0001104659-23-061948.txt : 20230517 0001104659-23-061948.hdr.sgml : 20230517 20230517171442 ACCESSION NUMBER: 0001104659-23-061948 CONFORMED SUBMISSION TYPE: FWP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230517 DATE AS OF CHANGE: 20230517 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CNA FINANCIAL CORP CENTRAL INDEX KEY: 0000021175 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 366169860 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP SEC ACT: 1934 Act SEC FILE NUMBER: 333-262821 FILM NUMBER: 23932832 BUSINESS ADDRESS: STREET 1: CNA STREET 2: 151 N. FRANKLIN CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3128225000 MAIL ADDRESS: STREET 1: CNA STREET 2: 151 N. FRANKLIN CITY: CHICAGO STATE: IL ZIP: 60606 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CNA FINANCIAL CORP CENTRAL INDEX KEY: 0000021175 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 366169860 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP BUSINESS ADDRESS: STREET 1: CNA STREET 2: 151 N. FRANKLIN CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3128225000 MAIL ADDRESS: STREET 1: CNA STREET 2: 151 N. FRANKLIN CITY: CHICAGO STATE: IL ZIP: 60606 FWP 1 tm2315612d2_fwp.htm FWP

Issuer Free Writing Prospectus

Filed Pursuant to Rule 433

Registration No. 333-262821

May 17, 2023

CNA Financial Corporation

$400,000,000

5.500% Notes Due 2033

Final Term Sheet

Issuer:	CNA Financial Corporation
Offering Format:	SEC Registered
Securities:	5.500% Notes due 2033
Security Type:	Senior Unsecured Fixed Rate Notes
Trade Date:	May 17, 2023
*Settlement Date:**	May 22, 2023 (T + 3)
Maturity Date:	June 15, 2033
Expected Ratings (Moody’s / S&P / Fitch):**	Baa2 (s) / A- (s) / BBB+ (s)
Interest Payment Dates:	Semi-annually on June 15 and December 15, commencing on December 15, 2023
Principal Amount:	$400,000,000
Treasury Benchmark:	3.375% due May 15, 2033
Treasury Benchmark Yield:	3.585%
Spread to Treasury Benchmark:	T + 200 basis points
Yield to Maturity:	5.585%
Coupon:	5.500%
Price to Public:	99.347% of principal amount
Optional Redemption:	Make-whole at T + 30 basis points any time prior to March 15, 2033; par call at any time on or after March 15, 2033
CUSIP / ISIN:	126117AX8 / US126117AX87
Joint Book-Running Managers:	BofA Securities, Inc. J.P. Morgan Securities LLC Wells Fargo Securities, LLC Barclays Capital Inc. Citigroup Global Markets Inc. U.S. Bancorp Investments, Inc.
Co-Managers:	Samuel A. Ramirez & Company, Inc. Siebert Williams Shank & Co., LLC

*It is expected that delivery of the Notes will be made against payment therefor on or about May 22, 2023, which will be the third business day following the date hereof (this settlement cycle being referred to as “T+3”). Under Rule 15c6-1 of the Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in two business days, unless the parties to a trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes on any day prior to two business days before delivery will be required to specify alternative settlement arrangements at the time of any such trade to prevent a failed settlement and should consult their own advisors.

**Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

The issuer has filed a registration statement, including a prospectus, with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Joint Book-Running Managers in the offering will arrange to send you the prospectus if you request it by calling BofA Securities, Inc. at (800) 294-1322, J.P. Morgan Securities LLC collect at (212) 834-4533 and Wells Fargo Securities, LLC toll-free at (800) 645-3751.

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