State of Connecticut
 
Connecticut Insurance Department

PROPOSED ACQUISITION OF CONTROL - DOCKET # EX 22-14

In the Matter of:

PROPOSED ACQUISITION OF CONTROL OF
AETNA INSURANCE COMPANY OF CONNECTICUT
BY
CONTINENTAL CASUALTY COMPANY,
THE CONTINENTAL CORPORATION,
CNA FINANCIAL CORPORATION
and
LOEWS CORPORATION
DOCKET # EX 22-14


OVERVIEW

On February 10, 2022, CONTINENTAL CASUALTY COMPANY, THE CONTINENTAL CORPORATION, CNA FINANCIAL CORPORATION and LOEWS CORPORATION (the “Applicants”), filed an application on Form A with the Connecticut Insurance Department (the “Department”) pursuant to Conn. Gen. Stat. § 38a-130, and Regs,. Conn. State Agencies § 38a-138-6 (the “Application”) requesting approval by the Insurance Commissioner of the State of Connecticut for the proposed acquisition of control (the “Proposed Acquisition”) of the Connecticut domestic insurer AETNA INSURANCE COMPANY OF CONNECTICUT (the “Domestic Insurer”). The Proposed Acquisition will be effected pursuant to the terms of a Stock Purchase Agreement dated as of December 15, 2021.

As required by Conn. Gen. Stat. § 38a-132 and Regs., Conn. State Agencies § 38a-138-6 a public hearing will be held on the Proposed Acquisition of the Domestic Insurer within thirty days after the Application is deemed complete in all respects. When the Application is complete, a notice of public hearing will be issued to consider the Proposed Acquisition.



The following is a list of all documents related to the Proposed Acquisition which are available for public viewing. Some documents which include trade secrets or personal data have been exempted from public inspection pursuant to the Connecticut Freedom of Information Act (see Conn. Gen. Stat. §1-210).

  1. Form A Submission Letter
  2. Form A Statement
  3. Index Of Exhibits
  4. Checklist To Connecticut Form A
  5. Exhibit A - Stock Purchase Agreement
  6. Exhibit B-1 - Pre-Acquisition Organizational Chart Of Applicants
  7. Exhibit B-2 - Post-Acquisition Organizational Chart Of Applicants
  8. Exhibit B-3 - Pre-Acquisition Organizational Chart Of Domestic Insurer
  9. Exhibit B-4 - Post-Acquisition Organizational Chart Of Domestic Insurer
  10. Exhibit C - Biographical Affidavits [Placeholder]
  11. Exhibit D - Plan Of Operations
  12. Exhibit E - Three-Year Financial Projections
  13. Exhibit F-1 - Form 10-K Of CNAF For 2021
  14. Exhibit F-2 - Form 10-K Of CNAF For 2020
  15. Exhibit F-3 - Form 10-K Of CNAF For 2019
  16. Exhibit F-4 - Form 10-K Of CNAF For 2018
  17. Exhibit F-5 - Form 10-K Of CNAF For 2017
  18. Exhibit G-1 - Form 10-K Of Loews For 2021
  19. Exhibit G-2 - Form 10-K Of Loews Of 2020
  20. Exhibit G-3 - Form 10-K Of Loews For 2019
  21. Exhibit G-4 - Form 10-K Of Loews For 2018
  22. Exhibit G-5 - Form 10-K Of Loews For 2017
  23. Exhibit H-1 - Annual Report To Stockholders Of CNAF For 2020
  24. Exhibit H-2 - Annual Report To Stockholders Of CNAF For 2019
  25. Exhibit I-1 - Annual Report To Stockholders Of Loews For 2020
  26. Exhibit I-2 - Annual Report To Stockholders Of Loews For 2019
  27. Exhibit J-1 - Statutory Annual Statement Of The Domestic Insurer For 2020
  28. Exhibit J-2 - Statutory Annual Statement Of The Domestic Insurer For 2019
  29. Exhibit J-3 - Statutory Annual Statement Of The Domestic Insurer For 2018
  30. Exhibit K-1 - Form 10-K Of CVS For 2021
  31. Exhibit K-2 - Form 10-K Of CVS Of 2020
  32. Exhibit K-3 - Form 10-K Of CVS For 2019
  33. Letter To The Connecticut Insurance Department Updating Exhibit C Of The Form A, Dated March 4, 2022
  34. Attachments To Letter Dated March 4, 2022
  35. Letter To The Connecticut Insurance Department With Attachments Updating Exhibit C Of The Form A, Dated March 9, 2022
  36. Letter To The Connecticut Insurance Department With Attachments Updating Exhibit C Of The Form A, Dated March 15, 2022


Form-A follow-up Letters and Supplemental Filings

  1. Letter To The Applicants From The Connecticut Insurance Department, Dated February 18, 2022
  2. Letter To The Applicants From The Connecticut Insurance Department, Dated April 22, 2022
  3. Letter To The Connecticut Insurance Department From The Applicants, Dated April 28, 2022
  4. Exhibit J-4 - Domestic Insurer Annual Statement For 2021
  5. Exhibit L-1 - Continental Casualty Company Annual Statement For 2021
  6. Exhibit L-2 - Continental Casualty Company Annual Statement For 2020
  7. Exhibit L-3 - Continental Casualty Company Annual Statement For 2019
  8. Exhibit L-4 - Continental Casualty Company Annual Statement For 2018
  9. Exhibit L-5 - Continental Casualty Company Annual Statement For 2017
  10. Letter To The Connecticut Insurance Department From The Applicants, Dated May 3, 2022
  11. Amended And Restated Form A Statement
  12. Blackline - Connecticut Amended And Restated Form A
  13. Index Of Exhibits
  14. Exhibit C - Redacted NAIC Biographical Affidavits
  15. Exhibit J-4 - Domestic Insurer Annual Statement For 2021
  16. Exhibit L-1 - Continental Casualty Company Annual Statement For 2021
  17. Exhibit L-2 - Continental Casualty Company Annual Statement For 2020
  18. Exhibit L-3 - Continental Casualty Company Annual Statement For 2019
  19. Exhibit L-4 - Continental Casualty Company Annual Statement For 2018
  20. Exhibit L-5 - Continental Casualty Company Annual Statement For 2017
  21. Exhibit M-1 – Annex I Of The SPA
  22. Exhibit M-2 – Seller Disclosure Schedules
  23. Exhibit M-3 – Buyer Disclosure Schedules
  24. Letter From Elizabeth P. Retersdorf To The Connecticut Insurance Department Supplementing The Application, Dated May 23, 2022




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