White Mountains Insurance Group Enters Material Definitive Agreement

Ticker: WTM · Form: 8-K · Filed: Oct 3, 2025 · CIK: 776867

White Mountains Insurance Group Ltd 8-K Filing Summary
FieldDetail
CompanyWhite Mountains Insurance Group Ltd (WTM)
Form Type8-K
Filed DateOct 3, 2025
Risk Levelmedium
Pages6
Reading Time7 min
Key Dollar Amounts$1.00, $1.75 billion
Sentimentneutral

Sentiment: neutral

Topics: material-definitive-agreement

TL;DR

WMIG just signed a big deal, details TBD.

AI Summary

On October 2, 2025, White Mountains Insurance Group, Ltd. entered into a material definitive agreement. The filing does not disclose specific details of the agreement or any associated dollar amounts.

Why It Matters

This filing indicates a significant new contract or partnership for White Mountains Insurance Group, which could impact its future financial performance and strategic direction.

Risk Assessment

Risk Level: medium — The lack of specific details in the filing regarding the material definitive agreement introduces uncertainty about its nature and potential impact.

Key Players & Entities

  • WHITE MOUNTAINS INSURANCE GROUP, LTD. (company) — Registrant
  • 0000776867 (company) — Central Index Key
  • 94-2708455 (company) — I.R.S. Employer Identification No.
  • October 2, 2025 (date) — Date of earliest event reported

FAQ

What is the nature of the material definitive agreement entered into by White Mountains Insurance Group, Ltd. on October 2, 2025?

The filing does not specify the nature of the material definitive agreement.

Are there any financial terms or dollar amounts associated with this material definitive agreement?

The filing does not disclose any specific financial terms or dollar amounts related to the agreement.

What is the principal executive office address for White Mountains Insurance Group, Ltd. as stated in the filing?

The principal executive office address is 23 South Main Street, Suite 3B, Hanover, New Hampshire 03755.

When was the earliest event reported in this 8-K filing?

The earliest event reported was on October 2, 2025.

What is the Commission file number for White Mountains Insurance Group, Ltd.?

The Commission file number is 1-8993.

Filing Stats: 1,656 words · 7 min read · ~6 pages · Grade level 14.8 · Accepted 2025-10-03 16:20:21

Key Financial Figures

  • $1.00 — ch registered Common Shares, par value $1.00 per share WTM New York Stock Exchange
  • $1.75 billion — values Bamboo at an enterprise value of $1.75 billion. On October 3, 2025, White Mountains

Filing Documents

01. Entry into a Material Definitive Agreement

ITEM 1.01. Entry into a Material Definitive Agreement. On October 2, 2025, certain indirect wholly owned subsidiaries of White Mountains Insurance Group, Ltd. (" White Mountains "), entered into a securities purchase agreement (the " SPA ") together with certain affiliates of funds advised by CVC Capital Partners (" CVC "). Under the terms of the SPA, White Mountains, indirectly, will sell approximately 77% of its equity interest in Bamboo Ide8 Insurance Services, LLC (" Bamboo ") for cash and will retain the remainder (the " Transaction "). The Transaction values Bamboo at an enterprise value of $1.75 billion. On October 3, 2025, White Mountains and CVC issued a joint press release announcing the entry into the SPA. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference into this Current Report. Affiliates of CVC have agreed to provide a customary equity commitment letter and limited guarantee in support of certain of CVC's obligations under the SPA and ancillary agreements, subject to the terms and conditions therein. In addition, lenders have committed to provide debt financing for the Transaction, subject to the terms and conditions thereof. The Transaction is expected to close during the fourth quarter of 2025. The closing of the Transaction is subject to customary closing conditions, including the receipt of regulatory clearances. The closing of the Transaction does not require the approval of the White Mountains shareholders. While the SPA contains customary representations and warranties as well as covenants by each of the parties, including certain operating restrictions on the conduct of the business of Bamboo during the period from the execution of the SPA to the closing of the Transaction, there is limited post-closing recourse to White Mountains or its subsidiaries for breaches of such terms. The SPA also contains provisions giving each of the purchaser and the selle

01. FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits 2.1 Securities Purchase Agreement, dated October 2, 2025, by and among White Mountains Investments (Luxembourg) S. r. l., WM Pierce Holdings, Inc., PM Holdings, LLC and the other parties thereto 99.1 Press Release, dated October 3, 2025 4

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. WHITE MOUNTAINS INSURANCE GROUP, LTD. October 3, 2025 By: /s/ MICHAELA J. HILDRETH Michaela J. Hildreth Managing Director and Chief Accounting Officer 5

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