SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) /X/ Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 1998 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, INC. (formerly "Fund American Enterprises Holdings, Inc.") 80 South Main Street Hanover, New Hampshire 03755-2053 (603) 643-1567
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, Inc. (formerly "Fund American Enterprises Holdings, Inc.") is filing with respect to shares of Common Stock, $1.00 par value per share, of White Mountains Insurance Group, Inc. issuable under the Plan. INFORMATION FILED The following financial statements and exhibit are filed with, and included in, this Report: 99(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, 1998 and 1997; 3. Statements of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 1998 and 1997; 4. Notes to Financial Statements; 5. Schedule of Assets held for Investment Purposes; and 6. Schedule of Reportable Transactions.
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: July 9, 1999 By: -------------------------------------------- Name: Steve E. Fass Title: Member - Plan Investment Committee and: ------------------------------------------- Name: Michael Tyburski Title: Member - Plan Investment Committee and: ------------------------------------------- Name: Hellen Dell Title: Member - Plan Investment Committee
EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - -------------- ----------- 99(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, 1998 and 1997; 3. Statement of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 1998 and 1997; 4. Notes to Financial Statements; 5. Schedule of Assets Held for Investment Purposes; and 6. Schedule of Reportable Transactions.
FOLKSAMERICA HOLDING COMPANY 401(K) SAVINGS AND INVESTMENT PLAN FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 1998 AND 1997
FOLKSAMERICA HOLDING COMPANY 401 (K) SAVINGS AND INVESTMENT PLAN TABLE OF CONTENTS Page Report of Independent Accountants 1 Financial Statements: Statements of Net Assets Available for Plan Benefits at December 31, 1998 and 1997 2 Statements of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 1998 and 1997 3 Notes to Financial Statements 4-14 Supplemental Schedules: Item 27a - Schedule of Assets Held for Investment Purposes at December 31, 1998 15 Item 27d - Schedule of Reportable Transactions for the year ended December 31, 1998 16
REPORT OF INDEPENDENT ACCOUNTANTS -------- To the Trustee and Participants of the Folksamerica Holding Company 401(k) Savings and 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 and Investment Plan (the "Plan") at December 31, 1998 and 1997, and the changes in its net assets available for Plan benefits for the years ended December 31, 1998 and 1997 in conformity with generally accepted accounting principles. 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 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 ("ERISA"). 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. June 18, 1999 /s/ PricewaterhouseCoopers LLP
FOLKSAMERICA HOLDING COMPANY 401 (K) SAVINGS AND INVESTMENT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS DECEMBER 31, 1998 AND 1997 1998 1997 ----- ---- Investments: Funds on deposit with Merrill Lynch $8,084,128 $8,818,058 Trust Company of New York Loans to participants 267,161 337,237 ---------- ---------- Total Investments 8,351,289 9,155,295 Receivables: Employer contributions 25,993 Participant contributions 33,213 ---------- ---------- Net assets available for plan benefits $8,351,289 $9,214,501 ---------- ---------- ---------- ---------- See accompanying notes to financial statements 2
FOLKSAMERICA HOLDING COMPANY 401 (K) SAVINGS AND INVESTMENT PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1998 AND 1997 1998 1997 ---- ---- Additions to net assets attributed to: Interest and dividend income $ 432,034 $ 793,521 Net (depreciation) appreciation in fair value of investments (514,270) 404,725 ----------- ----------- Net investment income (82,236) 1,198,246 Contributions: Employer contributions 377,562 354,665 Participant contributions and rollovers 470,723 2,639,456 Other increases 534 7,992 ----------- ----------- 848,819 3,002,113 Total additions 766,583 4,200,360 Deductions from net assets attributed to: Benefits paid to participants 1,562,592 902,192 Other decreases 67,203 49,892 Net (decrease) increase in net assets available for plan benefits (863,212) 3,248,276 Net assets available for plan benefits: Beginning of year 9,214,501 5,966,225 ----------- ----------- End of year $ 8,351,289 $ 9,214,501 ----------- ----------- ----------- ----------- See accompanying notes to financial statements 3
NOTES TO FINANCIAL STATEMENTS 1. THE PLAN: DESCRIPTION OF PLAN The following brief description of the Folksamerica Holding Company 401(k) Savings and 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, Inc. (the "Company"). The Plan was originally established on January 1, 1981 to provide retirement benefits for eligible employees of the Company. 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 and $9,500 in 1998 and 1997, 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 choose to make additional discretionary contributions to the Plan. The Plan is sponsored and administered by the Company (the "Plan Administrator"). The Company has appointed Merrill Lynch Trust Company of New York 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.
NOTES TO FINANCIAL STATEMENTS VESTING Participants are always 100% vested in employee contributions and rollover contributions plus net investment income earned on these amounts.
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: YEARS OF SERVICE PERCENTAGE ---------------- ---------- 1 0% 2 25% 3 50% 4 75% 5 100% 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, 1998 range from 7% to 8%. 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.
NOTES TO FINANCIAL STATEMENTS ----- 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.
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. 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 Trust Company of New York. During 1998 the Company added several funds to the Plan, to enhance options available to employees. 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 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).
NOTES TO FINANCIAL STATEMENTS ----- 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, 1998 and 1997 are separately identified as follows: 1998 1997 ---- ---- Merrill Lynch Retirement Preservation Trust Fund $2,778,197 $2,140,434 Merrill Lynch Global Allocation Fund 637,435 695,612 Merrill Lynch Capital Fund 2,338,815 2,439,538 Merrill Lynch Growth Fund 1,394,550 2,821,562 Merrill Lynch Equity Index Fund 716,168 644,978 ---------- ---------- $7,865,165 $8,742,123 ---------- ---------- ---------- ---------- Each participant's account is credited with the participant's contributions, which include amounts transferred from other Plans. Participant contributions for 1997 include $2,181,615 of assets transferred from the former Christiania General Insurance Corp. of New York ("CGIC") 401(k) Savings & Investment Plan into the Plan. CGIC was acquired by the Company in June, 1996.
NOTES TO FINANCIAL STATEMENTS ----- The accounts of the former CGIC employees were initially allocated to Plan funds that were similar to those under the previous plan. The employees were then allowed to change the investment of their interest in any of the funds in accordance with the terms of the Plan. 4. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500: 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 ----------- ----------- 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 1998 and 1997 as allocated to the separate investment programs:
NOTES TO FINANCIAL STATEMENTS (continued) Allocation of Net Assets Pooled Separate Accounts - ------------------------------------------------------------------------------------------------------------------------ 1998 Merrill Merrill Lynch Merrill Merrill Merrill Merrill Lynch Retirement Lynch Lynch Lynch Lynch Davis Ivy Int'l Equity Preservation Global Capital Special Growth Venture II Fund Index Trust Allocation Fund Value Fund Fund Return Fund Fund Fund Fund - ------------------------------------------------------------------------------------------------------------------------ Additions to net assets: Employer contributions $ 96,818 $ 70,866 $ 59,842 $ 16,823 $ 105,644 $ 5,505 $ 1,958 $ 43,608 Participant contributions 123,036 83,635 76,077 20,444 134,273 5,844 2,450 53,170 Participant rollovers 0 973 973 487 Investment income 153,658 76,495 145,745 8,109 33,232 2,231 247 894 Net (depreciation) appreciation of investments (36) (70,996) (10,954) (34,803) (557,454) 3,165 (1,155) 162,021 Loan repayment 22,699 23,687 9,398 4,409 33,308 616 734 8,532 Other increases 89 98 35 2 98 1 1 212 ---------- --------- ---------- -------- ---------- -------- ------- --------- Total additions 396,264 184,757 281,116 14,983 (250,412) 17,362 4,234 268,437 Deductions from net assets: Benefit payments 1,002,976 45,387 170,692 1,017 298,883 5,787 Loan issuances 26,013 15,918 9,431 640 12,774 266 253 734 Other decreases 58,765 91 32 2 85 1 1 235 ---------- --------- ---------- -------- ---------- -------- ------- --------- Net increase (decrease) in assets available for plan benefits (691,491) 123,362 100,962 13,324 (562,154) 17,095 3,981 261,680 Net assets transferred by participant directive 1,329,253 (181,539) (201,684) (60,365) (864,858) 85,159 9,527 (190,491) Net assets available for plan benefits: Beginning of year 2,140,434 695,612 2,439,538 67,942 2,821,562 -- -- 644,978 ---------- --------- ---------- -------- ---------- -------- ------- --------- End of year $2,778,197 $ 637,435 $2,338,815 $ 20,901 $1,394,550 $102,254 $13,508 $ 716,168 ---------- --------- ---------- -------- ---------- -------- ------- --------- ---------- --------- ---------- -------- ---------- -------- ------- --------- - --------------------------------------------------------------------------------------------------- PIMCO Other Loan Fund Contributions Total Total Receivable Return Fund - --------------------------------------------------------------------------------------------------- Additions to net assets: Employer contributions $ 2,491 $ $ $ (25,993) $ 377,562 Participant contributions 2,573 (33,213) 468,290 Participant rollovers 2,433 Investment income 4,531 817 6,076 432,034 Net (depreciation) appreciation of investments (4,057) (514,270) Loan repayment 681 (104,063) Other increases 1 534 ------- --------- ---------- ---------- ---------- Total additions 6,219 818 (97,987) (59,206) 766,583 Deductions from net assets: Benefit payments (414) 38,265 1,562,592 Loan issuances 146 (66,175) Other decreases 7,992 67,203 ------- --------- ---------- ---------- ---------- Net increase (decrease) in assets available for plan benefits 6,072 (6,751) (70,076) (59,206) (863,212) Net assets transferred by participant directive 74,997 Net assets available for plan benefits: Beginning of year -- 7,992 337,237 (59,206) 9,214,501 ------- --------- ---------- ---------- ---------- End of year $81,070 $ 1,231 $ 267,161 $8,351,289 ------- --------- ---------- ---------- ------- --------- ---------- ----------
NOTES TO FINANCIAL STATEMENTS (continued) Allocation of Net Assets Pooled Separate Accounts - --------------------------------------------------------------------------------------------------------------------------------- Merrill Lynch Merrill Lynch Phoenix Retirement Global Merrill Merill Lynch Merrill Lynch 1997 Fund Preservation Allocation Lynch Special Growth Fund Trust Fund Capital Fund Value Fund - --------------------------------------------------------------------------------------------------------------------------------- Additions to net assets: Employer contributions 26,905 79,075 63,952 52,050 $ 3,040 $ 100,752 Participant contributions 31,404 103,785 81,578 66,356 3,997 134,259 Participant rollovers Investment Income 50,132 97,406 103,788 283,474 3,988 223,929 Net (depreciation) appreciation of investments 40,433 2,214 (27,360) 161,788 (6,271) 237,020 Loan repayments 8,071 25,556 29,476 28,959 2,167 57,782 Other increases ----------- ----------- --------- ----------- --------- ----------- Total additions 156,945 308,036 251,434 592,627 6,922 753,742 Deductions from net assets: Benefit payments 18,807 458,441 56,417 101,859 237,290 Loan issuances 12,398 18,082 35,174 81,297 39,285 Other decreases 2,967 11,208 11,526 8,920 153 14,750 ----------- ----------- --------- ----------- --------- ----------- Net increase (decrease) in assets available for plan benefits 122,773 (179,696) 148,317 400,551 6,769 462,417 Net assets transferred by participant directive (376,133) 1,491,299 53,197 (51,017) 61,173 366,813 Net assets available for plan benefits: Beginning of year 253,360 828,831 494,098 2,090,004 -- 1,992,332 ----------- ----------- --------- ----------- --------- ----------- End of year $ -- $ 2,140,434 $ 695,612 $ 2,439,538 $ 67,942 $ 2,821,562 ----------- ----------- --------- ----------- --------- ----------- ----------- ----------- --------- ----------- --------- ----------- Merrill Lynch Loan Contributions Equity Index Other Fund Receivable Total Fund Additions to net assets: Employer contributions $ 2,898 $ 25,993 $ 354,665 Participant contributions 3,247 33,213 457,841 Participant rollovers 2,181,615 2,181,615 Investment Income 342 5,479 24,984 793,521 Net (depreciation) appreciation of investments (3,099) 404,724 Loan repayments 196 (152,207) Other increases 7,992 7,992 --------- ----------- --------- -------- ---------- Total additions 3,584 2,195,086 (127,223) 59,206 4,200,360 Deductions from net assets: Benefit payments 29,376 902,192 Loan issuances (186,237) Other decreases 368 49,892 --------- ----------- --------- -------- ---------- Net increase (decrease) in assets available for plan benefits 3,216 2,195,086 29,637 59,206 3,248,276 Net assets transferred by participant directive 641,762 (2,187,094) Net assets available for plan benefits: Beginning of year -- -- 307,600 -- 5,966,225 --------- ----------- --------- -------- ---------- End of year $ 644,978 $ 7,992 $ 337,237 $ 59,206 $9,214,501 --------- ----------- --------- -------- ---------- --------- ----------- --------- -------- ----------
FOLKSAMERICA HOLDING COMPANY 401(k) SAVINGS AND INVESTMENT PLAN LINE 27A - SUPPLEMENTAL DATA REQUIRED BY THE DEPARTMENT OF LABOR SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1998 Identity of Issue, Description Of Investment Cost Current Value Borrower - -------------------------------------------------------------------------------------------------- Merrill Lynch Trust Merrill Lynch Retirement Preservation $2,778,197 $2,778,197 Company of New York Trust Fund Merrill Lynch Global Allocation Fund (1) 637,435 Merrill Lynch Capital Fund (1) 2,338,815 Merrill Lynch Special Value Fund (1) 20,901 Merrill Lynch Growth Fund (1) 1,394,550 Davis Venture Fund II (1) 102,254 Ivy International Fund (1) 13,508 Merrill Lynch Equity Index Fund (1) 716,168 PIMCO Total Return Fund (1) 81,070 Other (1) 1,231 ---------- ---------- $2,778,197 $8,084,128 ---------- ---------- ---------- ---------- Participant loans Interest rate, 7% to 8% $ 267,161 $ 267,161 ---------- ---------- ---------- ---------- (1) Cost not available
FOLKSAMERICA HOLDING COMPANY 401(k) SAVINGS AND INVESTMENT PLAN SUPPLEMENTAL DATA REQUIRED BY THE DEPARTMENT OF LABOR ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS. FOR THE YEAR ENDED DECEMBER 31, 1998 The following represents any transactions or series of transactions during 1998 which included an amount in excess of five percent of the current value of Plan assets as of December 31, 1997: Identity of Description of Asset Purchase Selling Cost of Current Number of Party Price Price Asset Value of Transactions Involved Asset on Transaction Date - ---------------------------------------------------------------------------------------------------------------- Merrill Merrill Lynch $644,223 $ $ 644,223 $ 644,223 NA Lynch Trust Retirement Preservation Co. of New Trust Fund York Merrill Lynch Growth 620,451 648,153 620,451 NA Fund Merrill Lynch 1,159,202 1,159,202 1,159,202 NA Retirement Preservation Trust Fund Merrill Lynch Growth $ 576,263 $ 679,539 $ 576,263 NA Fund