Item 2.01 Completion of Acquisition or Disposition of Assets.

Reference is made to the information disclosed under Item 8.01 below, which information is incorporated herein by reference. Under the Securities and Exchange Commission Division of Corporation Finance's Financial Reporting Manual, the deconsolidation of a subsidiary, such as the one described in Item 8.01 below, is included in the definition of "disposition" for purposes of Item 2.01 of Form 8-K.




Item 8.01 Other Events.

On April 26, 2020 (the "Filing Date"), Loews Corporation's ("Loews") approximately 53% owned subsidiary, Diamond Offshore Drilling, Inc., and certain of its direct and indirect subsidiaries (collectively "Diamond") filed voluntary petitions in the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court") seeking relief under Chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code"). Diamond filed motions with the Bankruptcy Court seeking authorization to continue to operate its business as "debtors-in-possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court.

Through the Filing Date, Diamond's results continue to be consolidated into Loews's financial statements and Loews recognizes in its earnings its proportionate share of Diamond's losses.

Effective as of the Filing Date, Loews will no longer consolidate Diamond's results in its financial statements. Following deconsolidation, Loews will account for its interest in Diamond using the cost method of accounting and initially record its investment at the estimated fair value on the Filing Date.

In connection with the deconsolidation, Loews expects to record in the second quarter of 2020 a significant non-cash loss to recognize the difference between the carrying value and estimated fair value of its interest in Diamond as of the Filing Date.

Loews's carrying value of Diamond at December 31, 2019 was $1.5 billion.

Loews is not responsible for, and does not provide guarantees of, the liabilities and obligations of its subsidiaries, including Diamond.

Item 9.01 Financial Statements and Exhibits.

(b) Pro Forma Financial Information.

Unaudited Pro Forma Consolidated Condensed Financial Information of the Registrant, which reflects the disposition described in Item 2.01, is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

(d) Exhibits.



Exhibit No.

  99.1        Unaudited Pro Forma Consolidated Condensed Financial Information.
104           Cover Page Interactive File (the cover page tags are embedded within
              the Inline XBRL document).

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses