-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BBRH/bkcs0IGuyt/WKS1dRqBl2ZHy+0CMy7Y6DRJ/swtWc7imqEd7/U8cU4w2iwA 0/+4Slv1QwlAEXbxsEN8jA== 0001104659-07-034367.txt : 20070501 0001104659-07-034367.hdr.sgml : 20070501 20070501162011 ACCESSION NUMBER: 0001104659-07-034367 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070501 DATE AS OF CHANGE: 20070501 GROUP MEMBERS: WHITE MOUNTAINS ADVISORS, LLC GROUP MEMBERS: WHITE MOUNTAINS HOLDINGS BERMUDA, LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MONTPELIER RE HOLDINGS LTD CENTRAL INDEX KEY: 0001165880 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78523 FILM NUMBER: 07806267 BUSINESS ADDRESS: STREET 1: MONTPELIER HOUSE STREET 2: 94 PITTS BAY ROAD CITY: PEMBROKE STATE: D0 ZIP: HM 08 BUSINESS PHONE: 441 296 5550 MAIL ADDRESS: STREET 1: MONTPELIER HOUSE STREET 2: 94 PITTS BAY ROAD CITY: PEMBROKE STATE: D0 ZIP: HM 08 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WHITE MOUNTAINS INSURANCE GROUP LTD CENTRAL INDEX KEY: 0000776867 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 942708455 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 80 SOUTH MAIN ST CITY: HANOVER STATE: NH ZIP: 03755 BUSINESS PHONE: 603 640 2200 MAIL ADDRESS: STREET 1: 80 SOUTH MAIN STREET CITY: HANOVER STATE: NH ZIP: 03755 FORMER COMPANY: FORMER CONFORMED NAME: WHITE MOUNTAINS INSURANCE GROUP INC DATE OF NAME CHANGE: 19990603 FORMER COMPANY: FORMER CONFORMED NAME: FUND AMERICAN ENTERPRISES HOLDINGS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FUND AMERICAN COMPANIES INC DATE OF NAME CHANGE: 19920701 SC 13D/A 1 a07-12801_1sc13da.htm SC 13D/A

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

 

 

 

 

SCHEDULE 13D

 

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILES PURSUANT TO
RULE 13d-2(a)
Under the Securities Exchange Act of 1934

(Final Amendment)*

 

MONTPELIER RE HOLDINGS LTD.

(Name of Issuer)

 

Common Shares, par value 1/6 of a cent per share

(Title of Class of Securities)

 

G62185 10 6

(CUSIP Number)

 

Robert Seelig, Esq.

Vice President and General Counsel

White Mountains Insurance Group, Ltd.

80 South Main Street

Hanover,  New Hampshire 03755

(603) 640-2200

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

May 1, 2007

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 




 

CUSIP No.   G62185 10 6

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
White Mountains Insurance Group, Ltd.  94-2708455

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 o

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
Not applicable.

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
Bermuda

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

8.

Shared Voting Power
0

 

9.

Sole Dispositive Power
0

 

10.

Shared Dispositive Power
0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
0%

 

 

14.

Type of Reporting Person (See Instructions)
HC, CO

 

2




 

CUSIP No.   G62185 10 6

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
White Mountains Holdings Bermuda, Ltd.  98-0216630

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 o

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
Not applicable.

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
Bermuda

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

8.

Shared Voting Power
0

 

9.

Sole Dispositive Power
0

 

10.

Shared Dispositive Power
0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
0%

 

 

14.

Type of Reporting Person (See Instructions)
HC, CO

 

3




 

CUSIP No.   G62185 10 6

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
White Mountains Advisors, LLC  04-6140276

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 o

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
WC

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
Delaware

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

8.

Shared Voting Power
0

 

9.

Sole Dispositive Power
0

 

10.

Shared Dispositive Power
0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
0%

 

 

14.

Type of Reporting Person (See Instructions)
IA, CO

 

Note - White Mountains Advisors, LLC did not directly own any Montpelier Re Holdings Ltd. common shares or warrants to acquire common shares but, through investment advisory agreements, directly controlled 939,039 common shares and 7,172,357.5 warrants to acquire common shares.

4




 

Introduction

 

This Final Amendment amends the original Schedule 13D filed by White Mountains Insurance Group. Ltd. and its subsidiaries (“WTM”) dated March 24, 2003 and all previously filed amendments thereto (the “Amended Schedule 13D”). This Final Amendment is hereby filed by the Reporting Persons (as defined herein) pursuant to Section 13(d) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder.

 

 

Item 4.

Purpose of Transaction

On May 1, 2007, Montpelier Re Holdings Ltd. (“MRH”) repurchased from WTM 939,039 MRH common shares, par value 1/6 cent per share and 7,172,375.5 MRH warrants with an exercise price of $16.667 per warrant, for a total purchase price of $65,000,000.

 

 

Item 5.

Interest in Securities of the Issuer

(a)  None.

(b)  None.

(c)  None.

(d)  None.

(e)  The reporting person ceased to be the beneficial owner of more than five percent of the class of securities on May 1, 2007.

 

 

 

5




SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date:  May 1, 2007

WHITE MOUNTAINS INSURANCE GROUP, LTD.

 

 

 

 

 

by

 

/s/ Robert Seelig

 

 

Name:

 

Robert Seelig

 

Title:

 

General Counsel

 

 

 

 

 

 

 

 

 

WHITE MOUNTAINS HOLDINGS BERMUDA, LTD.

 

 

 

 

 

by

 

/s/ Dennis P. Beaulieu

 

 

Name:

 

Dennis P. Beaulieu

 

Title:

 

Vice President

 

 

 

 

 

 

 

 

 

WHITE MOUNTAINS ADVISORS, LLC

 

 

 

 

 

by

 

/s/ Mark J. Plourde

 

 

Name:

 

Mark J. Plourde

 

Title:

 

Chief Financial Officer, Treasurer and Chief
Compliance Officer

 

 

6



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