losses which had been included in AOCI since the inception of the coinsurance agreement.
+Added: Taken together, this net gain is the final recognition of changes in the valuation of the funds held assets and offsets previously recognized investment losses on the associated embedded derivative.
+Added: The components of available-for-sale impairment losses (gains) recognized in earnings by asset type are presented in the following table.
+Added: The table includes losses (gains) on securities with an intention to sell and changes in the allowance for credit losses on securities since acquisition date:
Year Ended December 31 2022 2021 2020
4 unchanged sentences
Impairment losses recognized in earnings $ 62 $ 31 $ 111
−Removed: Gains of $ 10 million and losses of $ 21 million were recognized for the years ended December 31, 2021 and 2020 related to mortgage loans primarily due to changes in expected credit losses.
+Added: Losses of $ 8 million, gains of $ 10 million and losses of $ 21 million were recognized for the years ended December 31, 2022, 2021 and 2020 related to mortgage loans primarily due to changes in expected credit losses.
The net change in unrealized gains (losses) on investments, which consists solely of the change in unrealized gains on fixed maturity securities, was $( 7.9 ) billion, $( 1.3 ) billion and $ 1.6 billion for the years ended December 31, 2022, 2021 and 2020.
17 unchanged sentences
Foreign government 617 1 43 575
+Added: Redeemable preferred stock 3 3
Fixed maturities available-for-sale 41,032 652 4,056 1 37,627
1 unchanged sentence
Total fixed maturity securities $ 41,102 $ 652 $ 4,056 $ 1 $ 37,697
−Removed: December 31, 2020 Cost or Amortized Cost Gross Unrealized
−Removed: Gains Gross Unrealized
−Removed: Losses Allowance
−Removed: for Credit Losses Estimated
−Removed: (In millions)
+Added: December 31, 2021
Fixed maturity securities:
44 unchanged sentences
Total fixed maturity securities $ 5,695 $ 92 $ 370 $ 20 $ 6,065 $ 112
−Removed: Based on current facts and circumstances, the unrealized losses presented in the December 31, 2021 securities in a gross unrealized loss position table above are not believed to be indicative of the ultimate collectability of the current amortized cost of the securities, but rather are attributable to changes in interest rates, credit spreads and other factors.
−Removed: There is no current intent to sell securities with unrealized losses, nor is it more likely than not that sale will be required prior to recovery of amortized cost;
+Added: The following table presents the estimated fair value and gross unrealized losses of fixed maturity securities in a gross unrealized loss position for which an allowance for credit loss has not been recorded, by ratings distribution.
+Added: December 31, 2022 December 31, 2021
+Added: Estimated Fair Value Gross Unrealized Losses Estimated Fair Value Gross Unrealized Losses
+Added: (In millions)
+Added: Government, Government agencies and Government-sponsored enterprises $ 2,355 $ 337 $ 898 $ 8
+Added: AAA 1,559 298 368 6
+Added: AA 4,327 817 875 17
+Added: A 6,615 749 1,516 23
+Added: BBB 13,226 1,621 1,812 42
+Added: Non-investment grade 1,429 234 596 16
+Added: Total $ 29,511 $ 4,056 $ 6,065 $ 112
+Added: Base d on current facts and circumstances, the unrealized losses presented in the December 31, 2022 securities in the gross unrealized loss position table above are not believed to be indicative of the ultimate collectibility of the current amortized cost of the securities, but rather are primarily attributable to changes in risk-free interest rates and a general market widening of credit spreads.
+Added: In reaching this determination, the recent volatility in risk-free rates and credit spreads, as well as the fact that the unrealized losses are concentrated in investment grade issuers, were considered.
+Added: Additionally, there is no current intent to sell securities with unrealized losses, nor is it more likely than not that sale will be required prior to recovery of amortized cost;
accordingly, it was determined that there are no additional impairment losses to be recorded at December 31, 2022.
+Added: The following tables present the activity related to the allowance on available-for-sale securities with credit impairments and PCD assets.
+Added: Accrued interest receivables on available-for-sale fixed maturity securities totaled $ 394 million and $ 369 million as of December 31, 2022 and 2021 and are excluded from the estimate of expected credit losses and the amortized cost basis in the tables within this Note.
+Added: Year Ended December 31, 2022 Corporate and Other Bonds
+Added: Asset-backed Total
+Added: (In millions)
+Added: Allowance for credit losses:
+Added: Balance as of January 1, 2022
+Added: $ 11 $ 7 $ 18
+Added: Additions to the allowance for credit losses:
+Added: Securities for which credit losses were not previously recorded —
+Added: Available-for-sale securities accounted for as PCD assets 3 3
+Added: Reductions to the allowance for credit losses:
+Added: Securities sold during the period (realized) —
+Added: Write-offs charged against the allowance 12 12
+Added: Additional increases or (decreases) to the allowance for credit
+Added: losses on securities that had an allowance recorded in a previous period
+Added: 1 ( 9 ) ( 8 )
+Added: Total allowance for credit losses $ — $ 1 $ 1
+Added: Year Ended December 31, 2021 Corporate
+Added: and Other Bonds Asset-backed Total
+Added: (In millions)
+Added: Allowance for credit losses:
+Added: Balance as of January 1, 2021
+Added: $ 23 $ 17 $ 40
+Added: Additions to the allowance for credit losses:
+Added: Securities for which credit losses were not previously recorded 14 14
+Added: Available-for-sale securities accounted for as PCD assets 5 6 11
+Added: Reductions to the allowance for credit losses:
+Added: Securities sold during the period (realized) 7 17 24
+Added: Write-offs charged against the allowance 16 16
+Added: Additional increases or (decreases) to the allowance for credit
+Added: losses on securities that had an allowance recorded in a previous period
+Added: ( 8 ) 1 ( 7 )
+Added: Total allowance for credit losses $ 11 $ 7 $ 18
Contractual Maturity
17 unchanged sentences
Limited partnerships comprising 25 % and 35 % of the carrying value as of December 31, 2022 and 2021 employ hedge fund strategies.
−Removed: Private debt and equity funds cover a broad range of investment strategies including buyout, co-investment, private credit, growth capital and distressed investing.
+Added: Private debt and equity funds cover a broad range of investment strategies including buyout, co-investment, private credit, growth capital, distressed investing and real estate.
Hedge fund strategies include both long and short positions in fixed income, equity and derivative instruments.
The ten largest limited partnership positions held totaled $ 633 million and $ 665 million as of December 31, 2022 and 2021.
−Removed: Based on the most recent information available regarding percentage ownership of the individual limited partnerships, the carrying value reflected on the Consolidated Balance Sheets represents approximately 1 % and 2 % of the aggregate partnership equity at December 31, 2021 and 2020, and the related income reflected on the Consolidated Statements of Operations represents approximately 2 %, 2 % and 2 % of the changes in aggregate partnership equity for the years ended December 31, 2021, 2020 and 2019.
+Added: Based on the most recent information available regarding percentage ownership of the individual limited partnerships, the carrying value reflected on the Consolidated Balance Sheets represents approximately 1 % of the aggregate partnership equity at December 31, 2022 and 2021, and the related income reflected on the Consolidated Statements of Operations represents approximately 2 % of the changes in aggregate partnership equity for the years ended December 31, 2022, 2021 and 2020.
There are risks inherent in limited partnership investments which may result in losses due to short-selling, derivatives or other speculative investment practices.
36 unchanged sentences
(In millions)
−Removed: With hedge designation:
−Removed: Interest rate swaps $ 675 $ ( 26 )
Without hedge designation:
Equity markets:
−Removed: Options – purchased 135 $ 3
+Added: Futures - short $ 169
+Added: Warrants 117 $ 6
Interest rate swaps 240 19 $ 100
+Added: Currency forwards 12 $ ( 1 )
Embedded derivative on funds withheld liability 270 $ ( 12 )
+Added: As of December 31, 2021, CNA held an embedded derivative on a funds withheld liability related to a coinsurance agreement on its legacy annuity business.
+Added: During the year ended December 31, 2022, CNA novated the coinsurance agreement, resulting in the settlement of the embedded derivative.
Investment Commitments
3 unchanged sentences
Investments on Deposit
−Removed: Securities with carrying values of approximately $ 3.0 billion were deposited by CNA’s insurance subsidiaries under requirements of regulatory authorities and others as of December 31, 2021 and 2020.
+Added: Securities with carrying values of approximately $ 2.8 billion and $ 3.0 billion were deposited by CNA’s insurance subsidiaries under requirements of regulatory authorities and others as of December 31, 2022 and 2021.
Cash and securities with carrying values of approximately $ 0.9 billion and $ 1.2 billion were deposited with financial institutions in trust accounts or as collateral for letters of credit to secure obligations with various third parties as of December 31, 2022 and 2021.
28 unchanged sentences
Short term and other 4,539 167 4,706
+Added: Receivables 19 19
Payable to brokers ( 82 ) ( 82 )
71 unchanged sentences
Level 2 primarily includes non-U.S.
−Removed: government securities and commercial paper, for which all inputs are market observable.
+Added: government securities for which all inputs are market observable.
Fixed maturity securities purchased within one year of maturity are classified consistent with fixed maturity securities discussed above.
−Removed: Short term investments as presented in the tables above differ from the amounts presented in the Consolidated Balance Sheets because certain short term investments, such as time deposits, are not measured at fair value.
+Added: Short term investments as presented in the tables above differ from the amounts presented on the Consolidated Balance Sheets because certain short term investments, such as time deposits, are not measured at fair value.
Significant Unobservable Inputs
21 unchanged sentences
December 31, 2021
−Removed: $ 1,068 $ 1,151 $ 1,151
Other invested assets, primarily mortgage loans $ 973 $ 1,018 $ 1,018
36 unchanged sentences
Diamond Offshore (a)
−Removed: 119 52 356 345
Total $ 509 $ 675 $ 503 $ 489 $ 673 $ 670
−Removed: (a) Amounts presented for Diamond Offshore reflect the periods prior to deconsolidation.
+Added: (a) Amounts presented for Diamond Offshore reflect the period prior to deconsolidation.
See Note 2 for further discussion.
2 unchanged sentences
Loews Hotels & Co evaluates properties with indications that their carrying amounts may not be recoverable.
−Removed: It was determined that the carrying values of one property and capitalized costs related to a potential development project in 2020 and four properties in 2019 were impaired.
−Removed: Loews Hotels & Co recorded aggregate impairment charges of $ 30 million ($ 22 million after tax) and $ 99 million ($ 77 million after tax) for the years ended December 31, 2020 and 2019 and are reported within Operating expenses and other on the Consolidated Statements of Operations.
+Added: It was determined that the carrying values of two properties in 2022 and one property and capitalized costs related to a potential development project in 2020 were impaired.
+Added: Loews Hotels & Co recorded aggregate impairment charges of $ 25 million ($ 19 million after tax) and $ 30 million ($ 22 million after tax) for the years ended December 31, 2022 and 2020, which are reported within Operating expenses and other on the Consolidated Statements of Operations.
Loews Hotels & Co utilizes an undiscounted probability-weighted cash flow analysis in testing the recoverability of its long-lived assets for potential impairment.
4 unchanged sentences
These calculations, at times, utilize significant unobservable inputs, including estimating the growth in the asset’s revenue and cost structure and are therefore considered Level 3 fair value measurements.
−Removed: During the first quarter of 2020, five drilling rigs that had indicators of impairment were evaluated.
+Added: During the first quarter of 2020, five Diamond Offshore drilling rigs that had indicators of impairment were evaluated.
Based on the assumptions and analysis at that time, it was determined that the carrying values of four of these rigs were impaired.
9 unchanged sentences
$ 112 $ 237 $ 436 $ 785
−Removed: Acquisition 18 18
+Added: Deconsolidation of Altium Packaging (see Note 2) ( 436 ) ( 436 )
Balance, December 31, 2021
112 237 — 349
−Removed: Deconsolidation of Altium Packaging (see Note 2) ( 436 ) ( 436 )
+Added: Other adjustments ( 3 ) ( 3 )
Balance, December 31, 2022
12 unchanged sentences
Total other intangible assets $ 144 $ 33 $ 141 $ 32
−Removed: The balance as of December 31, 2021 reflects the deconsolidation of Altium Packaging in 2021.
Amortization expense for the years ended December 31, 2022, 2021 and 2020 of $ 3 million, $ 3 million and $ 61 million is reported in Operating expenses and other on the Consolidated Statements of Operations.
At December 31, 2022, estimated amortization expense in each of the next five years is approximately $ 3 million.
−Removed: Claim, Claim Adjustment Expense and Future Policy Benefit Reserves
+Added: Claim and Claim Adjustment Expense Reserves and Future Policy Benefit Reserves
Property and casualty insurance claim and claim adjustment expense reserves represent the estimated amounts necessary to resolve all outstanding claims, including incurred but not reported (“IBNR”) claims as of the reporting date.
Reserve projections are based primarily on detailed analysis of the facts in each case, experience with similar cases and various historical development patterns.
−Removed: Consideration is given to historical patterns such as claim reserving trends and settlement practices, loss payments, pending levels of unpaid claims and product mix, as well as court decisions and economic conditions including inflation and public attitudes.
+Added: Consideration is given to historical patterns such as claim reserving trends and settlement practices, loss payments, pending levels of unpaid claims and product mix, as well as court decisions and economic conditions including inflation, social inflation and public attitudes.
All of these factors can affect the estimation of claim and claim adjustment expense reserves.
3 unchanged sentences
In addition, time can be a critical part of reserving determinations since the longer the span between the incidence of a loss and the payment or settlement of the claim, the more variable the ultimate settlement amount can be.
−Removed: Accordingly, short-tail claims, such as property damage claims, tend to be more reasonably estimable than long-tail claims, such as workers’ compensation, general liability and professional liability claims.
+Added: Accordingly, short-tail claims, such as property damage claims, tend to be more reasonably estimable than long-tail claims, such as long term care, workers’ compensation, general liability and professional liability claims.
Adjustments to prior year reserve estimates, if necessary, are reflected in the results of operations in the period that the need for such adjustments is determined.
15 unchanged sentences
Total gross liability for unpaid claims and claims adjustment expenses $ 25,099
−Removed: (a) Other Insurance Operations amounts are primarily related to long term care claim reserves, which are long duration insurance contracts, but also include amounts related to unfunded structured settlements arising from short duration insurance contracts.
+Added: (a) Other Insurance Operations amounts are primarily related to long term care claim reserves for policyholders on claim, which are long duration insurance contracts, but also include amounts related to unfunded structured settlements arising from short duration insurance contracts.
(b) Reinsurance receivables presented are gross of the allowance for uncollectible reinsurance and do not include reinsurance receivables related to paid losses.
115 unchanged sentences
CNA does not establish case reserves for allocated loss adjusted expenses (“ALAE”), therefore ALAE reserves are also included in the estimate of IBNR.
+Added: Unfavorable development in medical professional liability was due to higher than expected large loss activity in multiple accident years.
+Added: Unfavorable development in other professional liability and management liability was due to higher than expected claim severity and frequency in CNA’s cyber and professional errors and omissions (“E&O”) businesses in multiple accident years.
+Added: Favorable development in surety was primarily due to lower than expected frequency and lack of systemic activity in recent accident years.
+Added: Unfavorable development in commercial auto and general liability was due to higher than expected claim severity across multiple accident years.
+Added: Favorable development in workers’ compensation was due to favorable medical trends driving lower than expected severity in multiple accident years.
+Added: Favorable development in property and other was primarily due to lower than expected loss emergence in recent accident years.
+Added: Unfavorable development in other insurance operations was largely associated with legacy mass tort abuse claims, including the Diocese of Rochester proposed settlement.
Unfavorable development in medical professional liability was due to higher than expected large loss activity in recent accident years.
4 unchanged sentences
Favorable development in workers’ compensation was due to favorable medical trends driving lower than expected severity in multiple accident years.
−Removed: Unfavorable development in other insurance operations was due to higher than expected emergence in mass tort exposures in older accident years primarily related to abuse.
+Added: Unfavorable development in other insurance operations was due to legacy mass tort exposures, primarily related to abuse.
Unfavorable development in medical professional liability was primarily due to higher than expected frequency of large losses in recent accident years and unfavorable outcomes on specific claims in older accident years.
1 unchanged sentence
Favorable development in surety was due to lower than expected frequency and lack of systemic loss activity for accident years 2019 and prior.
−Removed: Unfavorable development in commercial auto was due to higher than expected claim severity in CNA’s middle market and construction business in recent accident years.
+Added: Unfavorable development in commercial auto was due to higher than expected claim severity in CNA’s middle market and construction businesses in recent accident years.
Unfavorable development in general liability was driven by increased bodily injury severities in accident years 2012 through 2016 and higher than expected frequency and severity in CNA’s umbrella business in accident years 2015 through 2019.
1 unchanged sentence
Unfavorable development in property and other was primarily due to higher than expected large loss activity in accident year 2019 in CNA’s middle market, national accounts and marine business units.
−Removed: Unfavorable development in other insurance operations was due to higher than expected emergence in mass tort exposures in older accident years primarily related to abuse.
−Removed: Unfavorable development in medical professional liability was primarily due to higher than expected severity in accident years 2016 through 2018 in CNA’s aging services business, higher than expected severity in accident year 2013 in the allied healthcare business, unfavorable outcomes on individual claims and higher than expected severity in accident year 2017 in the dentists business.
−Removed: Favorable development in other professional liability and management liability was primarily due to lower than expected claim frequency and favorable outcomes on individual claims in accident years 2017 and prior related to financial institutions, lower than expected large claim losses in recent accident years in CNA’s public company directors and officers liability business and lower than expected loss adjustment expenses across accident years 2010 through 2018.
−Removed: Favorable development in surety was due to lower than expected frequency for accident years 2018 and prior.
−Removed: Favorable development in commercial auto was primarily due to continued lower than expected severity across accident years 2015 and prior and a decline in bodily injury frequency in accident year 2018.
−Removed: Unfavorable development in general liability was driven by higher than expected large loss emergence in CNA’s umbrella business in multiple accident years.
−Removed: Favorable development in workers’ compensation was due to favorable medical trends driving lower than expected severity in accident years 2012 through 2018.
−Removed: Favorable development in property and other was primarily due to lower than expected paid loss emergence on vehicle products in warranty and lower than expected claim severity related to catastrophe events in accident years 2017 and 2018.
−Removed: This was mostly offset by u nfavorable development due to potential design and construct exposures in professional indemnity within Europe financial lines in accident years 2017 and 2018 .
−Removed: Unfavorable development in other insurance operations was primarily due to higher than expected emergence in environmental mass tort exposures in older accident years.
+Added: Unfavorable development in other insurance operations was due to legacy mass tort exposures, primarily related to abuse.
Property & Casualty Operations – Line of Business Composition
49 unchanged sentences
25 2 17 22 66
+Added: ( 1 ) ( 21 ) ( 22 )
Total net development for the accident years presented above 34 13 16
89 unchanged sentences
Total net development for accident years prior to 2013
−Removed: ( 3 ) ( 2 ) 3
Total unallocated claim adjustment expense development — — —
88 unchanged sentences
( 9 ) 2 ( 7 ) 11 ( 3 )
−Removed: ( 9 ) 2 ( 7 ) ( 14 )
Total net development for the accident years presented above 14 14 79
104 unchanged sentences
As of December 31, 2022 , the cumulative amount ceded under the EWC LPT was $ 690 million.
−Removed: Cavello established a collateral trust account as security for its obligations.
−Removed: The fair value of the collateral trust account was $ 634 million as of December 31, 2021.
+Added: Cavello established a collateral trust as security for its obligations.
+Added: The fair value of the collateral trust was $ 608 million as of December 31, 2022.
Life & Group Policyholder Reserves
9 unchanged sentences
CNA’s recorded claim and claim adjustment expense reserves reflect management’s best estimate after incorporating the results of the most recent reviews.
−Removed: CNA completed its annual claim reserve reviews in the third quarters of 2021, 2020 and 2019 resulting in $ 40 million, $ 37 million and $ 56 million pretax reductions in long term care reserves primarily due to lower claim severity than anticipated in the reserve estimates.
−Removed: The 2021 and 2020 annual claim reserve reviews also resulted in $ 2 million and $ 46 million pretax increases in the structured settlement claim reserves primarily due to lower discount rate assumptions and mortality assumption changes.
+Added: CNA’s most recent annual claim reserve reviews were completed in the third quarter of 2022.
+Added: The long term care claim reserve review resulted in a $ 25 million pretax reduction in reserves driven by a $ 107 million favorable impact from the release of all remaining IBNR reserves established during 2020 and 2021 in response to the COVID-19 pandemic partially offset by an $ 82 million unfavorable impact from higher claim severity, including utilization and cost of care inflation, than anticipated in the reserve estimates.
+Added: The structured settlement claim reserve review resulted in a $ 5 million pretax reduction in reserves due to discount rate assumption changes.
+Added: CNA’s 2021 annual claim reserve reviews were completed in the third quarter of 2021 resulting in a $ 40 million pretax reduction in long term care reserves primarily due to lower claim severity than anticipated in the reserve estimates and a $ 2 million pretax increase in the structured settlement claim reserves primarily due to lower discount rate assumptions and mortality assumption changes.
Future policy benefit reserves consist of active life reserves related to CNA’s long term care policies for policyholders that are not currently receiving benefits and represent the present value of expected future benefit payments and expenses less expected future premium.
−Removed: The determination of these reserves requires management to make estimates and
−Removed: assumptions about expected investment and policyholder experience over the life of the contract.
+Added: The determination of these reserves requires management to make estimates and assumptions about expected investment and policyholder experience over the life of the contract.
Since many of these contracts may be in force for several decades, these assumptions are subject to significant estimation risk.
10 unchanged sentences
Any such increase is reflected in the Company’s results of operations in the period in which the need for such adjustment is determined.
−Removed: If the GPV required reserves are less than the existing recorded reserves, assumptions remain locked in and no adjustment is required.
−Removed: The GPV for the long term care future policy benefit reserves, performed in the third quarter of 2021, indicated that recorded reserves included a pretax margin of approximately $ 72 million .
−Removed: The GPV for the long term care future policy benefit reserves performed in the third quarter of 2020 and 2019 indicated a premium deficiency primarily driven by lower discount rate assumptions.
−Removed: Recognition of the premium deficiency resulted in a $ 74 million and a $ 216 million pretax increase in policyholders’ benefits reflected in the results of operations for the years ended December 31, 2020 and 2019.
+Added: If the GPV required reserves are less than the existing recorded reserves, assumptions remain locked in and no adjustment is made.
+Added: The GPV for the long term care future policy benefit reserves, performed in the third quarters of 2022 and 2021, indicated recorded reserves included a pretax margin of approximately $ 125 million and $ 72 million as of September 30, 2022 and 2021.
Lease agreements primarily cover office facilities and machinery and equipment and expire at various dates.
22 unchanged sentences
For 2020 through 2022 , the Company participates in the Internal Revenue Service (“IRS”) Compliance Assurance Process (“CAP”), which is a voluntary program for large corporations.
−Removed: Under CAP, the IRS conducted a real-time audit and worked contemporaneously with the Company to resolve any issues prior to the filing of the 2019 tax return.
−Removed: The 2019 examination is completed.
+Added: Under CAP, the IRS conducts a real-time audit and works contemporaneously with the Company to resolve any issues prior to the filing of the tax return.
For 2020 and 2021, the Company was selected to participate in the phase of CAP reserved for taxpayers whose risk of noncompliance does not support use of IRS resources.
26 unchanged sentences
Increase (decrease) in income tax expense (benefit) resulting from:
−Removed: Effect of the 2017 tax act ( 14 )
Exempt investment income ( 38 ) ( 48 ) ( 49 )
13 unchanged sentences
Additions for tax positions related to the current year 68
−Removed: Additions for tax positions related to a prior year 2
−Removed: Reductions for tax positions related to a prior year ( 23 )
−Removed: Lapse of statute of limitations ( 2 )
Reduction due to deconsolidation of subsidiaries ( 2 ) ( 187 )
Balance at December 31
−Removed: $ — $ 2 $ 121
As of December 31, 2022, there were no unrecognized tax benefits or related accrued interest and penalties that would affect the effective tax rate if recognized.
1 unchanged sentence
Penalties are recognized in Income tax expense (benefit) on the Consolidated Statements of Operations.
−Removed: No interest expense (benefit) and no penalties were recorded for the year ended December 31, 2021, and amounts recorded were insignificant for the years ended December 31, 2020 and 2019.
+Added: No interest expense (benefit) and no penalties were recorded for the years ended December 31, 2022 and 2021, and amounts recorded were insignificant for the year ended December 31, 2020.
The following table summarizes deferred tax assets and liabilities:
5 unchanged sentences
Unearned premium reserves 190 193
−Removed: Receivables 11 11
+Added: Deferred revenue 72 71
Employee benefits 98 111
1 unchanged sentence
Net operating loss carryforwards 55 29
−Removed: Tax credit carryforwards 4 11
−Removed: Basis differential in investment in subsidiary 8 8
+Added: Net unrealized losses 709
Other 147 132
10 unchanged sentences
Net deferred tax liabilities (a) $ ( 42 ) $ ( 1,034 )
−Removed: $ ( 1,034 ) $ ( 1,022 )
−Removed: (a) Includes $ 45 and $ 43 of deferred tax assets reflected in Other assets in the Consolidated Balance Sheets at December 31, 2021 and 2020.
+Added: (a) Includes deferred tax assets reflected in Other assets on the Consolidated Balance Sheets at December 31, 2022 and 2021 $ 201 $ 45
Net operating loss carryforwards in foreign tax jurisdictions of $ 205 million and foreign tax credit carryforwards of $ 6 million have no expiration.
17 unchanged sentences
Boardwalk Pipelines:
−Removed: Variable rate revolving credit facility due 2026 (effective interest rate of 1.4 %)
4.0 % notes due 2022 (effective interest rate of 4.4 %) (authorized, $ 300 )
6 unchanged sentences
3.4 % notes due 2031 (effective interest rate of 3.5 %) (authorized, $ 500 )
+Added: 3.6 % notes due 2032 (effective interest rate of 3.7 %) (authorized, $ 500 )
Finance lease obligation 5 6
1 unchanged sentence
Senior debt, principally mortgages (effective interest rates approximate 5.5 % and 4.6 %)
−Removed: Altium Packaging (a):
−Removed: Variable rate asset based lending facility due 2022 (effective interest rate of 3.5 %)
−Removed: Variable rate term loan due 2024 (effective interest rate of 4.7 %)
−Removed: Variable rate term loan due 2026 (effective interest rate of 4.1 %)
−Removed: Finance lease obligation 26
Less unamortized discount and issuance costs 61 62
Debt $ 9,019 $ 9,079
−Removed: (a) Amounts presented for Altium Packaging reflect the period prior to the deconsolidation.
December 31, 2022 Principal Unamortized Discount and Issuance Costs Net Short Term Debt Long Term Debt
6 unchanged sentences
At December 31, 2022, the aggregate long term debt maturing in each of the next five years is approximately as follows:
−Removed: $ 394 million in 2022, $ 1.2 billion in 2023, $ 1.5 billion in 2024, $ 2 million in 2025, $ 1.5 billion in 2026 and $ 4.5 billion thereafter.
+Added: $ 855 million in 2023, $ 1.5 billion in 2024, $ 3 million in 2025, $ 1.6 billion in 2026, $ 1.1 billion in 2027 and $ 4.0 billion thereafter.
Long term debt is generally redeemable in whole or in part at the greater of the principal amount or the net present value of remaining scheduled payments discounted at the specified treasury rate plus a margin.
7 unchanged sentences
As of December 31, 2022, CNA had no outstanding borrowings under the credit agreement and was in compliance with all covenants.
−Removed: In May of 2021, Boardwalk Pipelines entered into an amended revolving credit agreement.
−Removed: The revolving credit facility provided under the credit agreement has a borrowing capacity of $ 1.0 billion through May 27, 2026, with two one -year extensions at Boardwalk Pipelines’ election.
−Removed: As of December 31, 2021 and February 4, 2022, Boardwalk Pipelines had no outstanding borrowings and all of the $ 1.0 billion available borrowing capacity under the revolving credit facility.
−Removed: As of December 31, 2021, Boardwalk Pipelines was in compliance with all covenants under the credit agreement.
+Added: In February of 2022, Boardwalk Pipelines completed a public offering of $ 500 million aggregate principal amount of its 3.6 % senior notes due September 1, 2032.
+Added: Boardwalk Pipelines used the proceeds to retire the outstanding $ 300 million aggregate principal amount of its 4.0 % senior notes due June 2022 in March of 2022, to fund growth capital expenditures and for general corporate purposes.
+Added: In November of 2022, Boardwalk Pipelines retired the outstanding $ 300 million aggregate principal amount of its 3.4 % senior notes due February 1, 2023 at a redemption price of 100 % of the principal amount plus unpaid and accrued interest.
+Added: The retirement was funded from available cash.
+Added: Boardwalk Pipelines has a revolving credit facility that is evidenced by a credit agreement with a borrowing capacity of $ 1.0 billion through May 27, 2027.
+Added: Interest rates are based on the term Secured Overnight Financing Rate (“SOFR”).
+Added: As of December 31, 2022, Boardwalk Pipelines had no outstanding borrowings and all of the $ 1.0 billion available borrowing capacity under its revolving credit facility.
+Added: As of December 31, 2022, Boardwalk Pipelines was in compliance with its covenants under the credit agreement.
Certain of the hotels wholly or partially owned by Loews Hotels & Co are financed by debt facilities, with a number of different lenders.
−Removed: Each of the loan agreements underlying these facilities contain a variety of financial and operational covenants.
+Added: Each of the loan agreements underlying these facilities contains a variety of financial and operational covenants.
As of December 31, 2022, Loews Hotels & Co was in compliance with these covenants.
2 unchanged sentences
The tables below present the changes in AOCI by component for the years ended December 31, 2020, 2021 and 2022:
−Removed: Net Unrealized Gains (Losses) on Investments with OTTI Losses Net Other Unrealized Gains (Losses) on Investments Unrealized Gains (Losses) on Cash Flow Hedges Pension and Postretirement Benefits Foreign Currency Translation Total Accumulated Other Comprehensive Income (Loss)
+Added: Net Unrealized Gains (Losses) on Investments with an Allowance for Credit Losses Net Unrealized Gains (Losses) on Other Investments Unrealized Gains (Losses) on Cash Flow Hedges Pension and Postretirement Benefits Foreign Currency Translation Total Accumulated Other Comprehensive Income (Loss)
(In millions)
9 unchanged sentences
$ — $ 1,563 $ ( 23 ) $ ( 877 ) $ ( 82 ) $ 581
−Removed: Balance, January 1, 2020 (a) $ — $ 918 $ ( 6 ) $ ( 855 ) $ ( 125 ) $ ( 68 )
Other comprehensive income (loss) before reclassifications, after tax of $ 2 , $ 167 , $( 2 ), $( 59 ) and $ 0
14 unchanged sentences
$ ( 7 ) $ ( 2,469 ) $ 14 $ ( 622 ) $ ( 200 ) $ ( 3,284 )
−Removed: (a) On January 1, 2020, the Company adopted ASU 2016-13;
−Removed: The Net Unrealized Gains (Losses) on Investments with OTTI Losses column that tracked the change in unrealized gains (losses) on investments with OTTI losses has been replaced with the Net Unrealized Gains (Losses) on Investments with an Allowance for Credit Losses column.
−Removed: The balance as of January 1, 2020 in the Net Unrealized Gains (Losses) on Investments with OTTI Losses column is now reported in the Net Unrealized Gains (Losses) on Other Investments column.
−Removed: Prior period amounts were not adjusted for the adoption of this standard.
−Removed: Amounts reclassified from AOCI shown above are reported in Net income as follows:
+Added: Amounts reclassified from AOCI shown above are reported in Net income (loss) as follows:
Major Category of AOCI Affected Line Item
−Removed: Net unrealized gains (losses) on investments with an allowance for credit losses, Net unrealized gains (losses) on investments with OTTI losses and Net unrealized gains (losses) on other investments Investment gains (losses)
+Added: Net unrealized gains (losses) on investments with an allowance for credit losses and Net unrealized gains (losses) on other investments Investment gains (losses)
Unrealized gains (losses) on cash flow hedges Operating revenues and other, Interest expense and Operating expenses and other
8 unchanged sentences
Loews Corporation repurchased 12.7 million, 21.1 million and 22.0 million shares of its common stock at aggregate costs of $ 0.7 billion, $ 1.1 billion and $ 0.9 billion during the years ended December 31, 2022, 2021 and 2020.
−Removed: On December 31, 2021, 21.2 million shares were retired.
+Added: On December 31, 2022, 12.5 million shares of Loews Corporation common stock were retired.
Upon retirement, treasury stock was eliminated through a reduction to common stock, APIC and retained earnings.
+Added: Loews Corporation purchased 0.7 million shares of CNA’s common stock at an aggregate cost of $ 26 million in 2022.
Revenue from Contracts with Customers
12 unchanged sentences
Operating revenues and other $ 2,200 $ 2,133 $ 2,933
−Removed: (a) Revenues presented for Corporate reflect the periods prior to the deconsolidation of Altium Packaging.
+Added: (a) Revenues presented reflect the consolidated results of Altium Packaging through March 31, 2021.
See Note 2 for further discussion.
−Removed: (b) Revenues presented for Diamond Offshore reflect the periods prior to deconsolidation.
+Added: (b) Revenues presented for Diamond Offshore reflects the period prior to deconsolidation.
See Note 2 for further discussion.
2 unchanged sentences
Approximately $ 1.4 billion and $ 1.2 billion of revenues recognized during the year ended December 31, 2022 and 2021 were included in deferred revenue as of January 1, 2022 and 2021.
−Removed: Contract costs – As of December 31, 2021 and 2020, the Company had approximately $ 3.5 billion and $ 3.1 billion of costs to obtain contracts with customers, primarily related to CNA for amounts paid to dealers and other agents to obtain non-insurance warranty contracts, which are reported as Deferred non-insurance warranty acquisition expenses on the Consolidated Balance Sheets.
−Removed: For the year ended December 31, 2021 and 2020, amortization expense totaled $ 1.1 billion and $ 907 million is included in Non-insurance warranty expense and Operating expenses and other in the Consolidated Statement of Income.
+Added: Contract costs – As of December 31, 2022 and 2021, the Company had approximately $ 3.7 billion and $ 3.5 billion of costs to obtain contracts with customers related to CNA for amounts paid to dealers and other agents to obtain non-insurance warranty contracts, which are reported as Deferred non-insurance warranty acquisition expenses on the Consolidated Balance Sheets.
+Added: For the year ended December 31, 2022 and 2021, amortization expense of $ 1.2 billion and $ 1.1 billion is reported as Non-insurance warranty expense on the Consolidated Statement of Income.
There were no adjustments to deferred costs recorded for the year ended December 31, 2022 and 2021.
Performance obligations – As of December 31, 2022, approximately $ 13.7 billion of estimated operating revenues is expected to be recognized in the future related to outstanding performance obligations.
−Removed: The balance relates primarily to revenues for transportation and storage of natural gas and NGLs at Boardwalk Pipelines and non-insurance warranty services at CNA.
+Added: The balance relates primarily to revenues for transportation and storage of natural gas and NGLs at Boardwalk Pipelines and non-insurance warranty revenue at CNA.
Approximately $ 2.8 billion will be recognized during 2023, $ 2.2 billion in 2024 and the remainder in following years.
37 unchanged sentences
The benefits for another plan which covers salaried employees are based on formulas which include, among others, years of service and average pay.
−Removed: The Company’s funding policy is to make contributions in accordance with applicable governmental regulatory requirements.
+Added: The funding policy is to make contributions in accordance with applicable governmental regulatory requirements.
Other Postretirement Benefit Plans – Several postretirement benefit plans cover eligible employees and retirees.
5 unchanged sentences
Other retirees, based on plan provisions, must use Medicare as their primary coverage, with a portion of the unpaid amount being reimbursed by the employer;
−Removed: or are reimbursed for the Medicare Part B premium or have no Company coverage.
+Added: or are reimbursed for the Medicare Part B premium or have no employer coverage.
The benefits provided are basically health and, for certain retirees, life insurance type benefits.
92 unchanged sentences
Fair value of plan assets 78 104
−Removed: (a) Changes in the values in the table above are due to a plan’s assets exceeding the obligation in 2021.
The benefit obligation for all defined benefit pension plans was $ 2.2 billion and $ 2.9 billion at December 31, 2022 and 2021.
−Removed: Changes for the years ended December 31, 2021 and 2020 include actuarial gains of $ 89 million and actuarial losses of $ 236 million primarily driven by changes in the discount rate used to determine the benefit obligations.
+Added: Changes for the years ended December 31, 2022 and 2021 include actuarial gains of $ 557 million and $ 89 million primarily driven by changes in the discount rate used to determine the benefit obligations.
A total return approach is employed whereby a mix of equity, limited partnerships and fixed maturity securities are used to maximize the long term return of plan assets for a prudent level of risk and to manage cash flows according to plan requirements.
24 unchanged sentences
Fixed income mutual funds 42 42
−Removed: Other assets 2 8 10
+Added: Other assets (a) 2 12 57 71
Total plan assets at fair value $ 474 $ 1,091 $ 73 $ 1,638
1 unchanged sentence
Equity securities 21
−Removed: Limited partnerships 893
+Added: L imited partnerships 553
Total plan assets $ 474 $ 1,091 $ 73 $ 2,212
13 unchanged sentences
Plan assets at net asset value:
−Removed: Limited partnerships 813
+Added: Equity securities 20
+Added: L imited partnerships 893
Total plan assets $ 961 $ 934 $ 8 $ 2,816
−Removed: (a) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy.
+Added: (a) In November 2022, the Company elected to de-risk a portion of the pension assets and purchased an annuity contract.
+Added: (b) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy.
The fair value amounts presented in this table for these investments are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statement of financial position.
The limited partnership investments held within the plans are recorded at fair value, which represents the plans’ shares of the net asset value of each partnership, as determined by the general partner.
−Removed: Limited partnerships comprising 66 % and 75 % of the carrying value as of December 31, 2021 and 2020 employ hedge fund strategies that generate returns through investing in marketable securities in the public fixed income and equity markets and the remainder were primarily invested in private debt and equity.
+Added: Limited partnerships comprising 62 % and 34 % of the carrying value as of December 31, 2022 and 2021 were invested in private debt and equity.
+Added: Limited partnerships comprising 38 % and 66 % of the carrying value as of December 31, 2022 and 2021 employ hedge fund strategies.
+Added: Private debt and equity funds cover a broad range of investment strategies including buyout, private credit, growth capital and distressed investing.
+Added: Hedge fund strategies include both long and short positions in fixed income, equity and derivative instruments.
Within hedge fund strategies, approximately 64 % were equity related, 24 % pursued a multi-strategy approach and 12 % were focused on distressed investments at December 31, 2022.
10 unchanged sentences
Fixed income mutual funds 2 2
−Removed: Total $ 23 $ 70 $ — $ 93
+Added: Total assets $ 4 $ 90 $ — $ 94
+Added: Other liabilities $ ( 13 ) $ ( 13 )
December 31, 2021 Level 1 Level 2 Level 3 Total
11 unchanged sentences
Matching contributions are made up to specified percentages of employees’ contributions.
+Added: In addition, eligible employees also receive a contribution of a percentage of their annual eligible compensation.
Employer contributions to these plans amounted to $ 90 million, $ 83 million and $ 90 million for the years ended December 31, 2022, 2021 and 2020.
−Removed: Stock-based Compensation – In 2016, shareholders approved the Loews Corporation 2016 Incentive Compensation Plan (the “2016 Loews Plan”) which replaced a previously existing plan.
+Added: Stock-based Compensation – In 2016, shareholders approved the Loews Corporation 2016 Incentive Compensation Plan (the “2016 Loews Plan”) which replaced a previously existing equity plan.
The aggregate number of shares of Loews Corporation common stock authorized under the 2016 Loews Plan is 6,000,000 shares, plus up to 3,000,000 shares that may be forfeited under the prior plan.
3 unchanged sentences
The exercise price per share may not be less than the fair market value of the common stock on the date of grant.
−Removed: Generally, SARs vest ratably over a four-year period and expire in ten years .
+Added: Generally, SARs vested ratably over a four-year period and expire in ten years .
Time-based Restricted Stock Units:
8 unchanged sentences
The Company recognized compensation expense in connection with stock-based compensation that decreased net income by $ 34 million, $ 33 million and $ 37 million for the years ended December 31, 2022, 2021 and 2020.
−Removed: Several of Loews Corporation’s subsidiaries also maintain their own stock-based compensation plans.
−Removed: Such amounts include Loews Corporation’s share of expense related to these plans.
+Added: CNA also maintains their own stock-based compensation plan.
+Added: Such amounts include Loews Corporation’s share of expense related to this plan.
CNA cedes insurance to reinsurers to limit its maximum loss, provide greater diversification of risk, minimize exposures on larger risks and to exit certain lines of business.
53 unchanged sentences
CNA receives and retains a ceding commission.
+Added: Insurance claims and policyholders’ benefits reported on the Consolidated Statements of Operations are net of estimated reinsurance recoveries of $ 2.6 billion, $ 3.1 billion and $ 3.2 billion for the years ended December 31, 2022, 2021 and 2020, including $ 1.8 billion, $ 2.0 billion and $ 2.4 billion related to the significant third party captive program discussed above.
Long term care premiums are from long-duration contracts;
property and casualty premiums are from short-duration contracts.
−Removed: Insurance claims and policyholders’ benefits reported on the Consolidated Statements of Operations are net of estimated reinsurance recoveries of $ 3.1 billion, $ 3.2 billion and $ 2.7 billion for the years ended December 31, 2021, 2020 and 2019, including $ 2.0 billion, $ 2.4 billion and $ 2.1 billion related to the significant third party captive program discussed above.
Legal Proceedings
−Removed: Boardwalk Pipelines Litigation
On May 25, 2018, plaintiffs Tsemach Mishal and Paul Berger (on behalf of themselves and the purported class, “Plaintiffs”) initiated a purported class action in the Court of Chancery of the State of Delaware (the “Trial Court”) against the following defendants:
12 unchanged sentences
The Trial Court held that the General Partner breached the Limited Partnership Agreement and awarded Plaintiffs approximately $ 690 million, plus pre-judgment interest (approximately $ 166 million), post-judgment interest and attorneys’ fees.
−Removed: The Company believes that the Trial Court ruling includes factual and legal errors.
+Added: The Company believed that the Trial Court ruling included factual and legal errors.
Therefore, on January 3, 2022, the Defendants appealed the Trial Court’s ruling to the Supreme Court of the State of Delaware (the “Supreme Court”).
On January 17, 2022, the Plaintiffs filed a cross-appeal to the Supreme Court contesting the calculation of damages by the Trial Court.
−Removed: At this time, given the Trial Court’s ruling and the pending appeals, the Company believes that it is reasonably possible that a loss has occurred, although the Company is unable to estimate any potential loss as it may range from zero up to the full amount of the Trial Court’s award of $ 690 million, plus pre- and post-judgment interest and attorneys’ fees, or more, depending on the extent of the Defendants’ and Plaintiffs’ success on appeal.
−Removed: The Company has not recorded a liability related to this matter.
−Removed: As litigation is inherently unpredictable, if an unfavorable final outcome occurs, there is a possibility of a material adverse impact to the Company’s consolidated financial statements in the period in which the effects become known.
−Removed: Other Litigation
+Added: Oral arguments were held on September 14, 2022, and on December 19, 2022, the Supreme Court reversed the Trial Court’s ruling and remanded the case to the Trial Court for further proceedings related to claims not decided by the Trial Court’s ruling.
The Company is from time to time party to other litigation arising in the ordinary course of business.
−Removed: While it is difficult to predict the outcome or effect of any litigation, management does not believe that the outcome of any such pending litigation will materially affect the Company’s results of operations or equity.
+Added: While it is difficult to predict the outcome or effect of any litigation, management does not believe that the outcome of any pending litigation, including the Boardwalk Pipelines matter described above, will materially affect the Company’s results of operations or equity.
Commitments and Contingencies
−Removed: CNA Data Breach-related Contingency
−Removed: As previously disclosed, CNA sustained a sophisticated cybersecurity attack in March of 2021 involving ransomware.
−Removed: CNA’s investigation revealed that an unauthorized third party copied some personal information relating to certain current and former employees, contractor workers and their dependents and certain other persons, including some policyholders.
−Removed: In July of 2021, CNA provided notifications to the impacted individuals and to regulators, in accordance with applicable law.
−Removed: CNA may be subject to subsequent investigations, fines or penalties, as well as other legal claims and actions, related to the foregoing.
−Removed: The likelihood is reasonably possible, but the amount of such fines, penalties or costs, if any, cannot be estimated at this time.
−Removed: Based on the information currently known, CNA does not believe that the March 2021 cybersecurity attack will have a material impact on its business, results of operations or financial condition, but no assurances can be given as it continues to assess the full impact from the incident, including costs, expenses and insurance coverage.
CNA Guarantees
2 unchanged sentences
CNA does not believe any payment is likely under these guarantees, as CNA is the beneficiary of a trust that must be maintained at a level that approximates the discounted reserves for these annuities.
+Added: Loews Hotels & Co
+Added: Loews Hotels & Co contributed $ 41 million to two joint venture development projects expected to open in 2025.
+Added: These projects are currently estimated to require an aggregate additional investment of approximately $ 160 million in capital contributions from Loews Hotels & Co.
Loews Corporation has four reportable segments comprised of three individual consolidated operating subsidiaries, CNA, Boardwalk Pipelines and Loews Hotels & Co;
2 unchanged sentences
Diamond Offshore was deconsolidated during the second quarter of 2020.
−Removed: The Corporate segment is primarily comprised of Loews Corporation, excluding its subsidiaries, and the operations of Altium Packaging through March 31, 2021.
−Removed: On April 1, 2021, Loews Corporation sold 47 % of Altium Packaging and as a result, Altium Packaging was deconsolidated from Loews Corporation’s consolidated financial results.
−Removed: Subsequent to deconsolidation, Loews Corporation’s investment in Altium Packaging is accounted for under the equity method of accounting, with Equity income (loss) reported in Operating expenses and other on the Consolidated Statements of Operations in the Corporate segment.
+Added: The Corporate segment is primarily comprised of Loews Corporation, excluding its subsidiaries, the consolidated operations of Altium Packaging through March 31, 2021 and the equity method of accounting for Altium Packaging subsequent to its deconsolidation on April 1, 2021.
For further information on the deconsolidations of Diamond Offshore and Altium Packaging see Note 2.
3 unchanged sentences
Boardwalk Pipelines operates in the midstream portion of the natural gas and NGLs industry, providing transportation and storage for those commodities.
−Removed: Boardwalk Pipeline owns approximately 14,065 miles of natural gas and NGL pipelines and underground storage caverns.
+Added: Boardwalk Pipelines owns approximately 13,965 miles of natural gas and NGL pipelines and underground storage caverns.
Boardwalk Pipelines’ natural gas pipeline systems are located in the Gulf Coast region, Oklahoma, Arkansas, Tennessee, Kentucky, Illinois, Indiana and Ohio, and its NGL pipelines and storage facilities are located in Louisiana and Texas.
1 unchanged sentence
The Corporate segment consists of investment income from the Parent Company’s cash and investments, Parent Company interest expense and other unallocated Parent Company expenses.
−Removed: Corporate also includes the operating results of Altium Packaging through March 31, 2021 and the equity method accounting for Altium Packaging beginning on April 1, 2021, as a result of the sale of 47 % of Altium Packaging and the resulting deconsolidation.
+Added: Corporate also includes the consolidated operations of Altium Packaging through March 31, 2021 and the equity method of accounting for Altium Packaging subsequent to its deconsolidation on April 1, 2021 .
See Note 2 for further information.
8 unchanged sentences
Boardwalk Pipelines
−Removed: Corporate (a)
+Added: Corporate Total
(In millions)
Insurance premiums $ 8,667 $ 8,667
−Removed: Net investment income 2,159 $ 1 $ 99 2,259
−Removed: Investment gains 120 540 660
+Added: Net investment income (loss) 1,805 $ 3 $ 1 $ ( 7 ) 1,802
+Added: Investment losses ( 199 ) ( 199 )
Non-insurance warranty revenue 1,574 1,574
5 unchanged sentences
Operating expenses and other 1,339 950 697 91 3,077
+Added: Equity method (income) loss ( 148 ) 9 ( 139 )
Interest 112 166 11 89 378
1 unchanged sentence
Income (loss) before income tax 1,081 330 161 ( 191 ) 1,381
−Removed: Income tax expense ( 282 ) ( 68 ) ( 2 ) ( 127 ) ( 479 )
+Added: Income tax (expense) benefit ( 188 ) ( 83 ) ( 44 ) 37 ( 278 )
Net income (loss) 893 247 117 ( 154 ) 1,103
3 unchanged sentences
Total assets $ 60,872 $ 9,640 $ 1,935 $ 3,047 $ 75,494
−Removed: (a) Amounts presented for Corporate include the operating results of Altium Packaging through March 31, 2021.
−Removed: Beginning April 1, 2021, Altium Packaging is recorded as an equity method investment.
Year Ended December 31, 2021
−Removed: CNA Financial Boardwalk Pipelines Loews Hotels & Co Corporate (a) Diamond Offshore (b) Total
+Added: CNA Financial Boardwalk Pipelines Loews Hotels & Co Corporate (a) Total
(In millions)
1 unchanged sentence
Net investment income 2,159 $ 1 $ 99 2,259
−Removed: Investment losses ( 35 ) ( 1,211 ) ( 1,246 )
+Added: Investment gains 120 540 660
Non-insurance warranty revenue 1,430 1,430
5 unchanged sentences
Operating expenses and other 1,191 885 503 378 2,957
+Added: Equity method (income) loss ( 47 ) 21 ( 26 )
Interest 113 161 36 114 424
1 unchanged sentence
Income (loss) before income tax 1,484 303 ( 12 ) 407 2,182
−Removed: Income tax (expense) benefit ( 131 ) ( 71 ) 62 287 26 173
+Added: Income tax expense ( 282 ) ( 68 ) ( 2 ) ( 127 ) ( 479 )
Net income (loss) 1,202 235 ( 14 ) 280 1,703
3 unchanged sentences
Total assets $ 66,588 $ 9,418 $ 1,671 $ 3,949 $ 81,626
−Removed: (b) Amounts presented for Diamond Offshore reflect the periods prior to the deconsolidation.
+Added: (a) Amounts include the consolidated results of Altium Packaging through March 31, 2021.
+Added: Beginning April 1, 2021, Altium Packaging is recorded as an equity method investment.
CNA Boardwalk Loews Diamond
4 unchanged sentences
Net investment income 1,935 $ 1 $ 59 1,995
−Removed: Investment gains 49 49
+Added: Investment losses ( 35 ) ( 1,211 ) ( 1,246 )
Non-insurance warranty revenue 1,252 1,252
5 unchanged sentences
Operating expenses and other 1,125 855 446 1,098 1,196 4,720
+Added: Equity method loss 73 73
Interest 142 170 33 127 43 515
5 unchanged sentences
Net income (loss) attributable to Loews Corporation $ 618 $ 206 $ ( 212 ) $ ( 1,067 ) $ ( 476 ) $ ( 931 )
+Added: (b) Amounts presented for Diamond Offshore reflects the period prior to its deconsolidation.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.