Discontinued Operations

9 Months Ended

Sep. 30, 2015

Discontinued Operations and Disposal Groups [Abstract]

Disposal Groups, Including Discontinued Operations, Disclosure

Note 17. Discontinued Operations

Sirius

On July 27, 2015, White Mountains entered into an agreement to sell Sirius Group to CM International Holding PTE Ltd., the Singapore-based investment arm of CMI. The results of operations for Sirius Group have been classified as discontinued operations in the statement of operations and comprehensive income and the assets and liabilities of Sirius Group have been presented in the balance sheet as held for sale. Prior year amounts have been reclassified to conform to the current period’s presentation.

The amounts reflected within discontinued operations differ from amounts previously presented within the Sirius Group segment. The segment results of operations for Sirius Group reported in previous periods included investment income and realized and unrealized investment gains and losses from certain investments that are to be retained by White Mountains after the completion of the sale. For the three and nine month periods of September 30, 2015, $5.5 million and $1.4 million of net investment income and realized and unrealized investment gains and losses that had been previously included in the Sirius Group segment were excluded from net income (loss) from discontinued operations. For the three and nine months ended September 30, 2014, $0.9 million and $1.8 million of net investment income and realized and unrealized investment gains and losses that had been previously included in the Sirius segment were excluded from net income (loss) from discontinued operations.

OneBeacon Runoff

In December 2014, OneBeacon completed the sale of its runoff business (the “Runoff Transaction”). The results of operations for the Runoff Business have been classified as discontinued operations and are presented, net of related income taxes, in the statement of operations and comprehensive income. The amounts classified as discontinued operations exclude investing and financing activities that are conducted on an overall consolidated level and, accordingly, there were no separately identifiable investments associated with the Runoff Business.

During the second quarter of 2014, OneBeacon amended the Runoff SPA, primarily to increase the cap on seller financing by $6.7 million to $80.9 million, as well as to extend the termination date to December 31, 2014. Consistent with the proposed closing balance sheet, pro forma as of June 30, 2014, OneBeacon expected to provide seller financing at closing in the form of surplus notes with an estimated par value of $80.9 million (the “OBIC Surplus Notes”). As a result, OneBeacon recorded an increase of $8.2 million ($5.3 million after-tax) in the estimated loss on sale of the Runoff Business during the second quarter of 2014 to reflect the estimated difference between the fair value and par value of the surplus notes upon issuance.

Additionally, during the second quarter of 2014, OneBeacon's expectation of the treatment under the Runoff SPA of the $7.4 million reserve charge recorded during the second quarter of 2013 changed. Previously, OneBeacon expected that the Runoff SPA would be amended to provide for the transfer of $7.4 million of additional assets to support the reserve charge. As previously noted, the Runoff SPA was instead revised to increase the cap on seller financing. As a result, the $7.4 million reserve charge ($4.8 million after-tax) was recorded as a reduction to the estimated loss on sale during the second quarter of 2014.

During the third quarter of 2014, OneBeacon updated its estimated loss on sale to reflect the change in the valuation of the surplus notes expected to be issued in conjunction with the closing of the Runoff Transaction. The change in the valuation estimate resulted in a loss of $10.3 million ($6.7 million after-tax), which was a result of widening credit spreads during the quarter, as well as an increase to the estimated discount rate related to the private nature of the notes and the related lack of liquidity.

In the second quarter of 2015, OneBeacon also completed the sale of its building in Canton, MA for $58.0 million. The building was presented as held for sale at December 31, 2014.

Esurance

White Mountains recognized $10.3 million and $18.2 million of net income from discontinued operations in the third quarter and first nine months of 2015 related to the final settlement with The Allstate Corporation for favorable development on loss reserves transferred in the sale of Esurance and Answer Financial. (See Note 18 - “Contingencies”) For the nine months ended September, 2014, White Mountains recorded a net gain from the sale of discontinued operations of $3.2 million, which primarily related to an installment payment from Allstate for the favorable development on loss reserves.

Fireman's Fund

During the third quarter of 2014, White Mountains recorded a gain in discontinued operations of $14.0 million from a payment received from Allianz, the purchaser of White Mountains's former subsidiary Fireman’s Fund Insurance Company (“FFIC”), related to the utilization of alternative minimum tax credits associated with the tax loss on the sale of FFIC in 1991.

Summary of Reclassified Balances and Related Items

Net Assets Held for Sale

The following summarizes the assets and liabilities associated with the business classified as held for sale, which all relate to Sirius Group with the exception of the building held by OneBeacon at December 31, 2014:

Millions	September 30, 2015		December 31, 2014
Assets held for sale
Fixed maturity investments	$	2,394.3	$	2,362.3
Short-term investments	360.5		494.9
Common equity securities	164.3		189.9
Convertible fixed maturity and preferred investments	—		6.6
Other long-term investments	82.1		89.0
Total investments	3,001.2		3,142.7
Cash	147.4		111.5
Reinsurance recoverable on unpaid losses	276.5		322.2
Reinsurance recoverable on paid losses	11.0		11.4
Reinsurance premiums receivable	416.6		306.6
Funds held by ceding entities	81.1		91.9
Deferred acquisition costs	82.7		69.9
Deferred tax asset	309.6		341.5
Ceded unearned reinsurance premiums	118.4		76.2
Goodwill and intangible assets	10.2		15.2
Other assets	73.4		83.4
Other assets - OneBeacon building	—		58.1
Total assets held for sale	$	4,528.1	$	4,630.6
Liabilities held for sale
Loss and loss adjustment expense reserves	$	1,662.9	$	1,809.8
Unearned insurance premiums	429.4		338.6
Debt	403.5		403.5
Deferred tax liability	257.8		282.8
Accrued incentive compensation	55.5		76.5
Ceded reinsurance payable	131.4		71.5
Funds held under reinsurance treaties	45.1		57.9
Other liabilities	47.2		64.7
Total liabilities held for sale	$	3,032.8	$	3,105.3

Net Income from Discontinued Operations

The following summarizes the results of operations, including related income taxes associated with the business classified as discontinued operations. The results of Sirius Group through the closing date of the transaction inures to White Mountains.

	Three Months Ended									Three Months Ended
	September 30, 2015									September 30, 2014
Millions	Sirius Group			Other Disc Ops			Total			Sirius Group			Other Disc Ops			Total
Revenues
Earned insurance premiums	$	202.8		$	—		$	202.8		$	231.4		$	.3		$	231.7
Net investment income	10.5			—			10.5			9.7			—			9.7
Net realized and unrealized (losses) gains	(.9		)	—			(.9		)	48.3			—			48.3
Other revenue	1.8			(.1		)	1.7			(22.8		)	—			—
Total revenues	214.2			(.1		)	214.2			266.6			.3			266.9
Expenses
Loss and loss adjustment expenses	121.7			—			121.7			103.6			—			103.6
Insurance and reinsurance acquisition expenses	45.4			—			45.4			50.1			.1			50.2
Other underwriting expenses	24.8			—			24.8			29.7			.8			30.5
General and administrative expenses	9.4			—			9.4			6.3			—			6.3
Interest expense	6.6			—			6.6			6.6			—			6.6
Total expenses	207.9			—			207.9			196.3			.9			197.2
Pre-tax income (loss)	6.3			(.1		)	6.2			70.3			(.6		)	69.7
Income tax (expense) benefit	(2.3		)	—			(2.3		)	(13.1		)	.3			(12.8		)
Net income (loss) from discontinued operations	4.0			(.1		)	3.9			57.2			(.3		)	56.9
Net gain from sales of discontinued operations - FFIC	—			—			—			—			14.0			14.0
Net losses from sales of discontinued operations - OneBeacon	—			—			—			—			(7.0		)	(7.0		)
Net gain from sales of discontinued operations - Esurance	—			10.3			10.3			—			—			—
Total income from discontinued operations	$	4.0		$	10.2		$	14.2		$	57.2		$	6.7		$	63.9
Change in foreign currency translation and other    from discontinued operations	$	(18.4	)	$	—		$	(18.4	)	$	(64.1	)	$	—		$	(64.1	)
Comprehensive income from discontinued    operations	$	(14.4	)	$	10.2		$	(4.2	)	$	(6.9	)	$	6.7		$	(.2	)

	Nine Months Ended									Nine Months Ended
	September 30, 2015									September 30, 2014
Millions	Sirius Group			Other Disc Ops			Total			Sirius Group			Other Disc Ops			Total
Revenues
Earned insurance premiums	$	623.3		$	—		$	623.3		$	656.5		$	.1		$	656.6
Net investment income	28.6			—			28.6			30.0			—			30.0
Net realized and unrealized gains	31.4			—			31.4			134.1			—			134.1
Other revenue	(20.2		)	(.4		)	(20.6		)	(47.3		)	—			(47.3		)
Total revenues	663.1			(.4		)	662.7			773.3			.1			773.4
Expenses
Loss and loss adjustment expenses	311.3			—			311.3			273.8			(.7		)	$	273.1
Insurance and reinsurance acquisition expenses	135.5			—			135.5			146.3			.1			$	146.4
Other underwriting expenses	78.0			—			78.0			91.7			2.2			$	93.9
General and administrative expenses	22.4			—			22.4			21.6			—			$	21.6
Interest expense	20.0			—			20.0			19.8			—			$	19.8
Total expenses	567.2			—			567.2			553.2			1.6			554.8
Pre-tax income (loss)	95.9			(.4		)	95.5			220.1			(1.5		)	218.6
Income tax (expense) benefit	(22.2		)	—			(22.2		)	(52.4		)	.6			$	(51.8	)
Net income (loss) from discontinued operations	73.7			(.4		)	73.3			167.7			(.9		)	166.8
Net gain from sales of discontinued operations - FFIC	—			—			—			—			14.0			$	14.0
Net losses from sales of discontinued operations - OneBeacon	—			.3			.3			—			(7.5		)	$	(7.5	)
Net gain from sales of discontinued operations - Esurance	—			17.9			17.9			—			3.2			$	3.2
Total income from discontinued operations	$	73.7		$	17.8		$	91.5		$	167.7		$	8.8		$	176.5
Change in foreign currency translation and other    from discontinued operations	$	(62.1	)	$	—		$	(62.1	)	$	(99.9	)	$	—		$	(99.9	)
Comprehensive income from discontinued    operations	$	11.6		$	17.8		$	29.4		$	67.8		$	8.8		$	76.6

Net Change in Cash from Discontinued Operations

The following summarizes the net change in cash, including income tax (payment to) refund from national governments and interest paid associated with the business classified as discontinued operations:

	Nine Months Ended
	September 30,
(Millions)	2015			2014
Net cash provided from operations	$	6.7		$	49.8
Net cash provided from investing activities	35.7			47.5
Net cash used for financing activities	(2.4		)	(55.6		)
Effect of exchange rate changes on cash	(4.1		)	(10.6		)
Net change in cash during the period	35.9			31.1
Cash balances at beginning of period	111.5			93.2
Cash balances at end of period	$	147.4		$	124.3
Supplemental cash flows information:
Interest paid	$	(25.5	)	$	(34.9	)
Net income tax (payment to) refund from national governments	$	(30.3	)	$	7.5

Earnings Per Share

Basic earnings per share amounts are based on the weighted average number of common shares outstanding including unvested restricted shares that are considered participating securities.  Diluted earnings per share amounts are based on the weighted average number of common shares including unvested restricted shares and the net effect of potentially dilutive common shares outstanding. The following table outlines the computation of earnings per share for discontinued operations for the three and nine months endedSeptember 30, 2015 and 2014:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2015			2014			2015			2014
Basic and diluted earnings per share numerators (in millions):
Net income attributable to White Mountains’s common shareholders	$	14.2		$	63.9		$	91.5		$	176.5
Allocation of income for participating unvested restricted common shares(1)	(.2		)	(.9		)	(1.0		)	(2.2		)
Net income attributable to White Mountains’s common shareholders,    net of restricted common share amounts (2)	$	14.0		$	63.0		$	90.5		$	174.3
Basic earnings per share denominators (in thousands):
Total average common shares outstanding during the period	5,890.1			6,091.4			5,951.1			6,140.9
Average unvested restricted common shares(3)	(70.9		)	(81.3		)	(67.1		)	(77.7		)
Basic earnings per share denominator	5,819.2			6,010.1			5,884.0			6,063.2
Diluted earnings per share denominator (in thousands):
Total average common shares outstanding during the period	5,890.1			6,091.4			5,951.1			6,140.9
Average unvested restricted common shares(3)	(70.9		)	(81.3		)	(67.1		)	(77.7		)
Average outstanding dilutive options to acquire common shares(4)	—			—			—			—
Diluted earnings per share denominator	5,819.2			6,010.1			5,884.0			6,063.2
Basic and diluted earnings per share (in dollars):	$	2.41		$	10.49		$	15.37		$	28.74

⁽¹⁾ Restricted shares issued by White Mountains contain dividend participation features, and therefore, are considered participating securities.

⁽²⁾ Net earnings attributable to White Mountains’s common shareholders, net of restricted share amounts, is equal to undistributed earnings for the three and nine months endedSeptember 30, 2015 and 2014.

⁽³⁾ Restricted common shares outstanding vest either in equal annual installments or upon a stated date. (See Note 15 - “Employee Share-Based Compensation Plans”).

⁽⁴⁾ The diluted earnings per share denominator for the three and nine months endedSeptember 30, 2015 and 2014 does not include the impact of 125,000 common shares issuable upon exercise of the non-qualified options outstanding as they are anti-dilutive to the calculation.

Fair Value of Financial Instruments

The SIG Senior Notes are recorded as debt at face value less unamortized original issue discount, and the SIG Preference Shares are recorded as non-controlling interest at face value.

The following table summarizes the fair value and carrying value of these financial instruments as of September 30, 2015 and December 31, 2014:

	September 30, 2015				December 31, 2014
Millions	Fair Value		Carrying Value		Fair Value		Carrying Value
SIG Senior Notes	$	423.6	$	399.8	$	437.8	$	399.7
SIG Preference Shares	252.5		250.0		260.0		250.0

The fair value estimates for the SIG Senior Notes and the SIG Preference Shares have been determined based on indicative broker quotes and are considered to be Level 3 measurements.

Interest Rate Cap

In May 2007, Sirius International Group, Ltd. (“SIG”), an intermediate holding company of Sirius Group, issued the SIG Preference Shares, with an initial fixed annual dividend rate of 7.506%. In June 2017, the fixed rate will move to a floating rate equal to the greater of (i) 7.506% and (ii) 3-month LIBOR plus 320 basis points. In July 2013, SIG executed the Interest Rate Cap for the period from June 2017 to June 2022 to protect against a significant increase in interest rates during that 5-year period. The Interest Rate Cap economically fixes the annual dividend rate on the SIG Preference Shares from June 2017 to June 2022 at 8.30%. The cost of the Interest Rate Cap was an upfront premium of 395 basis points of the $250.0 million notional value, or approximately $9.9 million for the full notional amount.

The Interest Rate Cap does not qualify for hedge accounting. It is recorded in other assets at fair value. Changes in fair value are recognized within other revenue. Collateral held is recorded within short-term investments with an equal amount recognized as a liability to return collateral. The fair value of the Interest Rate Cap has been estimated using a single broker quote and accordingly, has been classified as a Level 3 measurement at September 30, 2015.

The following tables summarize the changes in the fair value of the Interest Rate Cap for the three and nine months endedSeptember 30, 2015 and 2014:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
Millions	2015			2014			2015			2014
Beginning of period	$	3.3		$	6.2		$	4.1		$	11.1
Net realized and unrealized losses	(1.1		)	(.8		)	(1.9		)	(5.7		)
End of period	$	2.2		$	5.4		$	2.2		$	5.4

Sirius Group does not provide any collateral to the interest rate counterparties. Under the terms of the Interest Rate Cap, Sirius Group holds collateral in respect of future amounts due. Sirius Group’s liability to return that collateral is based on the amounts provided by the counterparty and investment earnings thereon.

Foreign Currency Swap

On April 28, 2015, Sirius Group executed two foreign currency swaps, each with a notional amount of $50.0 million, maturing on March 20, 2017. Under the first swap, Sirius Group pays Swedish krona and receives U.S. dollars. Under the second swap, White Mountains pays Euros and receives U.S. dollars. The swaps, which were executed as part of Sirius Group's management of overall foreign currency exposure at Sirius Group, have not been designated or accounted for under hedge accounting. At September 30, 2015, the fair value of the swaps of $(2.3) million was recorded within other assets. Changes in fair value are recognized as unrealized gains or losses and are presented within other revenues. Sirius Group does not provide or hold any collateral associated with the swaps.

Stand By Letter of Credit Facilities

On November 25, 2014, Sirius International entered into two stand by letter of credit facility agreements totaling $200.0 million to provide capital support for its Lloyds Syndicate 1945. One letter of credit is a $125.0 million facility from Nordea Bank Finland plc (the “Nordea facility”), $100.0 million of which is issued on an unsecured basis. The second letter of credit is a $75.0 million facility with Lloyds Bank plc (the “Lloyds Bank facility”), $25.0 million of which is issued on an unsecured basis. The Nordea facility and the Lloyds Bank facility are renewable annually.

The unsecured portions of the Nordea facility and the Lloyds Bank facility are subject to various affirmative, negative and financial covenants that Sirius Group considers to be customary for such borrowings, including certain minimum net worth and maximum debt to capitalization standards.

Sirius International has other secured letter of credit and trust arrangements with various financial institutions to support its insurance operations.

At September 30, 2015, Sirius Group was in compliance with all of the covenants under all of its debt and unsecured letter of credit facilities.