UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

(Amendment No. 4)*

 

ONEBEACON INSURANCE GROUP, LTD.

(Name of Issuer)

Class B

Common Shares

(Title of Class of Securities)

G67742109

(CUSIP Number)

December 31, 2017

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

 

*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 the disclosures provided in a prior cover page.

 

The information required in 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. G67742109

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of Above Persons (Entities Only)
White Mountains Insurance Group, Ltd. (No. 94-2708455)

 

 

2.

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

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Bermuda

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0*

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0%

 

 

12.

Type of Reporting Person (See Instructions)
HC

 

2



 

CUSIP No. G67742109

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of Above Persons (Entities Only)
Bridge Holdings (Bermuda) Ltd. (No. 98-0527520)

 

 

2.

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

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Bermuda

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0%

 

 

12.

Type of Reporting Person (See Instructions)
HC

 

3



 

Schedule 13G

 

Item 1.

 

(a)

Name of Issuer
OneBeacon Insurance Group, Ltd.

 

(b)

Address of Issuer’s Principal Executive Offices
605 North Highway 169, Plymouth, MN 55441

 

Item 2.

 

(a)

Name of Person Filing
See the Cover Pages for each of the Reporting Persons

 

(b)

Address of Principal Business Office or, if none, Residence
White Mountains Insurance Group, Ltd.

80 South Main Street

Hanover, New Hampshire 03755

 

Bridge Holdings (Bermuda) Ltd.

26 Reid Street

Hamilton HM 11 Bermuda

 

(c)

Citizenship

 

 

Reporting Person

 

Place of incorporation:

 

 

 

 

 

 

 

White Mountains Insurance Group, Ltd.*

 

Bermuda

 

 

 

 

 

 

 

Bridge Holdings (Bermuda) Ltd.

 

Bermuda

 

 

 

 

 

 

(d)

Title of Class of Securities
Class B Common Shares ($.01 par value)

 

(e)

CUSIP Number
G67742109

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

Not applicable.

 

4



 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:

See the Cover Pages for each of the Reporting Persons.

 

(b)

Percent of class:

See the Cover Pages for each of the Reporting Persons.

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote

See the Cover Pages for each of the Reporting Persons.

 

 

(ii)

Shared power to vote or to direct the vote

See the Cover Pages for each of the Reporting Persons.

 

 

(iii)

Sole power to dispose or to direct the disposition of

See the Cover Pages for each of the Reporting Persons.

 

 

(iv)

Shared power to dispose or to direct the disposition of

See the Cover Pages for each of the Reporting Persons.

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   x.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

 

Not applicable

 

Item 8.

Identification and Classification of Members of the Group

 

See Exhibit A

 

Item 9.

Notice of Dissolution of Group

 

Not applicable.

 

5



 

Item 10.

Certifications

 

Not applicable.

 


* Lone Tree Holdings Ltd. (“Lone Tree”), a previous reporting entity, was merged into White Mountains Insurance Group, Ltd. (“White Mountains”) through an internal restructuring on September 28, 2017. Prior to Lone Tree merging into White Mountains, on September 28, 2017, each Class B Common Share of OneBeacon Insurance Group, Ltd. (“OneBeacon”) owned by Lone Tree was automatically transferred to a subsidiary of Intact Financial Corporation (“Intact”) in exchange for the right to receive an amount in cash equal to $18.10, without interest, in connection with the merger of OneBeacon with a subsidiary of Intact.

 

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: January 29, 2018

 

 

 

 

 

 

WHITE MOUNTAINS INSURANCE GROUP, LTD.

 

 

 

 

 

 

by:

/s/ J. Brian Palmer

 

 

 

 

Name:

J. Brian Palmer

 

 

 

 

Title:

Managing Director and Chief Accounting Officer

 

 

 

 

 

BRIDGE HOLDINGS (BERMUDA) LTD.

 

 

 

 

 

by:

/s/ John Sinkus

 

 

 

 

Name:

John Sinkus

 

 

 

 

Title:

Assistant Secretary

 

6



 

Schedule 13G

 

Exhibit A
Members of the Filing Group

 

Parent Holding Company
White Mountains Insurance Group, Ltd.

 

Subsidiaries of White Mountains Insurance Group, Ltd.
Bridge Holdings (Bermuda) Ltd. (Holding Company)

 

7