UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of report (Date of earliest event reported)
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November 13, 2023
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ATLANTIC AMERICAN CORPORATION
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(Exact name of registrant as specified in its charter)
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Georgia
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0-3722
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58-1027114
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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4370 Peachtree Road, N.E., Atlanta, Georgia
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30319
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code
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(404) 266-5500
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N/A
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(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $1.00 per share
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AAME
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The Nasdaq Global Market
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02. |
Results of Operations and Financial Condition
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On November 13, 2023, Atlantic American Corporation (the “Registrant”) reported its results of operations for its third quarter ended September 30, 2023. A copy of the
press release issued by the Registrant concerning the foregoing results is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. |
Financial Statements and Exhibits
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(d) Exhibits
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Exhibit
Number
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Description of Exhibit
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Press release dated November 13, 2023.
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document).
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The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Registrant, whether made before or after
the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing. The information in this report, including the exhibit hereto, shall not be deemed to be “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933.
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, hereunto duly authorized.
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ATLANTIC AMERICAN CORPORATION
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By:
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/s/ J. Ross Franklin
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J. Ross Franklin
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Vice President, Chief Financial Officer and Secretary
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Date: November 13, 2023
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Exhibit 99.1
ATLANTIC AMERICAN CORPORATION REPORTS
THIRD QUARTER RESULTS FOR 2023
ATLANTA, Georgia, November 13, 2023 - Atlantic American Corporation (Nasdaq- AAME) today reported net income of $1.8 million, or $0.08 per diluted share, for the three
month period ended September 30, 2023, compared to net loss of $0.7 million, or $(0.04) per diluted share, for the three month period ended September 30, 2022. The Company had net income of $2.1 million, or $0.09 per diluted share, for the nine
month period ended September 30, 2023, compared to net income of $0.5 million, or $0.01 per diluted share, for the nine month period ended September 30, 2022. The increase in net income for the three and nine month periods ended September 30, 2023
was primarily the result of a more favorable loss experience in the life and health operations, from the comparable periods in 2022, coupled with a decrease in unrealized losses on equity securities. Partially offsetting this increase in net income
for the nine month period ended September 30, 2023 was an increase in ancillary costs related to the implementation of the new actuarial valuation system, coupled with an increase in administrative costs related to the growth in the group and
individual lines of business within the life and health operations.
Operating income (as defined below) increased $1.9 million in the three month period ended September 30, 2023 from the three month period ended September 30, 2022. For
the nine month period ended September 30, 2023, operating income decreased $0.3 million from the comparable period in 2022. The increase in operating income for the three month period ended September 30, 2023 was primarily the result of a more
favorable loss experience in the life and health operations, from the comparable period in 2022. The decrease in operating income for the nine month period ended September 30, 2023 was primarily attributable to ancillary costs related to the
implementation of the new actuarial valuation system, coupled with an increase in administrative costs related to the growth in the group and individual lines of business within the life and health operations, as mentioned above.
Commenting on the results, Hilton H. Howell, Jr., Chairman, President and Chief Executive Officer, stated, “We are delighted with the improvements in net income for each
of the quarter and year-to-date period. Although our revenue numbers are off slightly compared to prior year, operating income remains quite strong for 2023. Our newest legal entity, Atlantic Capital Life Assurance Company, recently launched
product in a select number of states and we expect additional states to be released over the remainder of the year.”
Atlantic American Corporation is an insurance holding company involved through its subsidiary companies in specialty markets of the life, health, and
property and casualty insurance industries. Its principal insurance subsidiaries are American Southern Insurance Company, American Safety Insurance Company, Bankers Fidelity Life Insurance Company, Bankers Fidelity Assurance Company and Atlantic
Capital Life Assurance Company.
Note regarding non-GAAP financial measure: Atlantic American Corporation presents its consolidated financial statements in accordance with U.S.
generally accepted accounting principles (GAAP). However, from time to time, the Company may present, in its public statements, press releases and filings with the Securities and Exchange Commission, non-GAAP financial measures such as operating
income (loss). We define operating income (loss) as net income (loss) excluding: (i) income tax expense (benefit); (ii) realized investment gains, net; and (iii) unrealized (gains) losses on equity securities, net. Management believes operating
income (loss) is a useful metric for investors, potential investors, securities analysts and others because it isolates the “core” operating results of the Company before considering certain items that are either beyond the control of management
(such as income tax expense (benefit), which is subject to timing, regulatory and rate changes depending on the timing of the associated revenues and expenses) or are not expected to regularly impact the Company’s operating results (such as any
realized and unrealized investment gains (losses), which are not a part of the Company’s primary operations and are, to a limited extent, subject to discretion in terms of timing of realization). The financial data attached includes a reconciliation
of operating income (loss) to net income (loss), the most comparable GAAP financial measure. The Company’s definition of operating income (loss) may differ from similarly titled financial measures used by others. This non-GAAP financial measure
should be considered supplemental to, and not a substitute for, financial information prepared in accordance with GAAP.
Note regarding Private Securities Litigation Reform Act: Except for historical information contained herein, this press release contains
forward-looking statements that involve a number of risks and uncertainties. Actual results could differ materially from those indicated by such forward-looking statements due to a number of factors and risks, including those risks and uncertainties
detailed in statements and reports that Atlantic American Corporation files from time to time with the Securities and Exchange Commission.
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For further information contact:
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J. Ross Franklin
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Hilton H. Howell, Jr.
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Chief Financial Officer
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Chairman, President & CEO
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Atlantic American Corporation
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Atlantic American Corporation
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404-266-5580
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404-266-5505
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Atlantic American Corporation
Financial Data
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Three Months Ended
September 30,
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Nine Months Ended
September 30,
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(Unaudited; In thousands, except per share data)
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2023
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2022
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2023
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2022
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Insurance premiums
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Life and health
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$
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27,175
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$
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28,739
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$
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84,244
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$
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86,773
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Property and casualty
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16,571
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17,641
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51,662
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53,753
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Insurance premiums, net
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43,746
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46,380
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135,906
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140,526
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Net investment income
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2,325
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2,641
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7,425
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7,510
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Realized investment gains, net
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-
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101
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70
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29
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Unrealized losses on equity securities, net
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(1,486
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)
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(2,783
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)
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(3,367
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)
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(5,456
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)
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Other income
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6
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4
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14
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11
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Total revenue
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44,591
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46,343
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140,048
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142,620
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Insurance benefits and losses incurred
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Life and health
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14,937
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18,599
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48,554
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58,003
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Property and casualty
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11,881
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12,031
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38,089
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36,549
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Commissions and underwriting expenses
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11,064
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12,843
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36,830
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35,894
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Interest expense
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850
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523
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2,407
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1,291
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Other expense
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3,721
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3,296
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11,631
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10,151
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Total benefits and expenses
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42,453
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47,292
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137,511
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141,888
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Income (loss) before income taxes
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2,138
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(949
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)
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2,537
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732
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Income tax expense (benefit)
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379
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(265
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)
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480
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253
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Net income (loss)
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$
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1,759
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$
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(684
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)
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$
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2,057
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$
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479
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Earnings (loss) per common share (basic and diluted)
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$
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0.08
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$
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(0.04
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)
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$
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0.09
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$
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0.01
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Reconciliation of Non-GAAP Financial Measure
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Net income (loss)
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$
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1,759
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$
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(684
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)
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$
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2,057
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$
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479
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Income tax expense (benefit)
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379
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(265
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)
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480
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253
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Realized investment gains, net
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-
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(101
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)
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(70
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)
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(29
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)
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Unrealized losses on equity securities, net
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1,486
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2,783
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3,367
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5,456
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Non-GAAP operating income
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$
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3,624
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$
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1,733
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$
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5,834
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$
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6,159
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Selected Balance Sheet Data
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September 30,
2023
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December 31,
2022
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Total cash and investments
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$
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244,709
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$
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257,575
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Insurance subsidiaries
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238,497
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251,378
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Parent and other
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6,212
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6,197
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Total assets
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361,620
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367,064
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Insurance reserves and policyholder funds
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201,988
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202,651
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Debt
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36,757
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35,747
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Total shareholders' equity
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98,746
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102,193
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Book value per common share
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4.57
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4.74
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Statutory capital and surplus
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Life and health
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37,392
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36,672
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Property and casualty
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53,360
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53,023
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