Goodwill and Other Intangible Assets

3 Months Ended

Mar. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

White Mountains has recognized goodwill and other intangible assets at the acquisition date fair values in connection with its purchases of subsidiaries.

On May 11, 2018, White Mountains completed its acquisition of NSM, recognizing $383.0 million of goodwill and other intangible assets, reflecting acquisition date fair values. On May 18, 2018, NSM completed its acquisition of Fresh Insurance, recognizing $54.6 million of goodwill and other intangible assets, reflecting acquisition date fair values.

On February 26, 2019, MediaAlpha completed the sale of a significant minority stake to Insignia Capital Group in connection with a recapitalization and cash distribution to existing equityholders. MediaAlpha also repurchased a portion of the holdings of existing equityholders, including a repurchase of a portion of White Mountains’s holdings. As a result of the repurchase, White Mountains’s ownership interest was reduced to 48.3% of the basic units outstanding of MediaAlpha (42.0% on a fully diluted, fully converted basis). White Mountains’s remaining ownership interest in MediaAlpha no longer meets the criteria for a controlling ownership interest and accordingly, White Mountains deconsolidated MediaAlpha on February 26, 2019.

The following tables presents the change in goodwill and other intangible assets:



	Three Months Ended March 31,
	2019									2018
Millions	Goodwill			Other Intangible Assets			Total Goodwill and Other Intangible Assets			Goodwill		Other Intangible Assets				Total Goodwill and Other Intangible Assets
Beginning balance	$	379.9		$	157.6		$	537.5		$	25.9	$	36.2			$	62.1
Deconsolidation of MediaAlpha	(18.3		)	(23.5		)	(41.8		)	—		—				—
Attribution of acquisition date fair value estimates between goodwill and other intangible assets	(26.8		)	26.8			—			—		—				—
Acquisitions of businesses	13.4			—			13.4
Foreign currency translation	1.2			.3			1.5			—		—			—	—
Adjustments to reflect acquisition date fair value	.3			5.9			6.2			—		—			—	—
Amortization	—			(6.6		)	(6.6		)	—		(2.9		)		(2.9		)
Ending balance	$	349.7		$	160.5		$	510.2		$	25.9	$	33.3			$	59.2

The following table presents the acquisition date fair values, accumulated amortization and net carrying values for other intangible assets and goodwill, by company as of March 31, 2019 and December 31, 2018:



$ in Millions	March 31, 2019							December 31, 2018
	Acquisition Date Fair Value		Accumulated Amortization		Net Carrying Value			Acquisition Date Fair Value		Accumulated Amortization		Net Carrying Value
Goodwill:
NSM ⁽¹⁾	$	328.8	$	—	$	328.8		$	354.3	$	—	$	354.3
MediaAlpha	—		—		—			18.3		—		18.3
Other Operations ⁽²⁾	20.9		—		20.9			7.3		—		7.3
Total goodwill	349.7		—		349.7			379.9		—		379.9

Other intangible assets:
NSM ⁽¹⁾
Customer relationships	110.9		9.3		101.6			85.3		6.0		79.3
Trade names	57.1		2.7		54.4			51.2		1.8		49.4
Information technology	3.8		.7		3.1			3.7		.5		3.2
Other	1.4		.6		.8			—		—		—
Subtotal	173.2		13.3		159.9			140.2		8.3		131.9

MediaAlpha
Customer relationships	—		—		—			26.8		4.9		21.9
Information technology	—		—		—			33.3		30.9		2.4
Other	—		—		—			9.8		9.0		0.8
Subtotal	—		—		—			69.9		44.8		25.1

Other Operations
Trade names	.6		.2		.4			.6		.2		.4
Information technology	.5		.3		.2			.5		.3		.2
Subtotal	1.1		.5		.6			1.1		.5		.6

Total other intangible assets	174.3		13.8		160.5			211.2		53.6		157.6

Total goodwill and other intangible assets	$	524.0	$	13.8	510.2			$	591.1	$	53.6	537.5

Goodwill and other intangible assets attributed to non-controlling interests					(24.1		)					(40.6		)

Goodwill and other intangible assets included in White Mountains’s common shareholders’ equity					$	486.1						$	496.9

⁽¹⁾As of March 31, 2019 and December 31, 2018, NSM’s goodwill included $1.0 and $(2.2) and intangible assets included $0.3 and $(0.7) of the effect of foreign currency translation.

⁽²⁾As of March 31, 2019 and December 31, 2018, Other Operations’ goodwill included $0.2 and $(0.3) of the effect of foreign currency translation.