UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) August 1, 2007
CNA FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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1-5823
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36-6169860 |
(State or other jurisdiction
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(Commission
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(IRS Employer |
of incorporation)
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File Number)
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Identification No.) |
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333 S. Wabash, Chicago, Illinois
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60604 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code (312) 822-5000
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
TABLE OF CONTENTS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On August 1, 2007, Registrant entered into a credit agreement with a syndicate of banks, including
J.P. Morgan Securities Inc. as Sole Lead Arranger and Sole Bookrunner, Citibank N.A. as
Administrative Agent, Bank of America, N.A. as Syndication Agent,
JPMorgan Chase Bank N.A. and Wachovia Bank, N.A. as Documentation
Agents and
other lenders named therein (the Credit Agreement). The Credit Agreement establishes a five-year
$250 million senior unsecured revolving credit facility which is intended to be used for general
corporate purposes. At Registrants election the commitments under the Credit Agreement may be
increased from time to time up to an additional aggregate amount of $100,000,000, and two one-year
extensions are available prior to the first and second anniversary of the closing date, subject to
applicable consents.
Under the Credit Agreement Registrant is required to pay certain fees, including a facility fee and
a utilization fee, both of which would adjust automatically in the event of a change in
Registrants financial ratings. The Credit Agreement includes covenants regarding
maintenance of a minimum consolidated net worth and a specified ratio of consolidated indebtedness
to consolidated total capitalization, plus general covenants restricting Registrants ability to
incur liens, dispose of all or substantially all of its assets or merge or consolidate with another
entity where it is not the survivor.
The foregoing description of the Credit Agreement is qualified in its entirety by reference to the
complete Credit Agreement, which is filed as Exhibit 99.1 to this Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits:
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Exhibit No. |
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Description |
99.1
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Credit Agreement dated August 1, 2007 among
Registrant, J.P. Morgan Securities Inc.,
Citibank N.A., Bank of America, N.A., JPMorgan Chase Bank N.A.,
Wachovia Bank, N.A. and other lenders named therein. |
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