NEW YORK--(BUSINESS WIRE)--March 17, 2008--Loews Corporation
(NYSE:LTR) announced today that its Board of Directors has authorized
a proposed investment of $700 million in Boardwalk Pipeline Partners,
LP. The investment in its 70% owned subsidiary would be made primarily
through the purchase of newly created Class B limited partnership
units of Boardwalk Pipeline. The proposed purchase is subject to the
approval of Boardwalk Pipeline's Conflicts Committee and the
completion of definitive documentation and is expected to close by
June 30, 2008.
Although the final terms of the transaction are subject to further
negotiation and to review and the approval by the Conflicts Committee,
it is anticipated that the investment will have the following terms:
-- Loews would acquire newly created Class B limited partnership
units of Boardwalk Pipeline for $686 million and would
contribute an additional $14 million on behalf of Boardwalk
Pipeline's general partner to maintain its 2% general partner
interest;
-- the Class B units would share in quarterly distributions with
the holders of Boardwalk Pipeline's common units, up to a
maximum return on the Class B units of 1% per quarter (4% per
annum, or $27.4 million per year, not including distributions
in respect of the 2% general partner interest); and
-- beginning five years after issuance, the Class B units would
be convertible by the holder into an aggregate of 22,866,667
common units of Boardwalk Pipeline, representing a conversion
price of $30 per common unit.
Boardwalk Pipeline has advised the Company that it intends to use
the proceeds of approximately $700 million to fund a portion of the
costs of its ongoing pipeline expansion projects.
Loews Corporation, a holding company, is one of the largest
diversified corporations in the United States. Its principal
subsidiaries are CNA Financial Corporation (NYSE: CNA); Lorillard,
Inc.; Boardwalk Pipeline Partners, LP (NYSE: BWP); Diamond Offshore
Drilling, Inc. (NYSE: DO); HighMount Exploration & Production LLC; and
Loews Hotels.
Statements in this press release that contain "forward-looking
statements" include, but are not limited to, statements using the
words "believes," "expects," "plans," "intends," "anticipates,"
"proposes" and similar expressions. Such statements are inherently
subject to a variety of risks and uncertainties that could cause
actual results to differ materially from those projected, including
that the investment in Class B Units may not be completed or may be
completed on terms that differ from those described in this press
release. A discussion of the risk factors that could impact these
areas and the Company's overall business and financial performance can
be found in the Company's reports filed with the Securities and
Exchange Commission. Given these concerns, investors and analysts
should not place undue reliance on forward-looking statements. The
Company expressly disclaims any obligation or undertaking to release
publicly any updates or revisions to any forward-looking statement to
reflect any change in the Company's expectations with regard thereto
or any change in events, conditions or circumstances on which any
forward-looking statement is based.
CONTACT: Loews Corporation
Peter W. Keegan, 212-521-2950
Chief Financial Officer
or
Darren Daugherty, 212-521-2788
Investor Relations
or
Candace Leeds, 212-521-2416
Public Affairs
SOURCE: Loews Corporation
