Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Management’s discussion and analysis of financial condition and results of operations (“MD&A”) should be read in conjunction with our Consolidated Condensed Financial Statements included under Item 1 of this Report and the Consolidated Financial Statements, Risk Factors, and MD&A included in our Annual Report on Form 10-K for the year ended December 31, 2023. This MD&A is comprised of the following sections:

Page No.
Overview32
Results of Operations33
Consolidated Financial Results33
CNA Financial34
Boardwalk Pipelines39
Loews Hotels & Co40
Corporate41
Liquidity and Capital Resources42
Parent Company42
Subsidiaries42
Investments43
Critical Accounting Estimates46
Accounting Standards Update47
Forward-Looking Statements47

OVERVIEW

Loews Corporation is a holding company and has four reportable segments comprised of three individual consolidated operating subsidiaries, CNA Financial Corporation (“CNA”), Boardwalk Pipeline Partners, LP (“Boardwalk Pipelines”) and Loews Hotels Holding Corporation (“Loews Hotels & Co”); and the Corporate segment. The Corporate segment is primarily comprised of Loews Corporation, excluding its operating subsidiaries, and the equity method of accounting for Altium Packaging LLC (“Altium Packaging”).

Unless the context otherwise requires, as used herein, the term “Company” means Loews Corporation including its consolidated subsidiaries, the terms “Parent Company,” “we,” “our,” “us” or like terms mean 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.

We rely upon our invested cash balances and distributions from our subsidiaries to generate the funds necessary to meet our obligations and to declare and pay any dividends to our shareholders. The ability of our subsidiaries to pay dividends is subject to, among other things, the availability of sufficient earnings and funds in such subsidiaries, applicable state laws, including in the case of the insurance subsidiaries of CNA, laws and rules governing the payment of dividends by regulated insurance companies (see Note 15 of the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2023) and compliance with covenants in their respective loan agreements. Claims of creditors of our subsidiaries will generally have priority as to the assets of such subsidiaries over our claims and those of our creditors and shareholders. We are not responsible for the liabilities and obligations of our subsidiaries and there are no Parent Company guarantees.

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RESULTS OF OPERATIONS

Consolidated Financial Results

The following table summarizes net income (loss) attributable to Loews Corporation by segment and the basic and diluted net income per share attributable to Loews Corporation for the three months ended March 31, 2024 and 2023:

Three Months Ended March 3120242023
(In millions, except per share data)
CNA Financial$310$268
Boardwalk Pipelines12186
Loews Hotels & Co1624
Corporate10(3)
Net income attributable to Loews Corporation$457$375
Basic and diluted net income per share$2.05$1.61

Net income attributable to Loews Corporation for the three months ended March 31, 2024 was $457 million, or $2.05 per share, compared to net income of $375 million, or $1.61 per share in the comparable 2023 period.

The increase in net income attributable to Loews Corporation for the three months ended March 31, 2024 as compared to the comparable 2023 period was primarily driven by higher net income at CNA and Boardwalk Pipelines. The increase at CNA is primarily due to higher net investment income and favorable net prior year loss reserve development, partially offset by higher catastrophe losses and the increase at Boardwalk Pipelines is primarily due to higher revenues from re-contracting at higher rates and recently completed growth projects.

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CNA Financial

The following table summarizes the results of operations for CNA for the three months ended March 31, 2024 and 2023 as presented in Note 12 of the Notes to Consolidated Condensed Financial Statements included under Item 1 of this Report. For further discussion of Net investment income and Investment gains (losses), see the Investments section of this MD&A.

Three Months Ended March 3120242023
(In millions)
Revenues:
Insurance premiums$2,441$2,248
Net investment income609525
Investment losses(22)(35)
Non-insurance warranty revenue407407
Other revenues97
Total3,4443,152
Expenses:
Insurance claims and policyholders’ benefits1,8071,653
Amortization of deferred acquisition costs444379
Non-insurance warranty expense394384
Other operating expenses337337
Interest3528
Total3,0172,781
Income before income tax427371
Income tax expense(89)(74)
Net income338297
Amounts attributable to noncontrolling interests(28)(29)
Net income attributable to Loews Corporation$310$268

Net income attributable to Loews Corporation increased $42 million for the three months ended March 31, 2024 as compared with the comparable 2023 period due to higher net investment income and favorable net prior year loss reserve development, partially offset by higher catastrophe losses.

CNA’s Property & Casualty and Other Insurance Operations

CNA’s commercial property and casualty insurance operations (“Property & Casualty Operations”) include its Specialty, Commercial and International lines of business. CNA’s Other Insurance Operations outside of Property & Casualty Operations include its long-term care business that is in run-off, certain corporate expenses, including interest on CNA’s corporate debt, and the results of certain property and casualty businesses in run-off, including CNA Re, asbestos and environmental pollution (“A&EP”), a legacy portfolio of excess workers’ compensation (“EWC”) policies and certain legacy mass tort reserves. We believe the presentation of CNA as one reportable segment is appropriate in accordance with applicable accounting standards on segment reporting. However, for purposes of this discussion and analysis of the results of operations, we provide greater detail with respect to CNA’s Property & Casualty Operations and Other Insurance Operations to enhance the reader’s understanding and to provide further transparency into key drivers of CNA’s financial results.

In assessing its insurance operations, CNA utilizes the core income (loss) financial measure. Core income (loss) is calculated by excluding investment gains or losses from net income (loss). In addition, core income (loss) excludes the effects of noncontrolling interests. The calculation of core income (loss) excludes investment gains or losses because investment gains or losses are generally driven by economic factors that are not necessarily reflective of CNA’s primary insurance operations. Core income (loss) is deemed to be a non-GAAP financial measure and management believes some investors may find this measure useful to evaluate CNA’s insurance operations. Please see the non-GAAP reconciliation of net income (loss) to core income (loss) that follows in this MD&A.

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Property & Casualty Operations

In evaluating the results of Property & Casualty Operations, CNA utilizes the loss ratio, the underlying loss ratio, the expense ratio, the dividend ratio, the combined ratio and the underlying combined ratio. These ratios are calculated using GAAP financial results. The loss ratio is the percentage of net incurred claim and claim adjustment expenses to net earned premiums. The underlying loss ratio excludes the impact of catastrophe losses and development-related items from the loss ratio. Development-related items represent net prior year loss reserve and premium development, and includes the effects of interest accretion and change in allowance for uncollectible reinsurance and deductible amounts. The expense ratio is the percentage of insurance underwriting and acquisition expenses, including the amortization of deferred acquisition costs, to net earned premiums. The dividend ratio is the ratio of policyholders’ dividends incurred to net earned premiums. The combined ratio is the sum of the loss, expense and dividend ratios. The underlying combined ratio is the sum of the underlying loss ratio, the expense ratio and the dividend ratio. In addition, renewal premium change, rate, retention and new business are also utilized in evaluating operating trends. Renewal premium change represents the estimated change in average premium on policies that renew, including rate and exposure changes. Rate represents the average change in price on policies that renew excluding exposure change. For certain products within Small Business, where quantifiable, rate includes the influence of new business as well. Exposure represents the measure of risk used in the pricing of the insurance product. The change in exposure represents the change in premium dollars on policies that renew as a result of the change in risk of the policy. Retention represents the percentage of premium dollars renewed, excluding rate and exposure changes, in comparison to the expiring premium dollars from policies available to renew. New business represents premiums from policies written with new customers and additional policies written with existing customers. Gross written premiums, excluding third-party captives, excludes business which is ceded to third-party captives, including business related to large warranty programs. CNA uses underwriting gain (loss), calculated using GAAP financial results, to monitor insurance operations. Underwriting gain (loss) is pretax and is calculated as net earned premiums less total insurance expenses, which includes insurance claims and policyholders’ benefits, amortization of deferred acquisition costs and other insurance related expenses. Underlying underwriting gain (loss) represents underwriting results excluding catastrophe losses and development-related items.

The following tables summarize the results of CNA’s Property & Casualty Operations for the three months ended March 31, 2024 and 2023.

Three Months Ended March 31, 2024SpecialtyCommercialInternationalTotal
(In millions, except %)
Gross written premiums$1,682$1,686$374$3,742
Gross written premiums excluding third-party captives8801,6823742,936
Net written premiums7921,3382602,390
Net earned premiums8141,2023152,331
Underwriting gain762921126
Net investment income15017631357
Core income17715837372
Other performance metrics:
Underlying loss ratio59.2%62.0%58.1%60.5%
Effect of catastrophe impacts6.82.03.8
Effect of development-related items(0.6)(0.2)
Loss ratio58.6%68.8%60.1%64.1%
Expense ratio31.828.233.230.1
Dividend ratio0.30.60.4
Combined ratio90.7%97.6%93.3%94.6%
Underlying combined ratio91.3%90.8%91.3%91.0%
Rate2%6%1%4%
Renewal premium change3836
Retention88858285
New business$94$367$68$529
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Three Months Ended March 31, 2023SpecialtyCommercialInternationalTotal
(In millions, except %)
Gross written premiums$1,780$1,442$398$3,620
Gross written premiums excluding third-party captives8861,4403982,724
Net written premiums7881,1882712,247
Net earned premiums7971,0462902,133
Underwriting gain80419130
Net investment income12914923301
Core income17115124346
Other performance metrics:
Underlying loss ratio58.4%61.5%57.5%59.8%
Effect of catastrophe impacts4.22.82.4
Effect of development-related items5.10.7
Loss ratio58.4%65.7%65.4%62.9%
Expense ratio31.429.831.830.7
Dividend ratio0.20.50.3
Combined ratio90.0%96.0%97.2%93.9%
Underlying combined ratio90.0%91.8%89.3%90.8%
Rate2%7%4%5%
Renewal premium change4987
Retention88868386
New business$108$310$85$503

Gross written premiums, excluding third-party captives, for Specialty decreased $6 million for the three months ended March 31, 2024 as compared with the comparable 2023 period driven by lower new business, partially offset by favorable rate. Net written premiums for Specialty increased $4 million for the three months ended March 31, 2024 as compared with the comparable 2023 period. The increase in net earned premiums for the three months ended March 31, 2024 was consistent with the trend in net written premiums for Specialty.

Gross written premiums for Commercial increased $244 million for the three months ended March 31, 2024 as compared with the comparable 2023 period driven by favorable renewal premium change and higher new business. Net written premiums for Commercial increased $150 million for the three months ended March 31, 2024 as compared with the comparable 2023 period. The increase in net earned premiums for the three months ended March 31, 2024 was consistent with the trend in net written premiums for Commercial.

Gross written premiums for International decreased $24 million for the three months ended March 31, 2024 as compared with the comparable 2023 period. Excluding the effect of foreign currency exchange rates, gross written premiums decreased $31 million driven by lower new business. Net written premiums for International decreased $11 million for the three months ended March 31, 2024 as compared with the comparable 2023 period. Excluding the effect of foreign currency exchange rates, net written premiums decreased $16 million for the three months ended March 31, 2024 as compared with the comparable 2023 period. The increase in net earned premiums for the three months ended March 31, 2024 was consistent with the trend in net written premiums in recent quarters for International.

Core income for Property & Casualty Operations increased $26 million for the three months ended March 31, 2024 as compared with the comparable 2023 period driven by higher net investment income and favorable net prior year loss reserve development partially offset by higher catastrophe losses.

Catastrophe losses for Property & Casualty Operations were $88 million for the three months ended March 31, 2024 as compared with $52 million for the comparable 2023 period. For the three months ended March 31, 2024 and 2023, Specialty had no catastrophe losses, Commercial had catastrophe losses of $82 million and $44 million and International had catastrophe losses of $6 million and $8 million.

Favorable net prior year loss reserve development for Property & Casualty Operations of $7 million was recorded for the three months ended March 31, 2024 as compared with unfavorable net prior year loss reserve development of $13 million for the three months ended March 31, 2023. For the three months ended March 31, 2024 and 2023, Specialty recorded favorable net prior year loss reserve development of $5 million and no net prior year loss reserve development, Commercial recorded favorable net prior year loss reserve development of $2 million in each period and International recorded no net prior year loss reserve development and unfavorable net prior year loss reserve development of $15

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million. Further information on net prior year loss reserve development is included in Note 4 of the Notes to Consolidated Condensed Financial Statements included under Item 1 of this Report.

Specialty’s combined ratio increased 0.7 points for the three months ended March 31, 2024 as compared with the comparable 2023 period due to a 0.4 point increase in the expense ratio and a 0.2 point increase in the loss ratio. The increase in the expense ratio was driven by higher acquisition costs. The increase in the loss ratio was due to an increase in the underlying loss ratio partially offset by favorable net prior year loss reserve development.

Commercial’s combined ratio increased 1.6 points for the three months ended March 31, 2024 as compared with the comparable 2023 period primarily due to a 3.1 point increase in the loss ratio, partially offset by a 1.6 point improvement in the expense ratio. The increase in the loss ratio was primarily driven by higher catastrophe losses, which were 6.8 points of the loss ratio for the three months ended March 31, 2024 as compared with 4.2 points of the loss ratio in the comparable 2023 period. The improvement in the expense ratio was driven by higher net earned premiums and lower acquisition costs partially offset by higher employee related costs.

International’s combined ratio improved 3.9 points for the three months ended March 31, 2024 as compared with the comparable 2023 period due to a 5.3 point improvement in the loss ratio, partially offset by a 1.4 point increase in the expense ratio. The improvement in the loss ratio for the three months ended March 31, 2024 was driven by unfavorable net prior year loss reserve development recorded for the comparable 2023 period. Catastrophe losses were 2.0 points of the loss ratio for the three months ended March 31, 2024, as compared with 2.8 points of the loss ratio in the comparable 2023 period. The increase in the expense ratio was driven by higher employee related costs partially offset by higher net earned premiums.

Other Insurance Operations

The following table summarizes the results of CNA’s Other Insurance Operations for the three months ended March 31, 2024 and 2023.

Three Months Ended March 3120242023
(In millions)
Net earned premiums$110$115
Net investment income252224
Core loss(17)(21)

Core results for Other Insurance Operations improved $4 million for the three months ended March 31, 2024 as compared with the comparable 2023 period, primarily due to higher net investment income, partially offset by a $5 million charge related to office consolidation in the 2024 period.

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Non-GAAP Reconciliation of Net Income Attributable to Loews Corporation to Core Income

The following table reconciles net income attributable to Loews Corporation to core income for the three months ended March 31, 2024 and 2023:

Three Months Ended March 3120242023
(In millions)
Net income attributable to Loews Corporation$310$268
Investment losses1728
Noncontrolling interests2829
Total core income$355$325
Core income (loss):
Property & Casualty Operations372$346
Other Insurance Operations(17)(21)
Total core income$355$325
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Boardwalk Pipelines

A significant portion of Boardwalk Pipelines’ revenues is fee-based, being derived from capacity reservation charges under firm agreements with customers, which do not vary significantly period to period, but are impacted by longer term trends in its business such as changes in pricing on contract renewals and other factors. Boardwalk Pipelines has little to no direct commodity price exposure. For further information on Boardwalk Pipelines’ revenue recognition policies see Note 1 of the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2023. Boardwalk Pipelines’ operations and maintenance expenses are impacted by its compliance with the requirements of, among other regulations, the Pipeline and Hazardous Materials Safety Administration Mega Rule and Boardwalk Pipelines’ efforts to monitor, control and reduce emissions, as further discussed in Results of Operations of our MD&A included under Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2023.

On September 29, 2023, Boardwalk Pipelines acquired Williams Olefins Pipeline Holdco LLC, renamed Boardwalk Ethane Pipeline Holdco, LLC (“Bayou Ethane”), after the acquisition, from Williams Field Services Group, LLC. Bayou Ethane provides ethane supply and transportation services for industrial customers in Louisiana and Texas.

The following table summarizes the results of operations for Boardwalk Pipelines for the three months ended March 31, 2024 and 2023, as presented in Note 12 of the Notes to Consolidated Condensed Financial Statements included under Item 1 of this Report. Boardwalk Pipelines also utilizes a non-GAAP measure, earnings before interest, income tax expense, depreciation and amortization (“EBITDA”) as a financial measure to assess its operating and financial performance and return on invested capital. Management believes some investors may find this measure useful in evaluating Boardwalk Pipelines’ performance.

Three Months Ended March 3120242023
(In millions)
Revenues:
Operating revenues and other$513$397
Interest income4
Total517397
Expenses:
Operating and other:
Operating costs and expenses206141
Depreciation and amortization106101
Interest4339
Total355281
Income before income tax162116
Income tax expense(41)(30)
Net income attributable to Loews Corporation$121$86
EBITDA$307$256

EBITDA and net income attributable to Loews Corporation increased $51 million and $35 million for the three months ended March 31, 2024 as compared with the comparable 2023 period.

Total revenues increased $120 million for the three months ended March 31, 2024 as compared with the comparable 2023 period. Boardwalk Pipelines’ transportation revenues increased $24 million, primarily due to re-contracting at higher rates and recently completed growth projects; storage, parking and lending revenues increased $7 million due to favorable market conditions; product sale revenues from the sale of natural gas, ethylene and propane increased $9 million; and the Bayou Ethane acquisition contributed $75 million of operating revenues, primarily resulting from ethane product sales.

Operating costs and expenses increased $65 million for the three months ended March 31, 2024 as compared with the comparable 2023 period primarily reflecting operations of the Bayou Ethane acquisition.

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Depreciation and amortization expenses increased $5 million for the three months ended March 31, 2024 as compared with the comparable 2023 period due to an increased asset base from recently completed growth projects and the Bayou Ethane acquisition.

Interest expenses increased $4 million for the three months ended March 31, 2024 as compared with the comparable 2023 period, primarily due to higher average outstanding debt.

Non-GAAP Reconciliation of Net Income Attributable to Loews Corporation to EBITDA

The following table reconciles net income attributable to Loews Corporation to EBITDA for the three months ended March 31, 2024 and 2023:

Three Months Ended March 3120242023
(In millions)
Net income attributable to Loews Corporation$121$86
Interest, net3939
Income tax expense4130
Depreciation and amortization106101
EBITDA$307$256

Loews Hotels & Co

The following table summarizes the results of operations for Loews Hotels & Co for the three months ended March 31, 2024 and 2023, as presented in Note 12 of the Notes to Consolidated Condensed Financial Statements included under Item 1 of this Report.

Three Months Ended March 3120242023
(In millions)
Revenues:
Operating revenue$183$155
Revenues related to reimbursable expenses3337
Total216192
Expenses:
Operating and other:
Operating155130
Reimbursable expenses3337
Depreciation and amortization2116
Equity income from joint ventures(27)(31)
Interest66
Total188158
Income before income tax2834
Income tax expense(12)(10)
Net income attributable to Loews Corporation$16$24

Net income attributable to Loews Corporation decreased $8 million for the three months ended March 31, 2024 as compared with the comparable 2023 period primarily due to the reasons discussed below.

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Operating revenues improved by $28 million and operating expenses increased by $25 million for the three months ended March 31, 2024 as compared with the comparable 2023 period. The increase in operating revenues and operating expenses was driven by the opening of the Loews Arlington Hotel and Convention Center, including pre-opening expenses, in the first quarter of 2024 and consolidating the results of a property previously accounted for under the equity method. Operating revenues also improved due to higher occupancy levels at city center hotels as a result of the continued recovery in group travel in 2024 as compared with the comparable 2023 period and an increase in food and beverage revenues. Operating expenses also increased due to increased staffing costs, as well as higher insurance expenses and property taxes.

Equity income from joint ventures decreased $4 million for the three months ended March 31, 2024 as compared with the comparable 2023 period. The decrease was driven by a reduction in overall occupancy levels at many joint venture hotels, particularly at the Universal Orlando Resort, during the first quarter of 2024 as compared with the comparable 2023 period and consolidating the results of a property previously accounted for under the equity method. Expenses at joint venture properties increased in 2024 compared to 2023, largely due to increased staffing costs, as well as higher insurance expenses and property taxes.

Depreciation and amortization increased $5 million for the three months ended March 31, 2024 as compared with the comparable 2023 period mainly due to the opening of the Loews Arlington Hotel and Convention Center in the first quarter of 2024 and consolidating the results of a property previously accounted for under the equity method.

Interest expense for the three months ended March 31, 2024 was consistent with the comparable 2023 period as higher interest rates and average outstanding debt balances were offset by the favorable impact of interest rate caps and the increase in capitalized interest on projects under development.

Corporate

Corporate operations consist primarily of investment income, interest expense and administrative costs at the Parent Company. Investment income includes earnings on cash and short-term investments held at the Parent Company to meet current and future liquidity needs, as well as results of the trading portfolio held at the Parent Company. Corporate also includes the equity method of accounting for Altium Packaging.

The following table summarizes the results of operations for Corporate for the three months ended March 31, 2024 and 2023 as presented in Note 12 of the Notes to Consolidated Condensed Financial Statements included under Item 1 of this Report:

Three Months Ended March 3120242023
(In millions)
Revenues:
Net investment income$54$42
Total5442
Expenses:
Operating and other2219
Equity method loss13
Interest1922
Total4244
Income (loss) before income tax12(2)
Income tax expense(2)(1)
Net income (loss) attributable to Loews Corporation$10$(3)

Net income attributable to Loews Corporation increased $13 million for the three months ended March 31, 2024 as compared with the comparable 2023 period primarily due to the reasons discussed below.

Net investment income for the Parent Company increased $12 million for the three months ended March 31, 2024 as compared with the comparable 2023 period, primarily due to higher returns on equity investments.

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Interest expenses decreased by $3 million for the three months ended March 31, 2024 as compared with the comparable 2023 period due to the retirement of the Parent Company’s $500 million aggregate principal amount of its 2.6% senior notes in May of 2023.

LIQUIDITY AND CAPITAL RESOURCES

Parent Company

Parent Company cash and investments, net of receivables and payables, totaled $3.2 billion at March 31, 2024 as compared to $2.6 billion at December 31, 2023. During the three months ended March 31, 2024, we received $656 million in cash dividends from our subsidiaries, including a special cash dividend of $497 million from CNA and a $50 million distribution from Boardwalk Pipelines. Cash outflows during the three months ended March 31, 2024 included the payment of $24 million to fund treasury stock purchases and $14 million of cash dividends to our shareholders. As a holding company we depend on dividends from our subsidiaries and returns on our investment portfolio to fund our obligations. We also have an effective shelf registration statement on file with the Securities and Exchange Commission (“SEC”) under which we may publicly issue an unspecified amount of our debt, equity or hybrid securities from time to time. We are not responsible for the liabilities and obligations of our subsidiaries and there are no Parent Company guarantees.

Depending on market and other conditions, we may purchase shares of our and our subsidiaries outstanding common stock in the open market, in privately negotiated transactions or otherwise. We repurchased 0.9 million shares of Loews Corporation common stock for a total cost of $67 million since December 31, 2023. As of May 3, 2024, there were 221,406,259 shares of Loews Corporation common stock outstanding.

Future uses of our cash may include investing in our subsidiaries, new acquisitions, dividends and/or purchases of our and our subsidiaries’ outstanding common stock. The declaration and payment of future dividends to holders of our common stock will be at the discretion of our Board of Directors and will depend on many factors, including our earnings, financial condition and business needs.

Subsidiaries

CNA’s cash provided by operating activities was $504 million for the three months ended March 31, 2024 as compared with $436 million for the comparable 2023 period. The increase in cash provided by operating activities was driven by an increase in premiums collected and higher distributions from limited partnerships, partially offset by an increase in net claim payments and higher operating expenses.

CNA paid cash dividends of $2.44 per share on its common stock, including a special cash dividend of $2.00 per share, during the three months ended March 31, 2024. On May 2, 2024, CNA’s Board of Directors declared a quarterly cash dividend of $0.44 per share payable June 6, 2024 to shareholders of record on May 20, 2024. CNA’s declaration and payment of future dividends is at the discretion of its Board of Directors and will depend on many factors, including CNA’s earnings, financial condition, business needs and regulatory constraints. CNA believes that its present cash flows from operating, investing and financing activities are sufficient to fund its current and expected working capital and debt obligation needs and does not expect this to change in the near term.

Dividends to CNA from Continental Casualty Company (“CCC”), a subsidiary of CNA, are subject to the insurance holding company laws of the State of Illinois, the domiciliary state of CCC. Under these laws, ordinary dividends, or dividends that do not require prior approval by the Illinois Department of Insurance, are determined based on the greater of the prior year’s statutory net income or 10% of statutory surplus as of the end of the prior year, as well as the timing and amount of dividends paid in the preceding 12 months. Additionally, ordinary dividends may only be paid from earned surplus, which is calculated by removing unrealized gains from unassigned surplus. As of March 31, 2024, CCC was in a positive earned surplus position. CCC paid dividends of $300 million and $475 million during the three months ended March 31, 2024 and 2023. The actual level of dividends paid in any year is determined after an assessment of available dividend capacity, holding company liquidity and cash needs as well as the impact the dividends will have on the statutory surplus of the applicable insurance company.

In February of 2024, CNA completed a public offering of $500 million aggregate principal amount of its 5.1% senior notes due February 15, 2034. CNA intends to use the net proceeds towards retiring the outstanding $550 million aggregate principal amount of its 4.0% senior notes due May 2024.

CNA has an effective shelf registration statement on file with the SEC under which it may publicly issue an unspecified amount of debt, equity or hybrid securities from time to time.

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Boardwalk Pipelines’ cash provided by operating activities increased $43 million for the three months ended March 31, 2024 as compared with the comparable 2023 period, primarily due to changes in net income adjusted for depreciation and amortization.

For the three months ended March 31, 2024 and 2023, Boardwalk Pipelines’ capital expenditures were $97 million and $86 million, consisting of growth capital expenditures of $59 million in each period and maintenance capital expenditures of $38 million and $27 million.

In February of 2024, Boardwalk Pipelines completed a public offering of $600 million aggregate principal amount of its 5.6% senior notes due August 1, 2034. As of March 31, 2024, Boardwalk Pipelines had the full borrowing capacity of $1.0 billion available under its revolving credit facility. The revolving credit facility has a borrowing capacity of $1.0 billion through May 27, 2027, and a borrowing capacity of $912 million from May 28, 2027 to May 26, 2028. Boardwalk Pipelines anticipates that its existing capital resources, including its cash and cash equivalents, short-term investments, revolving credit facility and cash flows from operating activities, will be adequate to fund its operations and capital expenditures for 2024 and to retire its $600 million of debt that is maturing in December 2024. As of March 31, 2024, Boardwalk Pipelines also has an effective shelf registration statement on file with the SEC under which it may publicly issue up to $900 million of debt securities, warrants or rights from time to time.

In February of 2024, Boardwalk Pipelines paid a distribution of $50 million to the Company.

As of March 31, 2024, Loews Hotels & Co, through its subsidiaries, had $527 million in mortgage loans that mature within twelve months. Loews Hotels & Co currently intends to refinance these loans prior to maturity. Refinancing any indebtedness, including loans of unconsolidated joint venture partnerships, may require Loews Hotels & Co to make principal pay downs, establish restricted cash reserves or provide guaranties of the subsidiary’s debt. Through the date of this Report, all Loews Hotels & Co’s subsidiaries are in compliance with their debt covenants.

Loews Hotels & Co received aggregate proceeds of $23 million for the sale of an owned hotel in the first quarter of 2024. In addition, Loews Hotels & Co agreed to acquire all of the remaining outstanding noncontrolling equity interest of an owned and consolidated hotel for $30 million. This transaction was completed on April 1, 2024.

INVESTMENTS

Investment activities of our non-insurance subsidiaries primarily consist of investments in fixed income securities, including short-term investments. The Parent Company portfolio also includes equity securities, including short sales and derivative instruments. Certain of these types of Parent Company investments generally have greater volatility, less liquidity and greater risk than fixed income investments and are included within Results of Operations – Corporate.

The Parent Company enters into short sales and invests in certain derivative instruments that are used for asset and liability management activities, income enhancements to its portfolio management strategy and to benefit from anticipated future movements in the underlying markets. If such movements do not occur as anticipated, significant losses may occur. Monitoring procedures include senior management review of daily reports of existing positions and valuation fluctuations to seek to ensure that open positions are consistent with the portfolio strategy.

Credit exposure associated with non-performance by counterparties to derivative instruments is generally limited to the uncollateralized change in fair value of the derivative instruments recognized in the Consolidated Condensed Balance Sheets. The risk of non-performance is mitigated by monitoring the creditworthiness of counterparties and diversifying derivatives by using multiple counterparties. Collateral is occasionally required from derivative investment counterparties depending on the amount of the exposure and the credit rating of the counterparty.

Insurance

CNA maintains a large portfolio of fixed maturity and equity securities, including large amounts of corporate and government issued debt securities, residential and commercial mortgage-backed securities, other asset-backed securities and investments in limited partnerships which pursue a variety of long and short investment strategies across a broad array of asset classes. CNA’s investment portfolio supports its obligation to pay future insurance claims and provides investment returns which are an important part of CNA’s overall profitability.

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Net Investment Income

The significant components of CNA’s net investment income are presented in the following table. Fixed income securities, as presented, include both fixed maturity securities and non-redeemable preferred stock.

Three Months Ended March 3120242023
(In millions)
Fixed income securities:
Taxable fixed income securities$472$430
Tax-exempt fixed income securities3849
Total fixed income securities510479
Limited partnership and common stock investments6828
Other, net of investment expense3118
Net investment income$609$525
Effective income yield for the fixed income securities portfolio4.7%4.6%
Limited partnership and common stock return2.9%1.3%

CNA’s net investment income increased $84 million for the three months ended March 31, 2024 as compared with the comparable 2023 period, driven by favorable limited partnership and common stock returns and higher income from fixed income securities as a result of favorable reinvestment rates.

Investment Gains (Losses)

The components of CNA’s investment gains (losses) are presented in the following table:

Three Months Ended March 3120242023
(In millions)
Investment gains (losses):
Fixed maturity securities:
Corporate and other bonds$(17)$(23)
States, municipalities and political subdivisions10
Asset-backed(15)(9)
Total fixed maturity securities(32)(22)
Non-redeemable preferred stock11(14)
Derivatives, short-term and other(1)1
Total investment losses(22)(35)
Income tax benefit57
Amounts attributable to noncontrolling interests13
Investment losses attributable to Loews Corporation$(16)$(25)

CNA’s pretax investment losses decreased $13 million for the three months ended March 31, 2024 as compared with the comparable 2023 period, driven by the favorable change in fair value of non-redeemable preferred stock.

Further information on CNA’s investment gains and losses is set forth in Note 2 of the Notes to Consolidated Condensed Financial Statements included under Item 1 of this Report.

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Portfolio Quality

The following table presents the estimated fair value and net unrealized gains (losses) of CNA’s fixed maturity securities by rating distribution:

March 31, 2024December 31, 2023
Estimated Fair ValueNet Unrealized Gains (Losses)Estimated Fair ValueNet Unrealized Gains (Losses)
(In millions)
U.S. Government, Government agencies and Government-sponsored enterprises$2,862$(355)$2,795$(298)
AAA2,850(203)2,727(169)
AA6,384(496)6,444(420)
A10,059(327)9,910(223)
BBB16,530(795)16,670(744)
Non-investment grade1,920(77)1,879(119)
Total$40,605$(2,253)$40,425$(1,973)

As of March 31, 2024 and December 31, 2023, 1% of CNA’s fixed maturity portfolio was rated internally. AAA rated securities included $0.2 billion of pre-funded municipal bonds as of March 31, 2024 and December 31, 2023.

The following table presents CNA’s available-for-sale fixed maturity securities in a gross unrealized loss position by ratings distribution:

March 31, 2024Estimated Fair ValueGross Unrealized Losses
(In millions)
U.S. Government, Government agencies and Government-sponsored enterprises$2,426$361
AAA1,661280
AA4,109690
A6,324570
BBB11,6721,083
Non-investment grade820112
Total$27,012$3,096
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The following table presents the maturity profile for these available-for-sale fixed maturity securities. Securities not due to mature on a single date are allocated based on weighted average life:

March 31, 2024Estimated Fair ValueGross Unrealized Losses
(In millions)
Due in one year or less$1,067$36
Due after one year through five years8,432448
Due after five years through ten years8,0701,052
Due after ten years9,4431,560
Total$27,012$3,096

Duration

A primary objective in the management of CNA’s investment portfolio is to optimize return relative to the corresponding liabilities and respective liquidity needs. CNA’s views on the current interest rate environment, tax regulations, asset class valuations, specific security issuer and broader industry segment conditions as well as domestic and global economic conditions, are some of the factors that enter into an investment decision. CNA also continually monitors exposure to issuers of securities held and broader industry sector exposures and may from time to time adjust such exposures based on its views of a specific issuer or industry sector.

A further consideration in the management of CNA’s investment portfolio is the characteristics of the corresponding liabilities and the ability to align the duration of the portfolio to those liabilities and to meet future liquidity needs, minimize interest rate risk and maintain a level of income sufficient to support the underlying insurance liabilities. For portfolios where future liability cash flows are determinable and typically long-term in nature, CNA segregates investments for asset/liability management purposes. The segregated investments support the long-term care and structured settlement liabilities in Other Insurance Operations. The effective durations of CNA’s fixed income securities and short-term investments are presented in the following table. Amounts presented are net of payable and receivable amounts for securities purchased and sold, but not yet settled.

March 31, 2024December 31, 2023
Estimated Fair ValueEffective Duration (Years)Estimated Fair ValueEffective Duration (Years)
(In millions of dollars)
Life & Group$14,83510.0$15,13710.2
Property & Casualty and other28,1234.527,9814.5
Total$42,9586.4$43,1186.5

CNA’s investment portfolio is periodically analyzed for changes in duration and related price risk. Certain securities have duration characteristics that are variable based on market interest rates, credit spreads and other factors that may drive variability in the amount and timing of cash flows. Additionally, CNA periodically reviews the sensitivity of the portfolio to the level of foreign exchange rates and other factors that contribute to market price changes. A summary of these risks and specific analysis on changes is included in the Quantitative and Qualitative Disclosures about Market Risk included under Item 7A of our Annual Report on Form 10-K for the year ended December 31, 2023.

CRITICAL ACCOUNTING ESTIMATES

Certain accounting policies require us to make estimates and judgments that affect the amounts reflected in the Consolidated Condensed Financial Statements. Such estimates and judgments necessarily involve varying, and possibly significant, degrees of uncertainty. Accordingly, certain amounts currently recorded or disclosed in the financial statements will likely be adjusted in the future based on new available information and changes in other facts and circumstances. See

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the Critical Accounting Estimates and the Insurance Reserves sections of our MD&A included under Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2023 for further information.

ACCOUNTING STANDARDS UPDATE

For a discussion of accounting standards updates that have been adopted, please read Note 1 of the Notes to Consolidated Condensed Financial Statements included under Item 1 of this Report.

FORWARD-LOOKING STATEMENTS

Investors are cautioned that certain statements contained in this Report as well as in other of our and our subsidiaries’ SEC filings and periodic press releases and certain statements made by us and our subsidiaries and our and their officials in presentations or remarks may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”). Forward-looking statements include, without limitation, any statement that does not directly relate to any historical or current fact and may project, indicate or imply future results, events, performance or achievements. Such statements may contain the words “expect,” “intend,” “plan,” “anticipate,” “estimate,” “believe,” “will be,” “will continue,” “will likely result,” and similar expressions. In addition, any statement concerning future financial performance (including future revenues, earnings or growth rates), ongoing business strategies or prospects, and possible actions taken by us or our subsidiaries are also forward-looking statements as defined by the Act. Forward-looking statements are based on current expectations and projections about future events and are inherently subject to a variety of risks and uncertainties, many of which are beyond our control, that could cause actual results to differ materially from those anticipated or projected.

Developments in any of the risks or uncertainties facing us or our subsidiaries, including those described under Part I, Item 1A, Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2023 and in our and our subsidiaries’ other filings with the SEC, could cause our and our subsidiaries’ results to differ materially from results that have been or may be anticipated or projected. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made and we and our subsidiaries expressly disclaim any obligation or undertaking to update these statements to reflect any change in expectations or beliefs or any change in events, conditions or circumstances on which any forward-looking statement is based.

Previous: Item 1. Financial Statements. · Next: Item 3. Quantitative and Qualitative Disclosures about Market Risk.