UNITED STATES 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, 2000 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 & 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
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 Common Shares, $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, 2000 and 1999; 3. Statements of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 2000 and 1999; 4. Notes to Financial Statements; 5. Schedule of Assets Held at End of Year as of December 31, 2000; 6. Schedule of Reportable Transactions for the year ended December 31, 2000; and B. Consent of Independent Accountants
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 12, 2001 By: /s/ Steven E. Fass ---------------------------------------- Name: Steven E. Fass Title: Member - Plan Investment Committee and: /s/ Michael E. Tyburski --------------------------------------- Name: Michael E. Tyburski Title: Member - Plan Investment Committee and: /s/ Helen Dell --------------------------------------- Name: Helen 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, 2000 and 1999; 3. Statement of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 2000 and 1999; 4. Notes to Financial Statements; 5. Schedule of Assets Held at End of Year as of December 31, 2000; 6. Schedule of Reportable Transactions for the year ended December 31, 2000; and 99(B) Consent of Independent Accountants
EXHIBIT 99(A) FOLKSAMERICA HOLDING COMPANY 401(k) SAVINGS & INVESTMENT PLAN FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999
FOLKSAMERICA HOLDING COMPANY 401(k) SAVINGS & INVESTMENT PLAN TABLE OF CONTENTS Page Report of Independent Accountants 1 Financial Statements: Statements of Net Assets Available for Plan Benefits as of December 31, 2000 and 1999 2 Statements of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 2000 and 1999 3 Notes to Financial Statements 4-11 Supplemental Schedules: Schedule H, Line 4(i) - Schedule of Assets Held at End of Year as of December 31, 2000 12 Schedule H, Line 4(j) - Schedule of Reportable Transactions for the year ended December 31, 2000 13
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, 2000 and 1999, and the changes in its net assets available for plan benefits for the years ended December 31, 2000 and 1999 in conformity with accounting principles generally accepted 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 auditing standards generally accepted 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 at End of Year and The Schedule of Reportable Transactions that accompany the Plan's financial statements do 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. /s/ PricewaterhouseCoopers LLP New York, NY July 6, 2001 1
FOLKSAMERICA HOLDING COMPANY 401(K) SAVINGS & INVESTMENT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS DECEMBER 31, 2000 AND 1999 2000 1999 ---- ---- Investments: Funds on deposit with Merrill Lynch Trust Company of New York $12,434,413 $10,247,159 Loans to participants 191,228 234,785 ---------- ---------- Total investments 12,625,641 10,481,944 ---------- ---------- Receivables: Employer contributions 37,872 0 Participant contributions 52,894 0 ---------- ---------- Net assets available for plan benefits $12,716,407 $10,481,944 ========== ========== See accompanying notes to financial statements 2
FOLKSAMERICA HOLDING COMPANY 401(K) SAVINGS & INVESTMENT PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999 2000 1999 ---- ---- Additions to net assets attributed to: Interest and dividend income $ 769,966 $ 557,432 Net appreciation in fair value of investments 923,377 472,466 ----------- ----------- Net investment income 1,693,343 1,029,898 Contributions: Employer contributions 559,669 482,274 Participant contributions and rollovers 758,029 700,341 Other increases 14,980 6,533 ----------- ----------- 1,332,678 1,189,148 Total additions 3,026,021 2,219,046 Deductions from net assets attributed to: Benefits paid to participants 765,979 87,841 Other decreases 25,579 550 Net increase in net assets available for plan benefits 2,234,463 2,130,655 Net assets available for plan benefits: Beginning of year 10,481,944 8,351,289 ----------- ----------- End of year $12,716,407 $10,481,944 =========== =========== See accompanying notes to financial statements 3
1. THE PLAN: NOTES TO FINANCIAL STATEMENTS ---------- 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, Ltd. ("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 $10,500 in 2000 and $10,000 in 1999). 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 2000 or 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
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, 2000 and 1999 range from 8.75% to 10.5%, and 8.75% to 9%, 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
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 accounting principles generally accepted in the United States of America. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 2000 the Company added several funds to the Plan as well as the option for self-directed equity investments (the "Self-Direct RCMA option"), 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 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 6
NOTES TO FINANCIAL STATEMENTS ---------- 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, 2000 and 1999 are separately identified as follows: 2000 1999 ---- ---- Merrill Lynch Global Allocation Fund $ 864,575 $ 927,157 Merrill Lynch Capital Fund 1,423,529 1,593,137 Merrill Lynch Growth Fund 943,996 1,319,777 Merrill Lynch Equity Index Fund 486 1,529,197 Merrill Lynch Retirement Preservation Trust Fund and Other* 3,196,811 3,689,876 White Mountains Insurance Group, Ltd. 2,731,080 0 Merrill Lynch S&P Index Fund CL A 982,278 0 Davis Venture Fund 684,071 0 Self-Direct RCMA OPTION 697,174 ----------- ---------- $11,524,000 $9,059,144 =========== ========== *Other includes cash of $4,229 and $4,292 in pooled separate accounts (reported separately by Merrill Lynch) at December 31, 2000 and 1999. Each participant's account is credited with the participant's contributions, which include amounts transferred from other Plans. 7
NOTES TO FINANCIAL STATEMENTS ---------- 4. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500: 2000: ---- Total contributions: Balance per financial statements $1,332,678 Contributions receivable (90,766) Classification difference (14,980) --------- Balance per Form 5500 $1,226,932 ========= Total investment income: Balance per financial statements 1,693,343 Classification difference 14,944 --------- Balance per Form 5500 $1,708,287 ========= Net assets available for plan benefits - end of year Balance per financial statements $12,716,407 Contributions receivables (90,766) Classification difference (36) ---------- Balance per Form 5500 $12,625,605 ========== 1999: ---- 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 ========= 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 2000 and 1999 as allocated to the separate investment programs: 8
NOTES TO FINANCIAL STATEMENTS (continued) Allocation of Net Assets Page 1 of 2 Merrill Lynch Funds - ---------------------------------------------------------------------------------------------------------------------------------- 2000 Merrill ---- Lynch Merrill Retirement Lynch Merrill Merrill Merrill Preservation Global Merrill Lynch Merrill Lynch Lynch S&P Trust Fund & Allocation Lynch Special Lynch Healthcare 500 Index Other* Fund Capital Fund Value Fund Growth Fund Fund Class D Fund CL A - ---------------------------------------------------------------------------------------------------------------------------------- Additions to net assets attributed to: Employer contributions $116,097 $39,496 $33,956 $24,749 $53,175 $16,913 Participant contributions 141,990 49,850 46,314 29,504 68,586 21,820 Participant rollovers 10,461 2,242 4,482 8,962 8,962 Investment income 220,932 119,667 177,085 60,122 74,439 9,215 Net appreciation (depreciation) in fair value of investments 36 (50,495) (68,436) (20,145) (289,395) $ 162 (74,638) Loan repayment principal 30,374 12,688 9,120 29,833 10,176 5,587 Other increases 7,960 947 1,203 404 1,273 12 --------- ------- --------- ------- --------- ------ ------- 527,850 174,395 203,724 133,429 (72,783) 162 (21,090) Deductions from net assets attributable to: Benefit payments (310,725) (21,900) (129,597) (4,695) (164,545) (17) Loan issuances (22,782) (16,594) (9,269) (1,665) (7,833) (1,518) Impact of non cash 0 transactions Other decreases (21,937) (495) (627) (205) (653) (12) --------- ------- --------- ------- --------- ------ ------- Net increase (decrease) in 172,406 135,406 64,230 126,863 (245,814) 162 (22,637) assets available for plan benefits Net assets transferred by (665,470) (197,987) (233,839) (14,909) (129,967) 13,690 1,004,915 participant directive Net assets available for plan benefits Beginning of year 3,689,876 927,156 1,593,138 211,289 1,319,777 0 0 --------- ------- --------- ------- --------- ------ ------- End of the year $3,196,812 $864,575 $1,423,529 $323,243 $ 943,996 $13,852 $982,278 ========= ======= ========= ======= ========== ====== ======= - ----------------------------------------------------------------------------------- 2000 ---- Merrill Merrill Merrill Lynch Lynch Small Lynch Fundamental Cap Index Equity Growth FD Fund Index Fund CL D Sub total - ----------------------------------------------------------------------------------- Additions to net assets attributed to: Employer contributions $323 $98,027 $4,050 $386,785 Participant contributions 323 120,883 4,534 483,804 Participant rollovers 4,482 0 39,592 Investment income 60 1,350 10,592 673,462 Net appreciation (depreciation) in fair value of investments (55) (61,189) (26,500) (590,656) Loan repayment principal 11,624 509 109,912 Other increases 1,761 0 13,561 --- --------- ------- --------- 651 176,938 (6,815) 1,116,460 Deductions from net assets attributable to: Benefit payments (90,639) 0 (722,119) Loan issuances (30,975) 0 (90,637) Impact of non cash 0 0 transactions Other decreases (923) 0 (24,852) --- --------- ------- --------- Net increase (decrease) in 651 54,401 (6,815) 278,852 assets available for plan benefits Net assets transferred by (1,583,112) 141,930 (1,664,749) participant directive Net assets available for plan benefits Beginning of year 0 1,529,197 0 9,270,433 --- --------- ------- --------- End of the year $651 $ 486 $135,115 $7,884,535 === ========== ======= ========= * Other includes cash of $ 4,229 in pooled separate accounts (reported separately by Merrill Lynch). 9
NOTES TO FINANCIAL STATEMENTS (continued) Allocation of Net Assets Page 2 of 2 All Other Funds - --------------------------------------------------------------------------------------------------------------------------- White AIM Van Seligman Self PIMCO Mtns. Davis PIMCO INTL Kampen Comm Direct Ivy Total Ins. Venture Innovation Equity Emerg GR Info FD RCMA Int'l Return Group, 2000 Fund FD CL A Fund FD CL A CL A Option II Fund Fund Ltd. ---- - --------------------------------------------------------------------------------------------------------------------------- Additions to net assets attributed to: Employer contributions $48,403 $418 $1,770 $4,269 $195 $16,974 $15,106 $47,876 Participant contributions 62,808 558 1,999 4,901 203 18,814 19,675 61,571 Participant rollovers 4,482 2,242 2,242 2,242 Investment income 59,441 233 7,305 23,111 20 $ (8,813) 725 5,397 9,085 Net appreciation (depreciation) in fair value of investments (21,216) (770) (19,601) (58,875) (76) (9,028) 5,806 1,617,795 Loan repayment principal 21,152 48 388 423 1,371 1,658 2,804 Other increases 768 0 170 189 293 ------- ----- ------- ------- --- ------- ------ ------- --------- 175,838 487 (8,139) (26,172) 342 (8,813) 31,267 50,074 1,741,666 Deductions from net assets attributable to: Benefit payments (38,471) (1,965) (2,712) Loan issuances (4,165) (27) (25) (56) Impact of non cash transactions Other decreases (389) (85) (94) (158) ------- ----- ------- ------- --- ------- ------ ------- --------- Net increase (decrease) in assets available for plan 132,813 487 (8,167) (26,172) 317 (8,813) 29,217 47,211 1,741,508 benefits Net assets transferred by 104,794 986 112,237 154,849 705,987 (62,919) 75,791 573,026 participant directive Net assets available for plan benefits Beginning of year 446,465 78,248 35,467 416,546 ------- ----- ------- ------- --- ------- ------ ------- --------- End of year $684,071 $1,472 $104,070 $128,677 $317 $697,174 $44,546 $158,469 $2,731,080 ======= ===== ======= ======= === ======= ====== ======= ========= - ------------------------------------------------------------------------------------------- Contribution Sub Total Sub Total GRAND 2000 Loan Fund Receivable Page 2 of 2 Page 1 of 2 TOTAL ---- - ------------------------------------------------------------------------------------------- Additions to net assets attributed to: Employer contributions $0 $37,872 $172,882 $386,785 $559,668 Participant contributions 52,895 223,424 483,804 707,228 Participant rollovers 11,209 39,592 50,801 Investment income 96,505 673,462 769,966 Net appreciation (depreciation) in fair value of investments 1,514,034 (590,656) 923,378 Loan repayment principal (137,755) (109,912) 109,912 0 Other increases 1,420 13,561 14,980 ------- ------ --------- --------- ---------- (137,755) 90,767 1,909,561 1,116,460 3,026,022 Deductions from net assets attributable to: Benefit payments (712) (43,861) (722,119) (765,979) Loan issuances 94,910 90,637 (90,637) 0 Impact of non cash 0 0 0 transactions Other decreases (727) (24,852) (25,579) ------- ------ --------- --------- ---------- Net increase (decrease) in assets available for plan (43,557) 90,767 1,955,611 278,852 2,234,463 benefits Net assets transferred by 1,664,749 (1,664,749) participant directive Net assets available for plan benefits Beginning of year 234,785 1,211,512 9,270,433 10,481,944 ------- ------ --------- --------- ---------- End of year $191,228 $90,767 $4,831,873 $7,884,535 $12,716,407 ======= ====== ========= ========= ========== 10
NOTES TO FINANCIAL STATEMENTS (continued) Allocation of Net Assets - ---------------------------------------------------------------------------------------------------------------------------------- Merrill Lynch Retirement Merrill Merrill Preservation Lynch Merrill Lynch Merrill Trust Global Lynch Special Lynch Davis Ivy Fund and Allocation Capital Value Growth Venture Int'l 1999 Other* Fund Fund Fund Fund II Fund Fund ---- - ----------------------------------------------------------------------------------------------------------------------------------- Additions to net assets: Employer contributions $126,609 $52,533 $42,080 $18,630 $59,975 $38,512 $13,569 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 in fair value of investments 69,024 (102,607) 24,077 254,338 35,675 7,518 Loan repayment - principal 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 431,094 (431,094) transactions Other decreases 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 ============ ============ ============ ============ ============ ============ ============ - ----------------------------------------------------------------------------------------------------------------------------------- Merrill Lynch White White Equity PIMCO Mtns. Mtns. Index Total Ins. Ins. Return Return Group, Group, 1999 Fund Fund Inc. Ltd. Loan Fund Total ---- - ----------------------------------------------------------------------------------------------------------------------------------- Additions to net assets: Employer contributions $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 in fair value of investments 222,499 (3,984) (34,073) 472,466 Loan repayment - principal 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 decreases 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 ============ ============ ============ ============ ============ ============ * Other includes cash of $4,292 in pooled separate accounts (reported separately by Merrill Lynch). 11
FOLKSAMERICA HOLDING COMPANY 401(k) SAVINGS & INVESTMENT PLAN SCHEDULE H, LINE 4(i) - SUPPLEMENTAL DATA REQUIRED BY THE DEPARTMENT OF LABOR SCHEDULE OF ASSETS HELD AT END OF YEAR DECEMBER 31, 2000 Identity of Issue, Borrower Description Of Investment Cost Current Value - ------------------------------------------------------------------------------------------------------------------------------- Merrill Lynch Merrill Lynch Retirement Preservation Trust and other cash accounts $3,196,812 $3,196,812 White Mountains Insurance Group, Ltd. (1) 2,731,080 Humana Inc (1) 15,250 UAL Corp (1) 9,734 Xerox Corp (1) 4,625 Ciena Corp (1) 12,178 Aastrom Biosciences Inc. (1) 1,312 Corning Inc. (1) 26,406 Sun Microsystems (1) 89,200 Tyco Intl Ltd New (1) 222,000 Cisco Systems (1) 26,775 Intel Corp (1) 33,068 Microsoft Corp (1) 30,362 CMA Cash Money Fund (1) 226,264 Merrill Lynch Capital Fund (1) 1,423,529 Merrill Lynch Growth Fund (1) 943,996 Merrill Lynch S&P 500 Index Fund CL A (1) 982,278 Merrill Lynch Global Allocation Fund (1) 864,575 Davis Venture Fund (1) 684,071 Merrill Lynch Special Value Fund (1) 323,243 PIMCO Total Return Fund (1) 158,469 Merrill Lynch Fundamental Growth Fund (1) 135,115 Van Kampen Emerg Gr FD CL A (1) 128,677 Aim International Equity Fund (1) 104,070 Ivy International II Fund (1) 44,546 Merrill Lynch Healthcare Fund CL D (1) 13,852 PIMCO Innovation Fund CL A (1) 1,472 Merrill Lynch Small Cap Index Fund (1) 651 Merrill Lynch Equity Index Fund (1) 486 Seligman Comm & Info FD CL A (1) 317 -------- ------------ $ 3,196,812 $12,434,413 ========= ========== Participant loans Interest rate, 8.5% to 10.5% $ 0 $ 191,228 ========= =========== (1) Cost not available 12
FOLKSAMERICA HOLDING COMPANY 401(k) SAVINGS & INVESTMENT PLAN SUPPLEMENTAL DATA REQUIRED BY THE DEPARTMENT OF LABOR SCHEDULE H, LINE 4(j) SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 2000 The following represents any transactions or series of transactions during 2000 which included an amount in excess of five percent of the current value of Plan assets as of December 31, 1999: Current Value Identity of Purchase Cost of of Asset on Number of Party Involved Description of Asset Price Selling Price Asset Transaction Transactions - ---------------------------------------------------------------------------------------------------------------------------------- Date Merrill Lynch White Mountains Insurance Various 1,138,631 1,138,631 73 Group, Ltd. White Mountains Insurance Various 338,943 441,891 14 Group, Ltd. Merrill Lynch Retirement 1,186,830 1,186,830 1,186,830 130 Preservation Trust Fund Merrill Lynch Retirement 1,709,606 1,709,606 1,709,606 55 Preservation Trust Fund Merrill Lynch S&P 500 Index Various 1,491,126 1,491,126 20 Fund CL A Merrill Lynch S&P 500 Index Various 442,996 434,211 6 Fund CL A Self-Direct RCMA Option 697,174 697,174 697,174 20 Merrill Lynch Equity Index Fund Various 2,020,516 1,959,367 38 13
Exhibit 99(b) CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the inclusion in the Registration Statement of White Mountains Insurance Group, Ltd. of our report dated July 6, 2001 relating to the financial statements of Folksamerica Holding Company 401(K) Savings and Investment Plan as of December 31, 2000, which appears in this Form 11-K. /s/ PricewaterhouseCoopers LLP New York, NY July 12, 2001