SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 to that Form 13D filed October 13, 1998)
LaSalle Re Holdings Limited
(Name of Issuer)
Common Stock
(Title of Class of Securities)
G5383Q101
(CUSIP Number)
Timothy S. Scott
Counsel
CNA Financial Corporation
CNA Plaza - 23 South
Chicago, Illinois 60685
(312) 822 - 4979
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
October 13, 1998
(Date of Event which Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act.
<PAGE>
(1) Name of Reporting Person: CNA Financial Corporation
SS or IRS Identification 36-6169860
Nos. of Above Persons:
(2) Check the Appropriate Box (a) (b) X
If A Member of Group
(See Instructions)
(3) SEC Use Only
(4) SOURCE OF FUNDS
n/a
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e / /
(6) Citizenship or Place of Organization Delaware
Number of (7) Sole Voting Power 0
Shares
Beneficially Owned (8) Shared Voting Power 1,425,354
by Each Reporting
Person With: (9) Sole Dispositive Power 0
(10) Shared Dispositive Power: 1,425,354
11) Aggregate Amount Beneficially
Owned by Each Reporting Person 1,425,354
12) Check if the Aggregate Amount in Row (11)
Excludes Certain Shares (See Instructions)
13) Percent of Class
Represented By Amount in Row 11 9.4%
14) Type of Reporting
Person (See Instructions) HC
Under Illinois Law, assets owned by Continental Casualty Company, an Illinois
insurance company, are solely under the control of the board of directors of the
insurer. The characterization of shared dispositive power with the parent
holding company is made solely as a consequence of SEC interpretations regarding
control of the subsidiary. CNA Financial Corporation and Loews Corporation
specifically disclaim beneficial ownership of the securities identified herein.
<PAGE>
1) Name of Reporting Person: Loews Corporation
SS or IRS Identification 13-2646102
Nos. of Above Persons:
2) Check the Appropriate Box (a) (b) X
If A Member of Group
(See Instructions)
3) SEC Use Only
6) Citizenship or Place of Organization Delaware
Number of (5) Sole Voting Power 0
Shares
Beneficially Owned (6) Shared Voting Power 1,425,354
by Each Reporting
Person With: (7) Sole Dispositive Power 0
(8) Shared Dispositive Power: 1,425,354
9) Aggregate Amount Beneficially
Owned by Each Reporting Person 1,425,354
10) Check if the Aggregate Amount in Row (9)
Excludes Certain Shares (See Instructions)
11) Percent of Class
Represented By Amount in Row 9 9.4%
12) Type of Reporting
Person (See Instructions) HC
Under Illinois Law, assets owned by Continental Casualty Company an Illinois
insurance company, are solely under the control of the board of directors of the
insurer. The characterization of shared dispositive power with the parent
holding company is made solely as a consequence of SEC interpretations regarding
control of the subsidiary. CNA Financial Corporation and Loews Corporation
specifically disclaim beneficial ownership of the securities identified herein.
<PAGE>
1) Name of Reporting Person: Continental Casualty Company
SS or IRS Identification 36-2114545
Nos. of Above Persons:
2) Check the Appropriate Box (a) (b) X
If A Member of Group
(See Instructions)
3) SEC Use Only
6) Citizenship or Place of Organization Illinois
Number of (5) Sole Voting 0
Shares
Beneficially Owned (6) Shared Voting 1,425,354
by Each Reporting
Person With: (7) Sole Dispositive Power 0
(8) Shared Dispositive Power: 1,425,354
9) Aggregate Amount Beneficially
Owned by Each Reporting Person 1,425,354
10) Check if the Aggregate Amount in Row (9)
Excludes Certain Shares (See Instructions)
11) Percent of Class
Represented By Amount in Row 9 9.4%
12) Type of Reporting
Person (See Instructions) IC
Under Illinois Law, assets owned by Continental Casualty Company an Illinois
insurance company, are solely under the control of the board of directors of the
insurer. The characterization of shared dispositive power with the parent
holding company is made solely as a consequence of SEC interpretations regarding
control of the subsidiary. CNA Financial Corporation and Loews Corporation
specifically disclaim beneficial ownership of the securities identified herein.
<PAGE>
Item 1. Security and Issuer.
This Schedule relates to shares of the Common Stock, par value $1.00 per
share ("Common Stock") of LaSalle Re Holdings Limited (the "Issuer"). The
Issuer's principal executive office is located at 25 Church Street, P.O. Box HM
1502, Hamilton, HMFX, Bermuda.
Item 2. Identity and Background.
This filing amends a Schedule 13D with respect to the securities identified
in Item 1 jointly filed by Continental Casualty Company, its parent CNA
Financial Corporation, and Loews Corporation, which is CNA Financial
Corporation's 84% owner, on October 13, 1998, which was filed in error. Each of
the filing parties disclaims beneficial ownership of the securities described in
Item 1 other than as described in this amended Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration
n/a
Item 4. Purpose of the Transaction
n/a
Item 5. Interest in Securities of the Issuer
(a) Continental Casualty Company owns 1,425,354 shares of the common stock
of LaSalle Re Holdings Limited, which constitutes 9.4% of such shares
outstanding.
(b) Under Illinois Law, assets owned by Continental Casualty Company an
Illinois insurance company, are solely under the control of the board of
directors of the insurer. The characterization of shared dispositive power with
the parent holding company is made solely as a consequence of SEC
interpretations regarding control of the subsidiary. CNA Financial Corporation
and Loews Corporation specifically disclaim beneficial ownership of the
securities identified herein.
(c) None.
(d) None.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
The following agreements relating to the securities issued by Holdings have been
entered into by CNA:
1 Excess Ownership Agreement dated November 27, 1995 among Holdings,
LaSalle Re and the Founding Shareholders (Filed with the SEC as Exhibit 10.3 to
Form 10-Q for the quarterly period ended December 31, 1995 (File No. 0-27216)).
2 Amended and Restated Shareholders Agreement dated November 27, 1995 among
Holdings, LaSalle Re and the Founding Shareholders (Filed with the SEC as
Exhibit 10.1 to Form 10-Q for the quarterly period ended December 31, 1995 (File
No. 0-27216)).
3 Conversion Agreement dated November 27, 1995 among Holdings, LaSalle Re
and holders of Exchangeable Non-Voting Shares (Filed with the SEC as Exhibit
10.4 to Form 10-Q for the quarterly period ended December 31, 1995 (File No.
0-27216)).
Item 7. Material to Be Filed as Exhibits
Exhibit A - Joint Filing Agreement
Signature
After reasonable inquiry and to the best of the undersigned's knowledge and
belief the undersigned certify that the information set forth in this statement
is true, complete and correct.
CONTINENTAL CASUALTY COMPANY
/s/ Jonathan D. Kantor
Signature
Jonathan D. Kantor
Senior Vice President, Secretary and General Counsel
CNA FINANCIAL CORPORATION
/s/ Jonathan D. Kantor
Signature
Jonathan D. Kantor
Senior Vice President, Secretary and General Counsel
LOEWS CORPORATION
/s/ Barry L Hirsch
Signature
Barry L. Hirsch
Senior Vice President, Secretary and General Counsel
<PAGE>
Exhibit A
Agreement Relating to the Filing of Joint Acquisition Statements
Each of the undersigned hereby agrees that the Schedule 13D filed herewith
is filed jointly, pursuant to Rule 13d-l(f) of the Securities and Exchange Act
of 1934, as amended, on behalf of each of the undersigned.
CONTINENTAL CASUALTY COMPANY
/s/ Jonathan D. Kantor
Signature
Jonathan D. Kantor
Senior Vice President, Secretary and General Counsel
CNA FINANCIAL CORPORATION
/s/ Jonathan D. Kantor
Signature
Jonathan D. Kantor
Senior Vice President, Secretary and General Counsel
LOEWS CORPORATION
/s/ Barry L Hirsch
Signature
Barry L. Hirsch
Senior Vice President, Secretary and General Counsel
