<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
/X/ Annual report pursuant to Section 15(d) of the Securities Exchange Act
of 1934
For the fiscal year ended December 31, 1999
OR
Transition report pursuant to Section 15(d) of the Securities Exchange Act
of 1934
For the transition period from _____________ to __________________
Commission file number 1-8993
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
FOLKSAMERICA HOLDING COMPANY
401(K) SAVINGS AND INVESTMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
WHITE MOUNTAINS INSURANCE GROUP, LTD.
80 South Main Street
Hanover, New Hampshire 03755-2053
(603) 643-1567
<PAGE>
EXPLANATORY NOTE
This Annual Report on Form 11-K is being filed so that it may be
incorporated by reference into a Registration Statement on Form S-8 which White
Mountains Insurance Group, Ltd. is filing with respect to shares of Common
Stock, $1.00 par value per share, of White Mountains Insurance Group, Ltd.
issuable under the Plan.
INFORMATION FILED
The following financial statements and exhibit are filed with, and
included in, this Report:
A. Financial statements for the Plan consisting of:
1. Report of Independent Accountants;
2. Statements of Net Assets Available for Plan Benefits
as of December 31, 1999 and 1998;
3. Statements of Changes in Net Assets Available for
Plan Benefits for the years ended December 31, 1999
and 1998;
4. Notes to Financial Statements;
5. Schedule of Assets Held for Investment Purposes;
6. Schedule of Reportable Transactions; and
7. Consent of Independent Accountants.
<PAGE>
SIGNATURES
THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Folksamerica Holding Company
401(k) Savings and Investment Plan (the "Plan")
Date: August 1, 2000 By: ___________________________________
Name: Steve E. Fass
Title: Member - Plan Investment
Committee
and: __________________________________
Name: Michael Tyburski
Title: Member - Plan Investment
Committee
and: __________________________________
Name: Helen Dell
Title: Member - Plan Investment
Committee
<PAGE>
EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
(A) Financial statements for the Plan consisting of:
1. Report of Independent Accountants;
2. Statement of Net Assets Available For Plan
Benefits as of December 31, 1999 and 1998;
3. Statement of Changes in Net Assets Available
for Plan Benefits for the years ended
December 31, 1999 and 1998;
4. Notes to Financial Statements;
5. Schedule of Assets Held for Investment Purposes;
6. Schedule of Reportable Transactions; and
7. Consent of Independent Accountants.
<PAGE>
Exhibit A
FOLKSAMERICA HOLDING COMPANY
401(K) SAVINGS & INVESTMENT PLAN
FINANCIAL STATEMENTS FOR THE YEARS ENDED
DECEMBER 31, 1999 AND 1998
<PAGE>
FOLKSAMERICA HOLDING COMPANY
401 (k) SAVINGS & INVESTMENT PLAN
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page
<S> <C>
Report of Independent Accountants 1
Financial Statements:
Statements of Net Assets Available for Plan Benefits at
December 31, 1999 and 1998 2
Statements of Changes in Net Assets Available for
Plan Benefits for the years ended December 31, 1999
and 1998 3
Notes to Financial Statements 4 - 11
Supplemental Schedules:
Item 27a - Schedule of Assets Held for Investment Purposes 12
at December 31, 1999
Item 27d - Schedule of Reportable Transactions for the year 13
ended December 31, 1999
</TABLE>
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
--------
To the Trustee and Participants of the Folksamerica Holding Company
401(k) Savings & Investment Plan:
In our opinion, the accompanying statements of net assets available for plan
benefits and the related statements of changes in net assets available for plan
benefits present fairly, in all material respects, the net assets available for
plan benefits of the Folksamerica Holding Company 401(k) Savings & Investment
Plan (the "Plan") at December 31, 1999 and 1998, and the changes in its net
assets available for plan benefits for the years ended December 31, 1999 and
1998 in conformity with generally accepted accounting principles in the United
States of America. These financial statements are the responsibility of the
Plan's management; our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of these
statements in accordance with generally accepted auditing standards in the
United States of America, which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for the opinion expressed above.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. These supplemental
schedules are the responsibility of the Plan's management. The supplemental
schedules have been subjected to the auditing procedures applied in the audits
of the basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
The schedule of assets held for investment purposes that accompanies the Plan's
financial statements does not disclose the historical costs of certain Plan
assets held by the Plan trustee. Disclosure of this information is required by
the Department of Labor's Rules and Regulations for Reporting and Disclosure
under ERISA.
July 14, 2000
1
<PAGE>
FOLKSAMERICA HOLDING COMPANY
401 (K) SAVINGS & INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1999 AND 1998
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
Investments:
Funds on deposit with Merrill Lynch
Trust Company of New York $10,247,159 $8,084,128
Loans to participants 234,785 267,161
------------- ----------
Net assets available for plan benefits $10,481,944 $8,351,289
========== =========
</TABLE>
See accompanying notes to financial statements
2
<PAGE>
FOLKSAMERICA HOLDING COMPANY
401 (K) SAVINGS & INVESTMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
Additions to net assets attributed to:
Interest and dividend income $ 557,432 $ 432,034
Net appreciation (depreciation)
in fair value of investments 472,466 (514,270)
----------- ---------
Net investment income 1,029,898 (82,236)
Contributions:
Employer contributions 482,274 377,562
Participant contributions and rollovers 700,341 470,723
Other increases 6,533 534
----------- ---------
1,189,148 848,819
Total additions 2,219,046 766,583
Deductions from net assets attributed to:
Benefits paid to participants 87,841 1,562,592
Other decreases 550 67,203
Net increase (decrease) in net assets available for
plan benefits 2,130,655 (863,212)
Net assets available for plan benefits:
Beginning of year 8,351,289 9,214,501
----------- ---------
End of year $10,481,944 $8,351,289
=========== ==========
</TABLE>
See accompanying notes to financial statements
3
<PAGE>
NOTES TO FINANCIAL STATEMENTS
-----
1. THE PLAN:
DESCRIPTION OF PLAN
The following brief description of the Folksamerica Holding Company 401(k)
Savings & Investment Plan (the "Plan") is provided for general information
purposes only. Participants should refer to the Plan agreement for more complete
information. Participants in the Plan include employees of Folksamerica Holding
Company ("Folksamerica") and White Mountains Insurance Group, Limited ("White
Mountains"), Folksamerica's ultimate parent company. Folksamerica and White
Mountains are collectively referred to as the "Company".
The Plan was originally established on January 1, 1981 to provide retirement
benefits for eligible employees of Folksamerica. The Plan was amended on October
1, 1994 to reflect a change in asset managers.
The Plan is a defined contribution plan subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA). The Company contributes
to the Plan the total amount of salary reduction an employee elects to defer.
Employees may elect to defer from 1% to 12% of their monthly salary (limited to
an annual maximum of $10,000 in 1999 and 1998, respectively). The Company
provides matching contributions equal to 100% of an employee's elective
contribution up to six (6) percent of an employee's contributed compensation.
The Company may also make additional discretionary contributions to the Plan,
however no such contributions were made in 1999.
The Plan is sponsored and administered by the Company (the "Plan
Administrator"). The Company has appointed Merrill Lynch Trust Company of New
York ("Merrill Lynch") as trustee who is responsible for the management of the
Plan's assets. Expenses related to the administration of the Plan are paid by
the Company.
ELIGIBILITY AND PARTICIPATION
Employees of the Company must complete one (1) year of service and have attained
the age of 18 to become eligible for participation in the Plan. A year of
service is defined as a twelve consecutive month period, beginning on the
employee's date of hire, during which he or she completes 1,000 hours of
service. An hour of service is any hour the employee works for the Company and
is entitled to payment from the Company. An employee becomes a member of the
Plan on the entry date coincident with or next following the date that he or she
meets the eligibility requirements.
Rollover contributions represent vested account balances transferred by
participants of the Plan from other plans.
VESTING
Participants are always 100% vested in employee contributions and rollover
contributions plus net investment income earned on these amounts.
4
<PAGE>
NOTES TO FINANCIAL STATEMENTS
-----
The Plan provides for full (100%) vesting of the Company's contributions.
Participants become vested in Company contributions based on years of services
as follows:
<TABLE>
<CAPTION>
YEARS OF SERVICE PERCENTAGE
---------------- ----------
<S> <C>
1 0%
2 25%
3 50%
4 75%
5 100%
</TABLE>
TRANSFERS
Participants are permitted to change the investment of their interests in any of
the funds on a daily basis subject to certain limits.
FORFEITURES
Plan participants who terminate employment for reasons other than retirement,
death, or disability will receive the vested portion of their account only.
Amounts forfeited due to terminations of employment will be used to reduce the
Company's future contributions to the Plan.
PARTICIPANT LOANS
The Plan allows loans to participants up to a maximum amount of 50% of the
participant's vested balance not to exceed $50,000. Loan provisions provide for
a term generally not to exceed five years, with interest rates and repayment
schedules to be determined by the Plan Administrator. The interest rates on
participant loans outstanding at December 31, 1999 and 1998 range from 8.75% to
9%, and 7% to 8%, respectively.
PAYMENT OF BENEFITS
Each participant's accrued benefits, including allocations of Plan earnings, may
be paid to the participant upon retirement, death, disability, resignation,
discharge, or proven hardship. The normal form of benefit payable under this
Plan is a lump sum.
ASSET MANAGEMENT
The trustee of the Plan is also the record keeper and custodian of the Plan's
assets.
PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right,
under the Plan, to suspend contributions, to discontinue contributions, or to
terminate the Plan at any time. In the event of termination, the accounts of the
members of the Plan are fully vested and nonforfeitable.
5
<PAGE>
NOTES TO FINANCIAL STATEMENTS
-----
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
BASIS OF PRESENTATION
The accompanying statements of net assets available for plan benefits and
changes in net assets available for plan benefits have been prepared on the
accrual basis of accounting in accordance with generally accepted accounting
principles in the United States of America.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make significant estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosures of contingent assets and liabilities at the date of the financial
statements and the changes in net assets available for plan benefits during the
reporting period. Actual results could differ from those estimates.
RISKS AND UNCERTAINTIES
The Plan provides for investment options in mutual funds and other investment
securities. Investment securities are exposed to various risks, such as interest
rate risk, market risk and credit risk. Due to the level of risk associated with
certain investment securities and the level of uncertainty related to changes in
the value of investment securities, it is at least reasonably possible that
changes in risks in the near term would materially affect participant's account
balances and the amounts reported in the statement of net assets available for
plan benefits and the statement of changes in net assets available for plan
benefits.
INVESTMENTS
The Plan provides for participant directed investment programs with Merrill
Lynch. During 1998 the Company added several funds to the Plan, to enhance
options available to employees. In addition, during 1999, the option to invest
in the publicly traded common shares of White Mountains was added to the Plan. A
description of the investment funds of the Plan are set forth in each fund's
prospectus.
The Plan's investments are stated at fair value, based on the quoted market
price on the last business day of the Plan year.
Pooled separate account balances are recorded at fair value and increase and
decrease with contributions, withdrawals, and realized and unrealized gains and
losses from the assets in the accounts. The value of each separate account is
determined at the close of each business day based on market values of the
underlying assets. Gain or loss on investments in pooled separate accounts
6
<PAGE>
NOTES TO FINANCIAL STATEMENTS
-----
sold during the year is based on their inventory value (market value at the
beginning of the period or cost if purchased prior to the beginning of the
period).
Increase or decrease in the value of investments held in pooled separate
accounts at year end is based on the difference between the market value of such
investments at the end of the year and their inventory value.
Contributions from the participants and the employer are recorded in the period
in which the payroll deductions are made from Plan participants' paychecks.
Funds are remitted to the Plan monthly.
Loans to participants are stated at cost less principal pay downs.
The Plan presents in the statements of changes in net assets available for plan
benefits the net appreciation (depreciation) in the fair value of its
investments which consists of the realized gains or losses and unrealized
appreciation (depreciation) on those investments.
INCOME TAXES
On January 1, 1981, and again on January 26, 1994, the Internal Revenue Service
approved qualification of the form of the Plan under the provisions of Section
401(k) and 401(a) of the Internal Revenue Code (the "Code"). The Plan has
subsequently been amended. The Plan administrator believes that the Plan, as
amended, is designed and is being operated in compliance with the applicable
requirements of the Code and, therefore, has not applied for a new determination
letter.
3. INVESTMENTS
Investments, at fair value, that represent five percent or more of the Plan's
net assets at December 31, 1999 and 1998 are separately identified as follows:
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
Merrill Lynch Global Allocation Fund $ 927,157 $ 637,435
Merrill Lynch Capital Fund 1,593,137 2,338,815
Merrill Lynch Growth Fund 1,319,777 1,394,550
Merrill Lynch Equity Index Fund 1,529,197 716,168
Merrill Lynch Retirement Preservation Trust Fund and Other* 3,689,876 2,779,428
--------- ---------
$9,059,144 $7,866,396
========= =========
</TABLE>
* Other includes cash of $4,292 in pooled separate accounts (reported
separately by Merrill Lynch).
Each participant's account is credited with the participant's contributions,
which include amounts transferred from other Plans.
7
<PAGE>
NOTES TO FINANCIAL STATEMENTS
-----
4. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500:
<TABLE>
<CAPTION>
1999:
----
<S> <C>
Total contributions:
Balance per financial statements $1,189,149
Classification difference (6,533)
-----------
Balance per Form 5500 $ 1,182,616
===========
Total investment income:
Balance per financial statements $ 1,029,898
Classification difference 6,533
-----------
Balance per Form 5500 $ 1,036,431
===========
</TABLE>
<TABLE>
<CAPTION>
1998:
----
<S> <C>
Total contributions:
Balance per financial statements $848,819
Contributions receivable 59,206
Classification difference (768)
-----------
Balance per Form 5500 $907,257
===========
Total investment income:
Balance per financial statements $(82,236)
Classification difference (591)
-----------
Balance per Form 5500 $(82,827)
===========
Net assets available for plan benefits - beginning of year
Balance per financial statements $9,214,501
Contributions receivable (59,206)
CMA Money Fund (7,671)
-----------
Balance per Form 5500 $9,147,624
===========
Total Benefits paid:
Balance per financial statements $1,629,795
CMA Money Fund (7,671)
Classification difference (1,359)
-----------
Balance per Form 5500 $1,620,765
===========
</TABLE>
8
<PAGE>
NOTES TO FINANCIAL STATEMENTS
-----
5. ALLOCATION OF NET ASSETS
The Plan provides for funds to be invested in separate investment programs.
Following are the changes in net assets available during 1999 and 1998 as
allocated to the separate investment programs:
9
<PAGE>
NOTES TO FINANCIAL STATEMENTS (continued)
Allocation of Net Assets
<TABLE>
<CAPTION>
Merrill
Lynch Merrill Merrill Merrill Merrill
Retirement Lynch Lynch Lynch Lynch Davis Ivy Int'l
1999 Preservation Global Capital Special Growth Venture Fund
---- Trust Fund Allocation Fund Value Fund II Fund
and Other* Fund Fund
------------------- ------------ ----------- ----------- ---------- ----------- ---------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
Additions to net
assets:
Employer contributions $ 126,609 $ 52,533 $ 42,080 $ 18,630 $ 59,975 $ 38,512
Participant
contributions 156,996 65,161 54,252 22,521 75,501 47,840 16,573
Participant rollovers 16,274 13,484 19,063 6,742 12,903 1,395
Investment income 190,742 117,088 210,401 15,391 4,323 10,175 806
Net (depreciation)
appreciation of
investments 69,024 (102,607) 24,077 254,338 35,675 7,518
Loan repayment 29,271 14,957 7,116 4,866 17,439 2,240 1,133
Other increases 2,317 100 140 19 139 13
------------ ----------- ----------- ---------- ----------- ---------- ---------
Total additions 522,210 332,347 230,445 92,246 424,618 135,836 39,612
Deductions from net
assets attributable
to:
Benefit payments 53,014 13,043 2,977 604 8,275
Loan issuances 14,888 12,679 18,290 2,909 22,677 664
Impact of Non Cash
transactions
Other Debits 111 100 140 19 139 13
------------ ----------- ----------- ---------- ----------- ---------- ---------
Net increase
(decrease) in
assets available
for plan benefits: 454,198 306,525 209,037 88,714 393,527 135,836 38,936
Net assets transferred
by participant
directive 456,251 (16,803) (954,714) 101,675 (468,299) 208,374 25,804
Net assets available
for plan benefits:
Beginning of year 2,779,428 637,435 2,338,815 20,901 1,394,550 102,524 13,508
------------ ----------- ----------- ---------- ----------- ---------- ---------
End of year $3,689,876 $ 927,157 $1,593,137 $ 211,289 $1,319,777 $ 446,465 $ 78,248
============ =========== =========== ========== =========== ========== =========
</TABLE>
<TABLE>
<CAPTION>
Merrill
Lynch PIMCO White White
Equity Total Mtns. Ins. Mtns. Ins. Loan
1999 Index Return Group Group Fund Total
---- Return Fund Inc. Ltd.
Fund
------------------- ----------- ---------- ---------- --------- ---------- -------------
<S> <C> <C> <C> <C> <C> <C>
Additions to net
assets:
Employer contribution $ 99,320 $ 19,285 $ 7,760 $ 4,001 $ $ 482,274
Participant
contributions 128,013 24,621 8,641 4,907 605,025
Participant rollovers 24,061 1,146 249 95,316
Investment income 2,501 3,681 975 1,350 557,432
Net (depreciation)
appreciation of
investments 222,499 (3,984) (34,073) 472,466
Loan repayment 15,003 2,059 1,045 3,675 (98,805)
Other increases 24 3 3,776 6,533
----------- ---------- ---------- --------- ---------- -------------
Total additions 491,421 45,665 19,568 (16,116) (98,805) 2,219,047
Deductions from net
assets attributable
to:
Benefit payments 9,929 87,841
Loan issuances 3,596 655 (76,359)
Impact of Non Cash
transactions 431,094 (431,094)
Other Debits 24 3 550
----------- ---------- ---------- --------- ---------- -------------
Net increase
(decrease)
in assets available
for plan benefits 487,801 45,007 (411,527) 414,978 (32,375) 2,130,655
Net assets transferred
by participant
directive 325,228 (90,610) 411,527 1,567
Net assets available
for plan benefits:
Beginning of year 716,168 81,070 - - 267,161 8,351,289
----------- ---------- ---------- --------- ---------- -------------
End of year $1,529,197 $ 35,467 $ - $ 416,546 $ 234,785 $10,481,944
=========== ========== ========== ========== ========== =============
</TABLE>
* Other includes cash of $4,292 in pooled separate accounts (reported separately
by Merrill Lynch).
<PAGE>
NOTES TO FINANCIAL STATEMENTS (continued)
Allocation of Net Assets
Pooled Separate Accounts
<TABLE>
<CAPTION>
Merrill Merrill Merrill Merrill Merrill
Lynch Lynch Lynch Lynch Lynch Davis Ivy Int'l
1998 Retirement Global Capital Special Growth Venture II Fund
---- Preservation Allocation Fund Value Fund Fund
Trust Fund Fund Fund
and Other*
--------------------------- ------------- ----------- ------------ ---------- ------------ ----------- ----------- -
<S> <C> <C> <C> <C> <C> <C> <C>
Additions to net assets:
Employer contributions $96,818 $70,866 $59,842 $16,823 $105,644 $5,505 $1,958
Participant contributions 123,036 83,635 76,077 20,444 134,273 5,844 2,450
Participant rollovers 0 973 973 487
Investment income 154,475 76,495 145,745 8,109 33,232 2,231 247
Net (depreciation)
appreciation of investments (36) (70,996) (10,954) (34,803) (557,454) 3,165 (1,155)
Loan repayment 22,699 23,687 9,398 4,409 33,308 616 734
Other increases 90 98 35 2 98 1 1
----------- ---------- ---------- ---------- ------------- ---------- --------
Total additions 397,082 184,757 281,116 14,983 (250,412) 17,362 4,234
Deductions from net assets:
Benefit payments 1,002,562 45,387 170,692 1,017 298,883
Loan issuances 26,013 15,918 9,431 640 12,774 266 253
Other decreases 66,757 91 32 2 85 1 1
----------- ---------- ---------- ---------- ------------- ---------- --------
Net increase (decrease) in
assets available for plan
benefits (698,252) 123,362 100,962 13,324 (562,154) 17,095 3,981
Net assets transferred by
participant directive 1,329,253 (181,539) (201,684) (60,365) (864,858) 85,159 9,527
Net assets available for
plan benefits:
Beginning of year 2,148,426 695,612 2,439,538 67,942 2,821,562 - -
----------- ---------- ---------- ---------- ------------- ---------- --------
End of year $2,779,428 $637,435 $2,338,815 $20,901 $1,394,550 $102,254 $13,508
=========== ========== ========== ========== ============= ========== ========
</TABLE>
<TABLE>
<CAPTION>
Merrill
Lynch PIMCO
Equity Total Contributions
Index Return Loan Fund Receivable Total
Return Fund
Fund
------------ ----------- ------------- --------------- ----------------
<S> <C> <C> <C> <C> <C>
Additions to net assets:
Employer contributions $43,608 $2,491 $ $(25,993) $377,562
Participant contributions 53,170 2,573 (33,213) 468,290
Participant rollovers 2,433
Investment income 894 4,531 6,076 432,034
Net (depreciation)
appreciation of investments 162,021 (4,057) (514,270)
Loan repayment 8,532 681 (104,063)
Other increases 212 534
----------- ---------- ---------- ------------- ----------
Total additions 268,437 6,219 (97,987) (59,206) 766,583
Deductions from net assets:
Benefit payments 5,787 38,265 1,562,592
Loan issuances 734 146 (66,175)
Other decreases 235 67,203
----------- ---------- ---------- ------------- ----------
Net increase (decrease) in
assets available for plan
benefits 261,680 6,072 (70,076) (59,206) (863,212)
Net assets transferred by
participant directive (190,491) 74,997
Net assets available for
plan benefits:
Beginning of year 644,978 - 337,237 (59,206) 9,214,501
----------- ---------- ---------- ------------- ----------
End of year $716,168 $81,070 $267,161 - $8,351,289
=========== ========== ========== ============= ==========
</TABLE>
* Other includes cash of $1,231 in pooled separate accounts (reported
separately by Merrill Lynch).
<PAGE>
FOLKSAMERICA HOLDING COMPANY
401(K) SAVINGS & INVESTMENT PLAN
LINE 27A - SUPPLEMENTAL DATA REQUIRED BY THE DEPARTMENT OF LABOR
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1999
<TABLE>
<CAPTION>
Identity of Issue, Description Of Investment Cost Current Value
Borrower
--------------------------- ------------------------------------------- ------------------------ ---------------------
<S> <C> <C> <C>
Merrill Lynch Merrill Lynch Retirement Preservation $3,689,876 3,689,876
Trust Fund and other cash accounts
Merrill Lynch Global Allocation Fund (1) 927,157
Merrill Lynch Capital Fund (1) 1,593,137
Merrill Lynch Special Value Fund (1) 211,289
Merrill Lynch Growth Fund (1) 1,319,777
Davis Venture Fund (1) 446,465
Ivy International II Fund (1) 78,248
Merrill Lynch Equity Index Fund (1) 1,529,197
PIMCO Total Return Fund (1) 35,467
White Mtns. Ins. Group Ltd. (1) 416,546
----------- -----------
$ 3,689,876 $ 10,247,159
=========== ===========
Participant loans Interest rate, 8.5% to 9% $ 234,785 $ 234,785
=========== ===========
</TABLE>
(1) Cost not available
<PAGE>
FOLKSAMERICA HOLDING COMPANY
401(K) SAVINGS & INVESTMENT PLAN
SUPPLEMENTAL DATA REQUIRED BY THE DEPARTMENT OF LABOR
ITEM 27D - SCHEDULE OF REPORTABLE TRANSACTIONS.
FOR THE YEAR ENDED DECEMBER 31, 1999
The following represents any transactions or series of transactions during 1999
which included an amount in excess of five percent of the current value of Plan
assets as of December 31, 1998:
<TABLE>
<CAPTION>
Current
Value of
Identity of Asset on
Party Purchase Selling Cost of Transaction Number of
Involved Description of Asset Price Price Asset Date Transactions
----------------- --------------------------- ------------- --------------- -------------- --------------- ----------------
<S> <C> <C> <C> <C> <C>
Merrill Lynch Retirement
Merrill Lynch Preservation Trust Fund 1,068,044 1,068,044 1,068,044 75
Merrill Lynch Retirement 247,172 247,172 247,172 26
Preservation Trust Fund
Folksamerica Holding 257,303 257,303 257,303 65
Co. Pooled Separate
Accounts
Folksamerica Holding 169,757 169,757 169,757 26
Co. Pooled Separate
Accounts
White Mountains Ins. Various 431,094 431,094 26
Grp. Inc.
Merrill Lynch Global Various 389,277 389,277 79
Allocation Fund
Merrill Lynch Global Various 170,086 168,579 48
Allocation Fund
Merrill Lynch Capital Various 335,728 335,728 72
Fund
Merrill Lynch Capital Various 1,020,147 978,798 49
Fund
Merrill Lynch Growth Various 213,148 213,148 69
Fund
Merrill Lynch Growth Various 709,793 542,258 53
Fund
Merrill Lynch Equity Various 795,606 795,606 84
Index Fund
Merrill Lynch Equity Various 189,226 205,077 25
Index Fund
</TABLE>
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the inclusion in this Annual Report on Form 11-K of White
Mountains Insurance Group, Ltd. our reports dated July 14, 2000, on our audits
of the financial statements of the Folksamerica Holding Company 401(k) Savings
Plan as of December 31, 1999 and 1998 and for the years then ended.
PricewaterhouseCoopers LLP
New York
July 14, 2000
