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White Mountains Announces Preliminary Results of Its Tender Offer

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White Mountains (NYSE: WTM) announced preliminary results of a modified Dutch auction tender offer to buy up to $300 million of common shares, which expired December 19, 2025.

Based on a preliminary depositary count, 67,186 shares were validly tendered at or below the purchase price of $2,050 per share, including 16,589 shares via guaranteed delivery. The company expects to purchase those shares for approximately $137.7 million, representing about 2.6% of shares outstanding as of November 19, 2025.

Results and the final purchase price are preliminary and subject to confirmation by the depositary and completion of the guaranteed delivery period; final results and payment will be announced promptly after confirmation.

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Positive

  • Expected purchase of $137.7 million in common shares
  • Tendered shares represent approximately 2.6% of outstanding shares
  • Purchase price capped at $2,050 per share

Negative

  • Results are preliminary and subject to depositary confirmation
  • Expected purchase below the $300 million maximum
  • Final number of shares and purchase price may change

Key Figures

Tender offer size $300 million Maximum value of common shares in modified Dutch auction
Shares tendered 67,186 shares Preliminary count properly tendered at or below purchase price
Purchase price $2,050 per share Tender offer purchase price, subject to final confirmation
Expected spend $137.7 million Estimated total consideration for validly tendered shares
Stake repurchased 2.6% Tendered shares as percentage of shares outstanding Nov 19, 2025
Post-tender shares 2,476,555 shares Estimated common shares outstanding after payment for accepted shares
WTM share price $2,042.02 Market price prior to this announcement
52-week high $2,127.97 Pre-news 52-week high for WTM

Market Reality Check

$2042.02 Last Close
Volume Volume 20,341 is close to the 20-day average of 21,072 (relative volume 0.97x). normal
Technical Price 2,042.02 is flagged as trading above the 200-day MA of 1,835.66.

Peers on Argus

Most insurance peers showed modest gains (e.g., KMPR +1.12%, HGTY +0.77%), while WTM was nearly flat at +0.10%, suggesting today’s tender-offer update was more stock-specific than sector-driven.

Historical Context

Date Event Sentiment Move Catalyst
Dec 08 Bamboo sale closes Positive -1.1% Completion of Bamboo divestiture while retaining minority stake.
Nov 21 Self-tender launch Positive +6.3% Announcement of modified Dutch auction up to $300M.
Nov 06 Q3 earnings Positive -0.3% Book value per share growth and positive comprehensive income.
Oct 03 Bamboo sale deal Positive +10.6% Definitive agreement to sell majority of Bamboo with sizable gains.
Sep 30 Reinsurance expansion Positive -0.4% Launch of MGA-sponsored sidecar to expand Bamboo programs.
Pattern Detected

Recent materially positive announcements have produced mixed reactions, with three instances of divergence where upbeat strategic or financial news coincided with flat-to-negative price moves.

Recent Company History

Over the last few months, White Mountains reported several significant events. On Oct 3, 2025, it agreed to sell a controlling interest in Bamboo, expecting a material book value per share gain and net cash proceeds, which saw a strong positive price reaction. This was followed by Q3 results on Nov 6, 2025 showing higher book value per share and comprehensive income. The company then launched a self-tender offer on Nov 21, 2025, which lifted shares. Completion of the Bamboo sale on Dec 8, 2025 had a modest negative reaction, illustrating that positive news has not always translated into gains.

Market Pulse Summary

This announcement details preliminary results of White Mountains’ modified Dutch auction, indicating an expected purchase of 67,186 shares at $2,050 per share for about $137.7 million, or roughly 2.6% of outstanding shares. The company anticipates around 2,476,555 shares will remain after settlement. In context of recent divestitures and capital returns, this continues a pattern of active balance sheet management. Investors may watch for final confirmed tender metrics and subsequent capital deployment updates.

Key Terms

modified Dutch auction financial
"announced today the preliminary results of its "modified Dutch auction" tender offer"
A modified Dutch auction is a way for a company to buy back shares or sell securities by asking shareholders or bidders to state how many shares they’re willing to trade and at what minimum price, then setting a single clearing price that satisfies the target quantity. Think of it like collecting offers at different prices and picking one fair price so the company buys or sells the needed amount; investors care because it can produce a transparent, market-driven price and a predictable size for the transaction, reducing the chance of favoritism or sudden price swings.
tender offer financial
"preliminary results of its "modified Dutch auction" tender offer to purchase up to $300 million"
A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

AI-generated analysis. Not financial advice.

HAMILTON, Bermuda, Dec. 22, 2025 /PRNewswire/ -- White Mountains Insurance Group, Ltd. (NYSE: WTM) announced today the preliminary results of its "modified Dutch auction" tender offer to purchase up to $300 million in value of its common shares. The tender offer expired at 12:00 midnight, New York City time, at the end of the day on December 19, 2025.

Based on a preliminary count by the depositary for the tender offer, 67,186 shares were properly tendered and not properly withdrawn at or below the purchase price of $2,050 per share, including 16,589 shares that were tendered by notice of guaranteed delivery.

The Company expects to purchase all validly tendered shares for approximately $137.7 million.  The shares expected to be purchased in the tender offer represent approximately 2.6% of White Mountains's shares outstanding as of November 19, 2025.

The number of shares expected to be purchased in the tender offer and the purchase price are preliminary and subject to change. The preliminary information contained in this press release is subject to confirmation by the depositary and is based on the assumption that all shares tendered by notice of guaranteed delivery will be delivered within the one trading day settlement period. The final number of shares to be purchased and the final purchase price will be announced promptly following the expiration of the guaranteed delivery period and completion by the depositary of the confirmation process. Payments for shares accepted for purchase under the tender offer will be made promptly after the final results of the tender offer are announced.

The Company expects to have approximately 2,476,555 common shares outstanding as of the time immediately following payment for the accepted shares.

Shareholders who have questions or would like additional information about the tender offer may contact the information agent for the tender offer, D.F. King & Co., at (800) 821-2712 (toll free) or by email at wtm@dfking.com. The dealer managers for the tender offer were BofA Securities, Inc. and Barclays Capital Inc.

White Mountains is traded on the New York Stock Exchange under the symbol "WTM" and the Bermuda Stock Exchange under the symbol "WTM-BH".

FORWARD-LOOKING STATEMENTS

This press release may contain "forward-looking statements". All statements, other than statements of historical facts, included or referenced in this press release which address activities, events or developments which White Mountains expects or anticipates will or may occur in the future are forward-looking statements. The words "could", "will", "believe", "intend", "expect", "anticipate", "project", "estimate", "predict" and similar expressions are also intended to identify forward-looking statements.  These forward-looking statements include, among others, statements with respect to the number of shares expected to be purchased in the tender offer and the purchase price.

These statements are based on certain assumptions and analyses made by White Mountains in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors believed to be appropriate in the circumstances. However, whether actual results and developments will conform to its expectations and predictions is subject to risks and uncertainties that could cause actual results to differ materially from expectations, including:

  • the risks that are described from time to time in White Mountains's filings with the Securities and Exchange Commission, including but not limited to White Mountains's Annual Report on Form 10-K for the fiscal year ended December 31, 2024;
  • claims arising from catastrophic events, such as hurricanes, windstorms, earthquakes, floods, wildfires, tornadoes, tsunamis, severe weather, public health crises, terrorist attacks, war and war-like actions, explosions, infrastructure failures, or cyber-attacks;
  • recorded loss reserves subsequently proving to have been inadequate;
  • the market value of White Mountains's investment in MediaAlpha;
  • business opportunities (or lack thereof) that may be presented to it and pursued;
  • actions taken by rating agencies, such as financial strength or credit ratings downgrades or placing ratings on negative watch;
  • the continued availability of capital and financing;
  • the continued availability of fronting and reinsurance capacity;
  • deterioration of general economic, market or business conditions, including due to outbreaks of contagious disease and corresponding mitigation efforts;
  • competitive forces, including the conduct of other insurers;
  • changes in domestic or foreign laws or regulations, or their interpretation, applicable to White Mountains, its competitors or its customers; and
  • other factors, most of which are beyond White Mountains's control.

Consequently, all of the forward-looking statements made in this press release are qualified by these cautionary statements, and there can be no assurance that the actual results or developments anticipated by White Mountains will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, White Mountains or its business or operations. Except for our obligations under Rule 13e-4(c)(3) and Rule 13e-4(e)(3) of the Exchange Act to disclose any material changes in the information previously disclosed to shareholders or as otherwise required by law, the Company assumes no obligation to publicly update any such forward-looking statements, whether as a result of new information, future events or otherwise.

CONTACT: Rob Seelig
(603) 640-2212

Cision View original content:https://www.prnewswire.com/news-releases/white-mountains-announces-preliminary-results-of-its-tender-offer-302647681.html

SOURCE White Mountains Insurance Group, Ltd.

FAQ

What were the preliminary results of White Mountains' tender offer (WTM) that expired December 19, 2025?

Preliminarily, 67,186 shares were validly tendered at or below $2,050 and the company expects to purchase approximately $137.7 million of shares.

How much of White Mountains' (WTM) outstanding stock will the tender purchase represent after payment?

The tendered shares expected to be purchased represent about 2.6% of shares outstanding as of November 19, 2025.

Will White Mountains (WTM) buy the full $300 million authorized in the tender offer?

No — based on the preliminary count the company expects to purchase approximately $137.7 million, which is below the $300 million maximum.

Is the $137.7 million figure final for White Mountains' (WTM) tender offer?

No — the $137.7 million amount and the final purchase price are preliminary and subject to confirmation by the depositary and guaranteed delivery completion.

What was the purchase price per share in White Mountains' (WTM) modified Dutch auction tender offer?

The purchase price for shares accepted was up to $2,050 per share for shares tendered at or below that price.
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