EX-1 2 a06-20887_1ex1.htm EX-1

 

EXHIBIT 1

AGREEMENT dated as of September 30, 2006 (this “Agreement”) among WHITE MOUNTAINS INSURANCE GROUP, LTD., a Bermuda company (“WTM”), FUND AMERICAN REINSURANCE CO., a Bermuda company (“FA Re”), WHITE MOUNTAINS HOLDINGS BERMUDA, LTD., a Bermuda company (“WMHBL”) and FOLKSAMERICA REINSURANCE COMPANY, a New York corporation (“FRC”, and collectively with WTM, FA Re, WMHBL, FRC the “Reporting Persons”).

Reference is made to that certain Schedule 13D to be filed on or about October 5, 2006 (the “Schedule 13D”) with the Securities and Exchange Commission (the “Commission”) relating to the beneficial ownership of each of the Reporting Persons of shares or warrants to acquire shares of Common Stock of Montpelier Re Holdings Ltd. (“Montpelier”).  The Schedule 13D is to be filed pursuant to Rule 13d-1(a) and Section 13(d)(6)(B) under the Securities Exchange Act of 1934 (the “Act”).

WHEREAS, each of the Reporting Persons desires that pursuant to Rule 13d-1(k)(1) under the Act, WTM shall file the Schedule 13D on behalf of each of the Reporting Persons;

NOW, THEREFORE, in consideration of the mutual agreements herein contained and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, each of the Reporting Persons hereby agrees that the Schedule 13D shall be filed on behalf of each of the Reporting Persons pursuant to Rule 13d-1(a)  under the Act.

This Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract.  Delivery of an executed signature page to this Agreement by facsimile transmission shall be effective as delivery of a manually signed counterpart of this Agreement.

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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed on the date first above written.

 

 

 

 

 

 

WHITE MOUNTAINS INSURANCE GROUP, LTD.

 

 

 

 

 

 

 

by

 

/s/ Robert Seelig

 

 

Name:

 

Robert Seelig

 

 

Title:

 

General Counsel

 

 

 

 

 

 

 

FUND AMERICAN REINSURANCE COMPANY. LTD.

 

 

 

 

 

 

 

by

 

/s/ Anders Henriksson

 

 

Name:

 

Anders Henriksson

 

 

Title:

 

President

 

 

 

 

 

 

 

WHITE MOUNTAINS HOLDINGS BERMUDA, LTD.

 

 

 

 

 

 

 

by

 

/s/ Steven E. Fass

 

 

Name:

 

Steven E. Fass

 

 

Title:

 

President

 

 

 

 

 

 

 

FOLKSAMERICA REINSURANCE COMPANY

 

 

 

 

 

 

 

by

 

/s/ Edward J. Stanco

 

 

Name:

 

Edward J. Stanco

 

 

Title:

 

President and Chief Executive Officer