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Held for Sale and Discontinued Operations | 6 Months Ended
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Jun. 30, 2022
Discontinued Operations and Disposal Groups [Abstract] |
Held for Sale and Discontinued Operations | Held for Sale and Discontinued Operations NSM On August 1, 2022, White Mountains closed the previously announced NSM Transaction. See Note 2 — “Significant Transactions.” As a result of the NSM Transaction, effective as of and for the periods ended June 30, 2022, the assets and liabilities of NSM Group have been presented in the balance sheet as held for sale, and the results of operations for NSM Group have been classified as discontinued operations in the statements of operations and comprehensive income. Prior period amounts have been reclassified to conform to the current period’s presentation. Sirius Group On April 18, 2016, White Mountains completed the sale of Sirius International Insurance Group, Ltd. (“Sirius Group”) to CM International Pte. Ltd. and CM Bermuda Limited (collectively “CMI”). In connection with the sale, White Mountains indemnified Sirius Group against the loss of certain interest deductions claimed by Sirius Group related to periods prior to the sale of Sirius Group to CMI that had been disputed by the Swedish Tax Agency. In late October 2018, the Swedish Administrative Court ruled against Sirius Group on its appeal of the Swedish Tax Agency’s denial of these interest deductions. As a result, in 2018 White Mountains recorded a loss of $17.3 million within net gain (loss) on sale of discontinued operations reflecting the value of these interest deductions. As of December 31, 2020, White Mountains’s liability related to the tax indemnification provided in connection with the sale of Sirius Group in 2016 was $18.7 million. In April 2021, the Swedish Tax Agency informed the Swedish Administrative Court of Appeal that Sirius Group should prevail in its appeal and that the interest deductions should not be disallowed. In June 2021, the Swedish Administrative Court of Appeal ruled in Sirius Group’s favor. For the six months ended June 30, 2021, White Mountains recorded a gain of $17.6 million in discontinued operations to reverse the liability accrued as of December 31, 2020 and $1.1 million gain related to foreign currency translation. Summary of Reclassified Balances and Related Items Net Assets Held for Sale The following summarizes the assets and liabilities associated with NSM Group classified as held for sale. As of December 31, 2021, the amounts presented exclude $16.1 million of insurance licenses, investments and cash classified as assets held for sale related to one of the Other Operating Businesses.
Millions |  | June 30, 2022 |  | December 31, 2021
Assets held for sale |  |  |  |
Short-term investments, at fair value |  | $ | — |  |  | $ | 7.8 |
Cash (restricted $108.9 and $89.2) |  | 142.7 |  |  | 111.6 |
Premiums and commissions receivable |  | 97.8 |  |  | 85.0 |
Goodwill and other intangible assets |  | 698.1 |  |  | 725.4 |
Other assets |  | 59.1 |  |  | 59.2 |
Total assets held for sale |  | $ | 997.7 |  |  | $ | 989.0 |
Liabilities held for sale |  |  |  |
Debt |  | $ | 261.7 |  |  | $ | 272.1 |
Premiums payable |  | 163.4 |  |  | 135.9 |
Contingent consideration |  | — |  |  | 6.8 |
Other liabilities |  | 79.3 |  |  | 80.5 |
Total liabilities held for sale |  | 504.4 |  |  | 495.3 |
Net assets held for sale |  | $ | 493.3 |  |  | $ | 493.7 |
Net Income (Loss) from Discontinued Operations The following summarizes the results of operations, including related income taxes associated with the businesses classified as discontinued operations for the three and six months ended June 30, 2022 and 2021:
|  | Three Months Ended June 30, |  | Six Months Ended June 30,
Millions |  | 2022 |  | 2021 |  | 2022 |  | 2021
Revenues |  |  |  |  |  |  |  |
Commission revenues |  | $ | 80.2 |  |  | $ | 68.0 |  |  | $ | 150.3 |  |  | $ | 127.6 |
Other revenues |  | 22.7 |  |  | 16.3 |  |  | 41.1 |  |  | 31.5 |
Total revenues - NSM Group |  | 102.9 |  |  | 84.3 |  |  | 191.4 |  |  | 159.1 |
Expenses |  |  |  |  |  |  |  |
General and administrative expenses |  | 57.1 |  |  | 47.7 |  |  | 111.1 |  |  | 93.5 |
Broker commission expenses |  | 24.1 |  |  | 21.6 |  |  | 44.7 |  |  | 40.5 |
Change in fair value of contingent consideration |  | — |  |  | — |  |  | .1 |  |  | .2 |
Amortization of other intangible assets |  | — |  |  | 8.2 |  |  | 9.1 |  |  | 16.8 |
Loss on assets held for sale |  | — |  |  | — |  |  | — |  |  | 28.7 |
Interest expense |  | 8.4 |  |  | 5.9 |  |  | 10.5 |  |  | 11.8 |
Total expenses - NSM Group |  | 89.6 |  |  | 83.4 |  |  | 175.5 |  |  | 191.5 |
Pre-tax income (loss) from NSM Group discontinued operations |  | 13.3 |  |  | .9 |  |  | 15.9 |  |  | (32.4) |
Income tax (expense) benefit |  | (6.9) |  |  | .2 |  |  | (5.8) |  |  | 3.3 |
Net income (loss) income from NSM Group discontinued operations |  | 6.4 |  |  | 1.1 |  |  | 10.1 |  |  | (29.1) |
Gain (loss) from sale of Sirius Group, net of tax |  | — |  |  | — |  |  | — |  |  | 18.7 |
Total income (loss) from discontinued operations, net of tax |  | 6.4 |  |  | 1.1 |  |  | 10.1 |  |  | (10.4) |
Net (income) loss from discontinued operations attributable to non-controlling interests |  | (.5) |  |  | — |  |  | (.6) |  |  | 1.1 |
Total income (loss) from discontinued operations attributable to White Mountains’s common shareholders |  | 5.9 |  |  | 1.1 |  |  | 9.5 |  |  | (9.3) |
Other comprehensive income (loss) from NSM discontinued operations, net of tax |  | (4.0) |  |  | .5 |  |  | (5.9) |  |  | 2.6 |
Comprehensive income (loss) from discontinued operations |  | 1.9 |  |  | 1.6 |  |  | 3.6 |  |  | (6.7) |
Other comprehensive income (loss) from NSM discontinued operations attributable to non-controlling interests |  | .2 |  |  | — |  |  | .3 |  |  | (.1) |
Comprehensive income (loss) from discontinued operations attributable to White Mountains’s common shareholders |  | $ | 2.1 |  |  | $ | 1.6 |  |  | $ | 3.9 |  |  | $ | (6.8) |
Net Change in Cash from Discontinued Operations The following summarizes the net change in cash associated with the businesses classified as discontinued operations for the six months ended June 30, 2022 and 2021:
|  | Six Months Ended June 30,
Millions |  | 2022 |  | 2021
Net cash provided from (used for) operations |  | $ | 36.7 |  |  | $ | 42.4 |
Net cash provided from (used for) investing activities |  | 7.1 |  |  | (2.6) |
Net cash used from (used for) financing activities |  | (16.9) |  |  | (11.2) |
Effect of exchange rate changes on cash |  | 4.2 |  |  | (.4) |
Net change in cash during the period |  | 31.1 |  |  | 28.2 |
Cash balances at beginning of period (includes restricted cash of $89.2 and $78.4) |  | 111.6 |  |  | 126.6 |
Cash balances at end of period (includes restricted cash of $108.9 and $90.3) |  | 142.7 |  |  | 154.8 |
Supplemental cash flows information: |  |  |  |
Interest paid |  | $ | 10.4 |  |  | $ | 11.1 |
Net income tax payments |  | $ | — |  |  | $ | — |
Earnings Per Share from Discontinued Operations White Mountains calculates earnings per share using the two-class method, which allocates earnings between common and unvested restricted common shares. Both classes of shares participate equally in earnings on a per share basis. Basic earnings per share amounts are based on the weighted average number of common shares outstanding adjusted for unvested restricted common shares. Diluted earnings per share amounts are also impacted by the net effect of potentially dilutive common shares outstanding. The following table presents the Company’s computation of earnings per share for discontinued operations for the three and six months ended June 30, 2022 and 2021:
|  | Three Months Ended |  | Six Months Ended
|  | June 30, |  | June 30,
|  | 2022 |  | 2021 |  | 2022 |  | 2021
Basic and diluted earnings per share numerators (in millions): |  |  |  |  |  |  |  |
Net income (loss) attributable to White Mountains’s common shareholders |  | $ | (169.2) |  |  | $ | 138.5 |  |  | $ | (135.8) |  |  | $ | 63.2 |
Less: net income (loss) from continuing operations |  | $ | (216.6) |  |  | $ | 131.4 |  |  | $ | (228.7) |  |  | $ | 32.4 |
Less: net (income) loss from continuing operations attributable to non-controlling interests |  | $ | 41.5 |  |  | $ | 6.0 |  |  | $ | 83.4 |  |  | $ | 40.1 |
Total gain (loss) from discontinued operations attributable to White Mountains’s common shareholders (1) |  | $ | 5.9 |  |  | $ | 1.1 |  |  | $ | 9.5 |  |  | $ | (9.3) |
Allocation of earnings to participating restricted common shares (2) |  | (.1) |  |  | — |  |  | (.1) |  |  | .1 |
Basic and diluted earnings per share numerators (3) |  | $ | 5.8 |  |  | $ | 1.1 |  |  | $ | 9.4 |  |  | $ | (9.2) |
Basic earnings per share denominators (in thousands): |  |  |  |  |  |  |  |
Total average common shares outstanding during the period |  | 2,979.0 |  |  | 3,107.8 |  |  | 2,992.5 |  |  | 3,104.0 |
Average unvested restricted common shares (4) |  | (38.3) |  |  | (37.8) |  |  | (33.9) |  |  | (35.1) |
Basic earnings per share denominator |  | 2,940.7 |  |  | 3,070.0 |  |  | 2,958.6 |  |  | 3,068.9 |
Diluted earnings per share denominator (in thousands): |  |  |  |  |  |  |  |
Total average common shares outstanding during the period |  | 2,979.0 |  |  | 3,107.8 |  |  | 2,992.5 |  |  | 3,104.0 |
Average unvested restricted common shares (4) |  | (38.3) |  |  | (37.8) |  |  | (33.9) |  |  | (35.1) |
Diluted earnings per share denominator |  | 2,940.7 |  |  | 3,070.0 |  |  | 2,958.6 |  |  | 3,068.9 |
Basic and diluted earnings (losses) per share (in dollars) - discontinued operations: |  | $ | 1.98 |  |  | $ | .35 |  |  | $ | 3.17 |  |  | $ | (3.00) |
(1) Includes net gain (loss) from sale of Sirius Group, net of tax, net income (loss) from NSM Group discontinued operations, net of tax and net (income) loss from discontinued operations attributable to non-controlling interests. (2) Restricted shares issued by White Mountains receive dividends and are therefore considered participating securities. (3) Net earnings attributable to White Mountains’s common shareholders, net of restricted share amounts, is equal to undistributed earnings for the three and six months ended June 30, 2022 and 2021. (4) Restricted shares outstanding vest upon a stated date. See Note 12 — “Employee Share-Based Incentive Compensation Plans.”

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- Definition The entire disclosure related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 360 -URI https://asc.fasb.org/topic&trid=2155823 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 205 -SubTopic 20 -URI https://asc.fasb.org/subtopic&trid=2122178 + Details
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