v3.26.1
Significant Transactions
3 Months Ended
Mar. 31, 2026
Significant Transactions [Abstract]  
Significant Transactions Significant Transactions
Bamboo

On December 5, 2025, White Mountains completed the sale of a controlling financial interest in the Bamboo Group to affiliates of funds advised by CVC Capital Partners (“CVC”), pursuant to the terms of the securities purchase agreement dated October 2, 2025 (the “Bamboo SPA”). Under the terms of the Bamboo SPA, White Mountains sold approximately 77.3% of its equity interest in the Bamboo Group for net cash proceeds at closing of $847.9 million and retained an indirect equity interest valued at closing at $250.0 million (the “Bamboo Sale Transaction”). In the first quarter of 2026, White Mountains received $6 million of incremental proceeds, including $3.6 million of proceeds held in escrow and $2.4 million of purchase price adjustments. As a result, White Mountains recognized an incremental gain on sale of the Bamboo Group of $2.4 million in the first quarter of 2026, bringing the total net transaction gain to $818.7 million. The total net transaction gain is comprised of an $851.7 million net gain on sale of the Bamboo Group, partially offset by $33.0 million of parent compensation costs recorded within general and administrative expenses during 2025.
At closing, White Mountains had a 27.9% limited partnership interest in the Bamboo SPV and a 17.2% basic ownership interest in Bamboo on a look-through basis (14.6% on a fully-diluted/fully-converted basis, taking account of management’s equity incentives). White Mountains has taken the fair value option for its noncontrolling equity interest in the Bamboo SPV, which is accounted for at fair value in other long-term investments within Other Operations. See Note 3 — “Investment Securities” and Note 15 — “Variable Interest Entities.”

Distinguished

On September 2, 2025, White Mountains acquired a controlling financial interest in Distinguished (the “Distinguished Transaction”). White Mountains funded the Distinguished Transaction through a combination of cash on hand and new borrowings by Distinguished. White Mountains paid $224.8 million of cash consideration, including a post-closing purchase price adjustment of $0.5 million. In addition, Distinguished borrowed $50.0 million of incremental debt and utilized $6.8 million of cash on hand as part of the transaction. At closing, White Mountains owned 55.5%, inclusive of its 1.7% previously-held interest, of Distinguished on a basic units outstanding basis (43.6% on a fully-diluted/fully-converted basis, taking account of management’s equity incentives). At closing, 4.2% of the basic units outstanding are owned by Distinguished management (24.7% on a fully-diluted/fully-converted basis). As part of the Distinguished Transaction, WM Phoenix GP, LLC, an indirect wholly-owned subsidiary of the Company, became the general partner of Distinguished. As the general partner, White Mountains has control over all activities of Distinguished subject to consent rights held by certain limited partners. As a result, White Mountains will continue to control Distinguished even if its economic interest falls below 50%. See Note 15 — “Variable Interest Entities.”
On September 5, 2028, the third anniversary of the closing of the Distinguished Transaction, certain noncontrolling unitholders will have the option to sell additional units representing 31.4% of Distinguished’s basic units outstanding to White Mountains at the same unit price paid in the Distinguished Transaction less aggregate per unit distributions. As of March 31, 2026, the redemption value would be $131.5 million if exercised in full. Noncontrolling interests with optional redemption features that are not within White Mountains’s control are classified as redeemable noncontrolling interests. See Note 13 — “Noncontrolling Interests.” In addition, White Mountains will have the parallel option to purchase such units at 1.35 times the unit price paid in the Distinguished Transaction less aggregate per unit distributions.
White Mountains recognized total assets acquired related to the Distinguished Transaction of $745.1 million, including goodwill and other intangible assets of $620.0 million, total liabilities assumed of $250.9 million, redeemable noncontrolling interests of $133.5 million and nonredeemable noncontrolling interest of $73.8 million, reflecting provisional acquisition date fair values. The goodwill and other intangible assets acquired and total liabilities assumed include a $1.2 million measurement period adjustment recognized in the first quarter of 2026. In connection with the acquisition, White Mountains incurred transaction costs of $6.8 million in Other Operations.
The following presents additional details of the net assets acquired as of the September 2, 2025 acquisition date:
Millions
As of September 2, 2025
Short-term investments, at fair value
$78.1
Cash (restricted $0.4)
1.1
Premiums, commissions and fees receivable34.6
Other assets11.3
Debt(100.6)
Premiums and commissions payable(72.9)
Other liabilities(53.4)
Net tangible assets acquired (liabilities assumed)
(101.8)
Goodwill 421.8
Other intangible assets198.2
Deferred tax liabilities related to investment basis differences
(24.0)
Net assets acquired$494.2

Net tangible assets acquired and the resulting goodwill and other intangible assets were recorded at fair value using Level 3 inputs. The majority of the tangible assets acquired and liabilities assumed were recorded at their carrying values, as their carrying values approximated fair value due to their short-term nature. The fair values of other intangible assets were internally estimated based primarily on the income approach. The income approach estimates fair value based on the present value of the cash flows that the assets are expected to generate in the future. White Mountains developed internal estimates for the expected future cash flows and discount rates used in the present value calculations. See Note 4 — “Goodwill and Other Intangible Assets.”
The value of the redeemable noncontrolling interests was recorded at the acquisition date fair value based on the valuation implied in the Distinguished Transaction, adjusted for the value of the embedded put and call rights. The value of the embedded put and call rights was estimated using an option pricing approach, incorporating assumptions for expected volatility, time to exercise, risk-free interest rates and other contractual terms of the instruments.
The value of the nonredeemable noncontrolling interests was recorded at the acquisition date fair value based on the valuation implied in the Distinguished Transaction.
Distinguished’s segment revenue and earnings since acquisition are presented in Note 14 — “Segment Information.”
On November 1, 2025, Distinguished sold a non-core, sports and prize indemnity program for net proceeds of $33.6 million. Goodwill of $23.6 million and other intangible assets of $9.3 million were attributed to the business sold and derecognized as a result of the sale.

BroadStreet

On July 18, 2025, White Mountains deployed $150.0 million into BroadStreet through the BroadStreet SPV. BroadStreet is an insurance brokerage company with a presence in all 50 U.S. states and ten Canadian provinces. BroadStreet focuses on commercial and personal property & casualty insurance and employee benefits. White Mountains has taken the fair value option for its noncontrolling equity interest in the BroadStreet SPV, which is accounted for at fair value using net asset value (“NAV”) as a practical expedient and is included in other long-term investments within Other Operations. At closing, White Mountains had a 10.9% limited partnership interest in the BroadStreet SPV and a less than 5% ownership interest in BroadStreet on a look-through basis. See Note 3 — “Investment Securities” and Note 15 — “Variable Interest Entities.”

Bishop Street

On February 26, 2026, White Mountains deployed $125.0 million into Bishop Street. Bishop Street is a diversified platform of MGAs and niche underwriting teams focused on the property and casualty insurance sector. White Mountains has taken the fair value option for its noncontrolling structured capital investment in Bishop Street, which is accounted for at fair value in other long-term investments within Other Operations. See Note 3 — “Investment Securities.”
Enterprise Solutions

On April 1, 2025, White Mountains acquired a controlling financial interest in Enterprise Solutions (the “Enterprise Solutions Transaction”). This is the first acquisition by WTM Partners. Enterprise Solutions provides specialty electrical contracting services to commercial and institutional customers. White Mountains funded the Enterprise Solutions Transaction through a combination of cash on hand and new borrowings by Enterprise Solutions. White Mountains paid $58.3 million of cash consideration, which included a post-acquisition contribution of $1.5 million, and Enterprise Solutions borrowed $15.0 million in new debt as part of the transaction. At closing, White Mountains owned 65.5% of Enterprise Solutions on a basic units outstanding basis (59.0% on a fully-diluted/fully-converted basis, taking account of management’s equity incentives).
White Mountains recognized total assets acquired related to Enterprise Solutions of $176.4 million, total liabilities assumed of $74.4 million and noncontrolling interests of $30.6 million, reflecting provisional acquisition date fair values. Total assets acquired included $57.7 million of goodwill and $37.6 million of other intangible assets, reflecting provisional acquisition date fair values. In connection with the acquisition, White Mountains incurred transaction costs of $3.0 million in Other Operations.