Exhibit 10.15
CAPITAL SUPPORT AGREEMENT
This Capital Support Agreement (the “Agreement”) is made and entered into this 12th day of November, 2003
among LOEWS CORPORATION, a Delaware corporation (“Loews”), CNA FINANCIAL
CORPORATION, a Delaware corporation (“CNAF”) and CONTINENTAL CASUALTY COMPANY, an
Illinois insurance company (“CCC”).
WITNESSETH:
WHEREAS, CNAF and its wholly-owned subsidiary, CCC (or certain of its direct or indirect wholly-owned
subsidiaries), plan to enter into various transactions regarding CNAF and certain portions of CCC’s or such
subsidiaries’ business which are expected to increase CCC’s surplus; and
WHEREAS, Loews owns approximately 90% of the outstanding shares of common stock of CNAF and,
together with CNAF and CCC, will directly and/or indirectly benefit from such transactions and any related
increases in CCC’s surplus; and
WHEREAS, CNAF and CCC have requested Loews, and Loews has agreed, to provide support to CNAF
and CCC by entering into the transactions described in this Agreement on the terms and subject to the conditions
set forth herein.
NOW THEREFORE, in consideration of the premises and the mutual agreements and covenants hereinafter set
forth, CNAF, CCC and Loews hereby agree as follows:
1. CAPITAL SUPPORT. Upon the terms and subject to the conditions of this Agreement, on the third business
day following satisfaction or waiver of all of the conditions to the obligations of the parties set forth in Section 2 of
this Agreement, or at such other time as Loews, CNAF and CCC may agree (the “Closing Date” which shall
refer to the date of closing for the transactions described in paragraph A. and B. below, it being understood that
such transactions need not close on the same date) Loews, CNAF and CCC will consummate the following
transactions:
A. Purchase of CNAF Preferred Stock by Loews. CNAF will sell to Loews and Loews will purchase from
CNAF the number of additional newly issued shares of a new class of CNAF Series I Convertible
Participati