UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q


QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024

or


TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 0-3722

ATLANTIC AMERICAN CORPORATION
(Exact name of registrant as specified in its charter)

Georgia
 
58-1027114
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)

4370 Peachtree Road, N.E.,
Atlanta, Georgia
 
30319
(Address of principal executive offices)
 
(Zip Code)

(404) 266-5500
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, par value $1.00 per share
 
AAME
 
NASDAQ Global Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes  ☑   No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   Yes  ☑   No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer  ☐   Accelerated filer  ☐   Non-accelerated filer  ☑  Smaller reporting company     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.  ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   Yes     No  ☑

The total number of shares of the registrant’s Common Stock, $1 par value, outstanding on October 31, 2024 was 20,399,758.
 


ATLANTIC AMERICAN CORPORATION

TABLE OF CONTENTS

 
2
     
Part I.
Financial Information
 
     
Item 1.
3
     
 
3
     
 
4
     
 
5
     
 
6
     
 
7
     
 
8
     
Item 2.
20
     
Item 4.
26
     
Part II.
Other Information
 
     
Item 2.
27
     
Item 5.
27
     
Item 6.
27
     
 
28

FORWARD-LOOKING STATEMENTS

This report contains and references certain information that constitutes forward-looking statements as that term is defined in the federal securities laws. Forward-looking statements are all statements other than those of historical fact. Such forward-looking statements are made based upon management’s current assessments of various risks and uncertainties, as well as assumptions made in accordance with the “safe harbor” provisions of the federal securities laws. Forward-looking statements are inherently subject to various risks and uncertainties and the Company’s actual results could differ materially from the results expressed in or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and other subsequent filings made by the Company from time to time with the Securities and Exchange Commission. In addition, other risks and uncertainties not known by us, or that we currently determine to not be material, may materially adversely affect our financial condition, results of operations or cash flows. The Company undertakes no obligation to update any forward-looking statement as a result of subsequent developments, changes in underlying assumptions or facts, or otherwise, except as may be required by law.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

ATLANTIC AMERICAN CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)

   
Unaudited
September 30,
2024
   
December 31,
2023
 
ASSETS
 
Cash and cash equivalents
 
$
23,035
   
$
28,301
 
Investments:
               
Fixed maturities, available-for-sale, at fair value (amortized cost: $237,207 and $238,626; no allowance for credit losses)
   
221,696
     
218,219
 
Equity securities, at fair value (cost: $4,940 and $4,936)
   
7,800
     
9,413
 
Other invested assets (cost: $9,300 and $6,982)
   
8,205
     
6,381
 
Policy loans
   
1,738
     
1,778
 
Real estate
   
38
     
38
 
Investment in unconsolidated trusts
   
1,238
     
1,238
 
Total investments
   
240,715
     
237,067
 
Receivables:
               
Reinsurance (net of allowance for expected credit losses of $53 and $61)
   
21,600
     
21,103
 
Insurance premiums and other (net of allowance for expected credit losses of $215 and $217)
   
30,492
     
23,690
 
Deferred income taxes, net
   
16,079
     
15,682
 
Deferred acquisition costs
   
44,284
     
43,850
 
Other assets
   
8,240
     
9,028
 
Intangibles
   
2,544
     
2,544
 
Total assets
 
$
386,989
   
$
381,265
 
                 
LIABILITIES AND SHAREHOLDERS’ EQUITY
 
Insurance reserves and policyholder funds:
               
Future policy benefits
 
$
97,077
   
$
92,495
 
Unearned premiums
   
28,972
     
31,317
 
Losses and claims
   
91,864
     
87,478
 
Other policy liabilities
   
969
     
1,132
 
Total insurance reserves and policyholder funds
   
218,882
     
212,422
 
Accounts payable and accrued expenses
   
24,586
     
24,811
 
Revolving credit facility
    4,024       3,019  
Junior subordinated debenture obligations, net
   
33,738
     
33,738
 
Total liabilities
   
281,230
     
273,990
 
                 
Commitments and contingencies (Notes 3 and 12)            
Shareholders’ equity:
               
Preferred stock, $1 par, 4,000,000 shares authorized; Series D preferred, 55,000 shares issued and outstanding; $5,500 redemption value
   
55
     
55
 
Common stock, $1 par, 50,000,000 shares authorized; shares issued: 22,400,894; shares outstanding: 20,399,758 and 20,402,288
   
22,401
     
22,401
 
Additional paid-in capital
   
57,425
     
57,425
 
Retained earnings
   
45,543
     
50,929
 
Accumulated other comprehensive loss
   
(12,253
)
   
(16,121
)
Unearned stock grant compensation
   
(4
)
   
(13
)
Treasury stock, at cost: 2,001,136 and 1,998,606 shares
   
(7,408
)
   
(7,401
)
Total shareholders’ equity
   
105,759
     
107,275
 
Total liabilities and shareholders’ equity
 
$
386,989
   
$
381,265
 

The accompanying notes are an integral part of these condensed consolidated financial statements.

ATLANTIC AMERICAN CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited; Dollars in thousands, except per share data)

   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
    2024     2023  
Revenue:
                       
Insurance premiums, net
 
$
43,782
   
$
43,746
    $ 133,327     $ 135,906  
Net investment income
   
2,477
     
2,325
      7,449       7,425  
Realized investment gains, net
    4             17       70  
Unrealized losses on equity securities, net
   
(1,746
)
   
(1,486
)
    (1,617 )     (3,367 )
Other income
   
2
     
6
      8       14  
Total revenue
   
44,519
     
44,591
      139,184       140,048  
                                 
Benefits and expenses:
                               
Insurance benefits and losses incurred
   
30,760
     
26,818
      94,492       86,643  
Commissions and underwriting expenses
   
11,490
     
11,064
      35,740       36,830  
Interest expense
   
869
     
850
      2,591       2,407  
Other expense
   
3,854
     
3,721
      12,170       11,631  
Total benefits and expenses
   
46,973
     
42,453
      144,993       137,511  
Income (loss) before income taxes
   
(2,454
)
   
2,138
      (5,809 )     2,537  
Income tax expense (benefit)
   
(456
)
   
379
      (1,129 )     480  
Net income (loss)
   
(1,998
)
   
1,759
      (4,680 )     2,057  
Preferred stock dividends
   
(100
)
   
(100
)
    (299 )     (299 )
Net income (loss) applicable to common shareholders
 
$
(2,098
)
 
$
1,659
    $ (4,979 )   $ 1,758  
Earnings (loss) per common share (basic)
  $ (0.10 )   $ 0.08     $ (0.24 )   $ 0.09  
Earnings (loss) per common share (diluted)
  $ (0.10 )   $ 0.08     $ (0.24 )   $ 0.09  

The accompanying notes are an integral part of these condensed consolidated financial statements.
 
ATLANTIC AMERICAN CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(Unaudited; Dollars in thousands)

   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
    2024     2023  
Net income (loss)
 
$
(1,998
)
 
$
1,759
    $ (4,680 )   $ 2,057  
Other comprehensive income (loss):
                               
Available-for-sale fixed maturity securities:
                               
Gross unrealized holding gains (losses) arising in the period
   
9,095
     
(7,604
)
    4,913       (6,038 )
Related income tax effect
   
(1,910
)
   
1,596
      (1,032 )     1,267  
Subtotal
   
7,185
     
(6,008
)
    3,881       (4,771 )
Less: reclassification adjustment for net realized gains included in net income (loss)
    (4 )           (17 )     (70 )
Related income tax effect
    1             4       15  
Subtotal
    (3 )           (13 )     (55 )
Total other comprehensive income (loss), net of tax
   
7,182
     
(6,008
)
    3,868       (4,826 )
Total comprehensive income (loss)  
$
5,184
   
$
(4,249
)
  $ (812 )   $ (2,769 )

The accompanying notes are an integral part of these condensed consolidated financial statements.

ATLANTIC AMERICAN CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(Unaudited; Dollars in thousands except share data)

   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
    2024     2023  
Preferred stock:
                       
Balance, beginning of period
 
$
55
   
$
55
    $ 55     $ 55  
Balance, end of period
   
55
     
55
      55       55  
Common stock:
                               
Balance, beginning of period
   
22,401
     
22,401
      22,401       22,401  
Balance, end of period
   
22,401
     
22,401
      22,401       22,401  
Additional paid-in capital:
                               
Balance, beginning of period
   
57,425
     
57,425
      57,425       57,425  
Balance, end of period
   
57,425
     
57,425
      57,425       57,425  
Retained earnings:
                               
Balance, beginning of period
   
47,641
     
52,006
      50,929       51,982  
Cumulative effect of adoption of updated accounting guidance for credit losses at January 1, 2023
                      (75 )
Net income (loss)
   
(1,998
)
   
1,759
      (4,680 )     2,057  
Dividends on common stock
   
     
(408
)
    (407 )     (408 )
Dividends accrued on preferred stock
   
(100
)
   
(100
)
    (299 )     (299 )
Balance, end of period
   
45,543
     
53,257
      45,543       53,257  
Accumulated other comprehensive loss:
                               
Balance, beginning of period
   
(19,435
)
   
(20,967
)
    (16,121 )     (22,149 )
Other comprehensive income (loss), net of tax
   
7,182
     
(6,008
)
    3,868       (4,826 )
Balance, end of period
   
(12,253
)
   
(26,975
)
    (12,253 )     (26,975 )
Unearned stock grant compensation:
                               
Balance, beginning of period
   
(7
)
   
(33
)
    (13 )     (132 )
Amortization of unearned compensation
   
3
     
17
      9       116  
Balance, end of period
   
(4
)
   
(16
)
    (4 )     (16 )
Treasury stock:
                               
Balance, beginning of period
   
(7,408
)
   
(7,401
)
    (7,401 )     (7,389 )
Net shares acquired related to employee share-based compensation plans
                (7 )     (12 )
Balance, end of period
   
(7,408
)
   
(7,401
)
    (7,408 )     (7,401 )
                                 
Total shareholders’ equity
 
$
105,759
   
$
98,746
    $ 105,759     $ 98,746  
Dividends declared on common stock per share
 
$
   
$
0.02
    $ 0.02     $ 0.02  
                                 
Common shares outstanding:
                               
Balance, beginning of period
    20,399,758       20,402,288       20,402,288       20,407,229  
Net shares acquired under employee share-based compensation plans                 (2,530 )     (4,941 )
Balance, end of period     20,399,758       20,402,288       20,399,758       20,402,288  

The accompanying notes are an integral part of these condensed consolidated financial statements.

ATLANTIC AMERICAN CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; In thousands)

   
Nine Months Ended
September 30,
 
   
2024
   
2023
 
CASH FLOWS FROM OPERATING ACTIVITIES:
           
Net (loss) income
 
$
(4,680
)
 
$
2,057
 
Adjustments to reconcile net (loss) income to net cash used in operating activities:
               
(Additions to) amortization of acquisition costs, net
   
(434
)
   
355
 
Realized investment gains, net
    (17 )     (70 )
Unrealized investment losses, net
    1,617       3,367  
Losses from equity method investees
    494       343  
Compensation expense related to share awards
   
9
     
116
 
(Benefit) provision for credit losses
    (10 )     3  
Depreciation and amortization
   
297
     
521
 
Deferred income tax benefit
   
(1,425
)
   
(1,711
)
Increase in receivables, net
    (7,289 )    
(5,230
)
Increase (decrease) in insurance reserves and policyholder funds
   
6,460
     
(663
)
Decrease in accounts payable and accrued expenses
   
(524
)
   
(2,644
)
Other, net
   
689
     
13
 
Net cash used in operating activities
   
(4,813
)
   
(3,543
)
                 
CASH FLOWS FROM INVESTING ACTIVITIES:
               
Proceeds from investments sold
   
40
     
5,038
 
Proceeds from investments matured, called or redeemed
   
9,963
     
8,000
 
Investments purchased
   
(10,916
)
   
(14,942
)
Additions to property and equipment
   
(126
)
   
(75
)
Net cash used in investing activities
   
(1,039
)
   
(1,979
)
                 
CASH FLOWS FROM FINANCING ACTIVITIES:
               
Payment of dividends on common stock
    (407 )     (408 )
Treasury stock acquired — net employee share-based compensation
    (7 )     (12 )
Proceeds from revolving credit facility, net
    1,000       1,000  
Net cash provided by financing activities
   
586
     
580
 
                 
Net decrease in cash and cash equivalents
   
(5,266
)
   
(4,942
)
Cash and cash equivalents at beginning of period
   
28,301
     
28,863
 
Cash and cash equivalents at end of period
 
$
23,035
   
$
23,921
 
                 
SUPPLEMENTAL CASH FLOW INFORMATION:
               
Cash paid for interest
 
$
2,600
   
$
2,370
 
Cash paid for income taxes
  $ 580     $ 2,026  

The accompanying notes are an integral part of these condensed consolidated financial statements.

ATLANTIC AMERICAN CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; Dollars in thousands, except per share amounts)

Note 1.
Basis of Presentation and Significant Accounting Policies


The accompanying unaudited condensed consolidated financial statements include the accounts of Atlantic American Corporation (the “Parent”) and its subsidiaries (collectively with the Parent, the “Company”). The Parent’s primary operating subsidiaries, American Southern Insurance Company and American Safety Insurance Company (together known as “American Southern”) and Bankers Fidelity Life Insurance Company, Bankers Fidelity Assurance Company and Atlantic Capital Life Assurance Company (together known as “Bankers Fidelity”), operate in two principal business units. American Southern operates in the property and casualty insurance market, while Bankers Fidelity operates in the life and health insurance market. All significant intercompany accounts and transactions have been eliminated in consolidation. The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for audited annual financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. The unaudited condensed consolidated financial statements included herein and these related notes should be read in conjunction with the Company’s consolidated financial statements, and the notes thereto, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Annual Report”). For more information regarding Significant Accounting Policies, see the “Summary of Significant Accounting Policies” section of Note 1 of Notes to Consolidated Financial Statements in the 2023 Annual Report. The Company’s financial condition and operating results as of and for the three month and nine month periods ended September 30, 2024 are not necessarily indicative of the financial condition or results of operations and cash flows that may be expected for the year ending December 31, 2024 or for any other future period.



The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates.  To the extent that the Company changes its accounting for, or presentation of, items in the financial statements, the presentation of such amounts in prior periods is changed to conform to the current period presentation, if appropriate, and disclosed, if material.

Note 2.
Recently Issued Accounting Standards


Future Adoption of New Accounting Standards



For more information regarding accounting standards that the Company has not yet adopted, see the “Recently Issued Accounting Standards - Future Adoption of New Accounting Standards” section of Note 1 of Notes to Consolidated Financial Statements in the 2023 Annual Report.

Note 3.
Investments
   

The following tables set forth the estimated fair value, gross unrealized gains, gross unrealized losses, allowance for credit losses (“ACL”) and cost or amortized cost of the Company’s investments in fixed maturities and equity securities, aggregated by type and industry, as of September 30, 2024 and December 31, 2023.
  

Fixed maturities were comprised of the following:
 
   
September 30, 2024
 
   
Estimated
Fair Value
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses
   
Allowance for
Credit Losses
   
Cost or
Amortized
Cost
 
Fixed maturities:
                             
Bonds:
                             
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
 
$
47,712
   
$
114
   
$
3,802
    $    
$
51,400
 
Obligations of states and political subdivisions
    7,998
      31
      1,166
            9,133
 
Corporate securities:
                                       
Utilities and telecom
    23,997
      343
      2,310
            25,964
 
Financial services
    60,596
      811
      3,323
            63,108
 
Other business – diversified
    35,873
      434
      2,450
            37,889
 
Other consumer – diversified
    45,300
      155
      4,375
            49,520
 
Total corporate securities
    165,766
      1,743
      12,458
            176,481
 
Redeemable preferred stocks:
                                       
Other consumer – diversified
    220
      27
     
            193
 
Total redeemable preferred stocks
    220
      27
     
            193
 
Total fixed maturities
  $ 221,696     $ 1,915     $ 17,426     $     $ 237,207  

   
December 31, 2023
 
   
Estimated
Fair Value
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses
   
Allowance for
Credit Losses
   
Cost or
Amortized
Cost
 
Fixed maturities:
                             
Bonds:
                             
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
 
$
50,059
   
$
63
   
$
4,944
   
$
    $ 54,940  
Obligations of states and political subdivisions
    8,106       15
      1,424
            9,515  
Corporate securities:
                                       
Utilities and telecom
    21,309       143       2,582             23,748  
Financial services
    59,584       560       4,931             63,955  
Other business – diversified
    34,386       403       2,940             36,923  
Other consumer – diversified
    44,570       87       4,870             49,353  
Total corporate securities
    159,849       1,193       15,323             173,979  
Redeemable preferred stocks:
                                       
Other consumer – diversified
    205       13                   192  
Total redeemable preferred stocks
    205       13                   192  
Total fixed maturities
  $ 218,219     $ 1,284     $ 21,691     $     $ 238,626  
  

Bonds having an amortized cost of $14,720 and $14,647 and included in the tables above were on deposit with insurance regulatory authorities as of September 30, 2024 and December 31, 2023, respectively, in accordance with statutory requirements. In addition, the Company maintains cash and cash equivalents on deposit with insurance regulatory authorities of $226 as of September 30, 2024 and December 31, 2023. Additionally, bonds having an amortized cost of $9,282 and $9,584 and included in the tables above were pledged as collateral to the Federal Home Loan Bank of Atlanta (“FHLB”) at September 30, 2024 and December 31, 2023, respectively.



Equity securities were comprised of the following:
   
 
September 30, 2024
 
 
Estimated
Fair Value
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Cost
 
Equity securities:
               
Common and non-redeemable preferred stocks:
               
Financial services
  $ 1,105     $ 798     $     $ 307  
Communications
    6,695
      2,062
     
      4,633
 
Total equity securities
  $ 7,800     $ 2,860     $     $ 4,940  

 
December 31, 2023
 
 
Estimated
Fair Value
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Cost
 
Equity securities:
               
Common and non-redeemable preferred stocks:
               
Financial services
  $ 924     $ 621     $     $ 303  
Communications
    8,489
      3,856
     
      4,633
 
Total equity securities
  $ 9,413     $ 4,477     $     $ 4,936  
    

The carrying value and amortized cost of the Company’s investments in fixed maturities at September 30, 2024 and December 31, 2023 by contractual maturity were as follows. Actual maturities may differ from contractual maturities because issuers may call or prepay obligations with or without call or prepayment penalties.
  
   
September 30, 2024
   
December 31, 2023
 
   
Carrying
Value
   
Amortized
Cost
   
Carrying
Value
   
Amortized
Cost
 
Due in one year or less
  $ 8,345     $ 8,377     $ 1,715     $ 1,750  
Due after one year through five years
    60,863
      61,888
      60,423
      62,423
 
Due after five years through ten years
    31,179
      32,624
      33,596
      36,752
 
Due after ten years
    89,027
      98,917
      86,857
      97,984
 
Asset backed securities
    32,282
      35,401
      35,628
      39,717
 
Totals
  $ 221,696     $ 237,207     $ 218,219     $ 238,626  
   

The following tables present the Company’s unrealized loss aging for securities by type and length of time the security was in a continuous unrealized loss position as of September 30, 2024 and December 31, 2023.
 
 
September 30, 2024
 
 
Less than 12 months
 
12 months or longer
 
Total
 
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
  $ 250     $     $ 34,170     $ 3,802     $ 34,420     $ 3,802  
Obligations of states and political subdivisions
                6,190       1,166       6,190       1,166  
Corporate securities
    870
      128
      132,367
      12,330
      133,237
      12,458
 
Total temporarily impaired securities
  $ 1,120     $ 128     $ 172,727     $ 17,298     $ 173,847     $ 17,426  
  
 
December 31, 2023
 
 
Less than 12 months
 
12 months or longer
 
Total
 
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
  $ 5,194     $ 37     $ 39,476     $ 4,907     $ 44,670     $ 4,944  
Obligations of states and political subdivisions     1,145
      3
      5,936
      1,421
      7,081
      1,424
 
Corporate securities
    539
      13
      138,283
      15,310
      138,822
      15,323
 
Total temporarily impaired securities
  $ 6,878     $ 53     $ 183,695     $ 21,638     $ 190,573     $ 21,691  


Analysis of Securities in Unrealized Loss Positions
 

As of September 30, 2024 and December 31, 2023, there were 183 and 222 securities, respectively, in an unrealized loss position which primarily included certain of the Company’s investments in fixed maturities within the utilities and telecom, financial services, other diversified business and other diversified consumer sectors. The unrealized losses on the Company’s fixed maturity securities investments have been primarily related to general market changes in interest rates and/or the levels of credit spreads rather than specific concerns with the issuer’s ability to pay interest and repay principal.



For any of its fixed maturity securities with significant declines in fair value, the Company performs detailed analyses to identify whether the drivers of the declines are due to general market drivers, such as the recent increases in interest rates, or due to credit-related factors. Identifying the drivers of the declines in fair value helps to align and allocate the Company’s resources to securities with real credit-related concerns that could impact the ultimate collection of principal and interest. For any significant declines in fair value determined to be non-interest rate or market related, the Company performs a more focused review of the related issuers’ specific credit profile.



For corporate issuers, the Company evaluates their assets, business profile including industry dynamics and competitive positioning, financial statements and other available financial data. For non-corporate issuers, the Company analyzes all reasonably available sources of credit support, including issuer-specific factors. The Company utilizes information available in the public domain and, for certain private placement issuers, from consultations with the issuers directly. The Company also considers ratings from Nationally Recognized Statistical Rating Organizations, as well as the specific characteristics of the security it owns including seniority in the issuer’s capital structure, covenant protections, or other relevant features. From these reviews, the Company evaluates the issuers’ continued ability to service the Company’s investment through payment of interest and principal.



Assuming no credit-related factors develop, unrealized gains and losses on fixed maturity securities are expected to diminish as investments near maturity. Based on its credit analysis, the Company believes that the issuers of its fixed maturity investments in the sectors shown in the table above have the ability to service their obligations to the Company. In addition, the Company does not intend to sell the investments and it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost bases, which may be at maturity.



However, from time to time the Company identifies certain available-for-sale fixed maturity securities where the amortized cost basis exceeds the present value of the cash flows expected to be collected due to credit related factors and as a result, a credit allowance will be estimated.  The Company had no ACL on its available-for-sale fixed maturities as of September 30, 2024 or December 31, 2023.



The following tables summarize realized investment gains for the three month and nine month periods ended September 30, 2024 and 2023.


 
Three Months Ended
September 30, 2024
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
4
   
$
   
$
   
$
4
 
Losses
   
   
     
     
Realized investment gains, net
 
$
4
   
$
   
$
   
$
4
 

 
Three Months Ended
September 30, 2023
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
   
$
   
$
   
$
 
Losses
   
     
     
     
 
Realized investment gains, net
 
$
   
$
   
$
   
$
 


 
Nine Months Ended
September 30, 2024
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
19
   
$
   
$
   
$
19
 
Losses
   
(2
)
   
     
     
(2
)
Realized investment gains, net
 
$
17
   
$
   
$
   
$
17
 


 
Nine Months Ended
September 30, 2023
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
70
   
$
   
$
   
$
70
 
Losses
   
     
     
     
 
Realized investment gains, net
 
$
70
   
$
   
$
   
$
70
 



The following table presents the change in unrealized losses related to equity securities still held for the three month and nine month periods ended September 30, 2024 and 2023.

   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
    2024     2023
    2024
    2023  
Net realized and unrealized losses recognized during the period on equity securities
 
$
(1,746
)
 
$
(1,486
)
  $ (1,617 )   $ (3,367 )
Less: Net realized gains recognized during the period on equity securities sold during the period
   
     
             
Unrealized losses recognized during the reporting period on equity securities, net
 
$
(1,746
)
 
$
(1,486
)
  $ (1,617 )   $ (3,367 )
  

Variable Interest Entities
 

The Company holds passive interests in a number of entities that are considered to be variable interest entities (“VIEs”) under GAAP guidance. The Company’s VIE interests principally consist of interests in limited liability companies formed for the purpose of achieving diversified equity returns. The Company’s VIE interests, carried as a part of other invested assets, totaled $8,205 and $6,381 as of September 30, 2024 and December 31, 2023, respectively. The Company’s VIE interests, carried as a part of investment in unconsolidated trusts, totaled $1,238 as of September 30, 2024 and December 31, 2023.


The Company does not have power over the activities that most significantly impact the economic performance of these VIEs and thus is not the primary beneficiary. Therefore, the Company has not consolidated these VIEs. The Company’s involvement with each VIE is limited to its direct ownership interest in the VIE. The Company’s maximum loss exposure relative to these investments was limited to the carrying value of the Company’s investment in the VIEs, which amount to $9,443 and $7,619, as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024 and December 31, 2023, the Company had outstanding commitments totaling $2,200, and $4,518, respectively, whereby the Company is committed to fund these investments and may be called by the partnership during the commitment period to fund the purchase of new investments and partnership expenses. The reduction in the Company’s outstanding commitments was a result of an additional investment of $2,318 in the partnership.

Note 4.
Fair Values of Financial Instruments


The estimated fair values have been determined by the Company using available market information from various market sources and appropriate valuation methodologies as of the respective dates. However, considerable judgment is necessary to interpret market data and to develop the estimates of fair value. Although management is not aware of any factors that would significantly affect the estimated fair value amounts, the estimates presented herein are not necessarily indicative of the amounts which the Company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.



The following describes the fair value hierarchy and provides information as to the extent to which the Company uses fair value to measure the value of its financial instruments and information about the inputs used to value those financial instruments. The fair value hierarchy prioritizes the inputs in the valuation techniques used to measure fair value into three broad levels.

Level 1
Observable inputs that reflect quoted prices for identical assets or liabilities in active markets that the Company has the ability to access at the measurement date. The Company’s financial instruments valued using Level 1 criteria include cash equivalents and exchange traded common stocks.

Level 2
Observable inputs, other than quoted prices included in Level 1, for an asset or liability or prices for similar assets or liabilities. The Company’s financial instruments valued using Level 2 criteria include most of its fixed maturities, which consist of U.S. Treasury securities, U.S. Government securities, obligations of states and political subdivisions, and certain corporate fixed maturities, as well as its non-redeemable preferred stocks. In determining fair value measurements of its fixed maturities and non-redeemable preferred stocks using Level 2 criteria, the Company utilizes data from outside sources, including nationally recognized pricing services and broker/dealers.  Prices for the majority of the Company’s Level 2 fixed maturities and non-redeemable preferred stocks were determined using unadjusted prices received from pricing services that utilize models where the significant inputs are observable (e.g. interest rates, yield curves, prepayment speeds, default rates and loss severities) or can be corroborated by observable market data.

Level 3
Valuations that are derived from techniques in which one or more of the significant inputs are unobservable (including assumptions about risk). Fair value is based on criteria that use assumptions or other data that are not readily observable from objective sources. With little or no observable market, the determination of fair values uses considerable judgment and represents the Company’s best estimate of an amount that could be realized in a market exchange for the asset or liability. The Company’s financial instruments valued using Level 3 criteria consist of one equity security.  As of September 30, 2024 and December 31, 2023, the value of the equity security valued using Level 3 criteria was $189 and $185, respectively.


As of September 30, 2024, financial instruments carried at fair value were measured on a recurring basis as summarized below:

   
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
   
Significant
Other
Observable
Inputs
(Level 2)
   
Significant
Unobservable
Inputs
(Level 3)
   
Total
 
Assets:
                       
Fixed maturities
 
$
   
$
221,696
   
$
   
$
221,696
 
Equity securities
   
7,611
     
     
189
     
7,800
 
Cash equivalents
   
13,329
     
     
     
13,329
 
Total
 
$
20,940
   
$
221,696
   
$
189
   
$
242,825
 


As of December 31, 2023, financial instruments carried at fair value were measured on a recurring basis as summarized below:

   
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
   
Significant
Other
Observable
Inputs
(Level 2)
   
Significant
Unobservable
Inputs
(Level 3)
   
Total
 
Assets:
                       
Fixed maturities
 
$
   
$
218,219
   
$
   
$
218,219
 
Equity securities
   
9,228
     
     
185
     
9,413
 
Cash equivalents
   
14,834
     
     
     
14,834
 
Total
 
$
24,062
   
$
218,219
   
$
185
   
$
242,466
 


The following table sets forth the carrying amount, estimated fair value and level within the fair value hierarchy of the Company’s financial instruments as of September 30, 2024 and December 31, 2023.

       
September 30, 2024
   
December 31, 2023
 
 
Level in Fair
Value
Hierarchy (1)

 
Carrying
Amount
   
Estimated
Fair Value
   
Carrying
Amount
   
Estimated
Fair Value
 
Assets:
                           
Cash and cash equivalents
Level 1
   
$
23,035
   
$
23,035
   
$
28,301
   
$
28,301
 
Fixed maturities
Level 2

   
221,696
     
221,696
     
218,219
     
218,219
 
Equity securities
(1)
   
7,800
     
7,800
     
9,413
     
9,413
 
Policy loans
Level 3
     
1,738
     
1,738
     
1,778
     
1,778
 
 
                                   
Liabilities:
                                   
Junior subordinated debentures, net
Level 2
     
33,738
     
36,211
     
33,738
     
33,670
 
Revolving credit facility
 Level 2       4,024       4,024       3,019       3,019  

(1) See the aforementioned information for a description of the fair value hierarchy as well as a description of levels for classes of these financial assets.


Note 5.
Allowance for Expected Credit Losses



Reinsurance Recoverables



The following table presents the balances of reinsurance recoverables, net of the allowance for expected credit losses, at September 30, 2024 and 2023, and the changes in the allowance for expected credit losses for the three month and nine month periods ended September 30, 2024 and 2023.


 
 
At and for the three months ended
September 30, 2024
   
At and for the nine months ended
September 30, 2024
 
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
22,496
   
$
54
   
$
21,103
   
$
61
 
Current period change for estimated uncollectible reinsurance
           
(1
)
           
(8
)
Write-offs of uncollectible reinsurance recoverables
           
             
 
Balance, end of period
 
$
21,600
   
$
53
   
$
21,600
   
$
53
 

 
 
At and for the three months ended
September 30, 2023
   
At and for the nine months ended
September 30, 2023
 
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
22,261
   
$
66
   
$
25,913
   
$
 
Cumulative effect of adoption of updated accounting guidance for credit losses at January 1, 2023
           
             
75
 
Current period change for estimated uncollectible reinsurance
           
(2
)
           
(11
)
Write-offs of uncollectible reinsurance recoverables
           
             
 
Balance, end of period
 
$
21,839
   
$
64
   
$
21,839
   
$
64
 



Insurance Premium and Other Receivables



The following table presents the balances of insurance premiums and other, net of the allowance for expected credit losses, at September 30, 2024 and 2023, and the changes in the allowance for expected credit losses for the three month and nine month periods ended September 30, 2024 and 2023.


   
At and for the three months ended
September 30, 2024
   
At and for the nine months ended
September 30, 2024
 
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
34,220
   
$
219
   
$
23,690
   
$
217
 
Current period change for expected credit losses
           
(4
)
           
(2
)
Write-offs of uncollectible insurance premiums and other receivables
           
             
 
Balance, end of period
 
$
30,492
   
$
215
   
$
30,492
   
$
215
 



   
At and for the three months ended
September 30, 2023
   
At and for the nine months ended
September 30, 2023
 
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
30,825
   
$
213
   
$
15,386
   
$
177
 
Cumulative effect of adoption of updated accounting guidance for credit losses at January 1, 2023
           
             
 
Current period change for expected credit losses
           
(22
)
           
14
 
Write-offs of uncollectible insurance premiums and other receivables
           
             
 
Balance, end of period
 
$
24,687
   
$
191
   
$
24,687
   
$
191
 

Note 6.
Internal-Use Software


On March 3, 2021, the Company entered into a hosting arrangement through a service contract with a third party software solutions vendor to provide a suite of policy, billing, claim, and customer management services. The software is managed, hosted, supported, and delivered as a cloud-based software service product offering (software-as-a-service). The initial term of the arrangement is five years from the effective date with a renewal term of an additional five years.


Service fees related to the hosting arrangement are recorded as an expense in the Company’s condensed consolidated statement of operations as incurred.  Implementation expenses incurred related to third party professional and consulting services have been capitalized. The Company will begin amortizing, on a straight-line basis over the remainder of the original ten year term of the hosting arrangement, when the software is substantially ready for its intended use. The Company incurred and capitalized implementation costs of $78 and $1,218 during the nine months ended September 30, 2024 and 2023, respectively. As a result, the Company has capitalized $4,645 and $4,567 in implementation costs in other assets within its condensed consolidated balance sheet as of September 30, 2024 and December 31, 2023, respectively. The Company expects the software will be substantially ready for its intended use during 2025. Accordingly, the Company has not recorded any amortization expense related to software implementation costs for the three months and nine months ended September 30, 2024 and 2023.

Note 7.
Insurance Reserves for Losses and Claims


The roll-forward of insurance reserves for losses and claims for the nine months ended September 30, 2024 and 2023 is as follows:

   
Nine Months Ended
September 30,
 
   
 2024
   
2023
 
Beginning insurance reserves for losses and claims, gross  
$
87,478
   
$
87,484
 
Less: Reinsurance recoverable on unpaid losses
   
(14,678
)
   
(17,647
)
Beginning insurance reserves for losses and claims, net
   
72,800
     
69,837
 
                 
Incurred related to:
               
Current accident year
   
85,132
     
82,276
 
Prior accident year development
    3,404 (1)    
2,706
(2)
Total incurred
   
88,536
     
84,982
 
                 
Paid related to:
               
Current accident year
   
40,786
     
43,595
 
Prior accident years
   
45,465
     
41,634
 
Total paid
   
86,251
     
85,229
 
Ending insurance reserves for losses and claims, net
   
75,085
     
69,590
 
Plus: Reinsurance recoverable on unpaid losses
   
16,779
     
16,089
 
Ending insurance reserves for losses and claims, gross
 
$
91,864
   
$
85,679
 

(1) Prior years’ development was primarily the result of unfavorable development in the property and casualty operations predominately in the automobile liability line of business due to inflationary factors.

(2) Prior years’ development was primarily the result of unfavorable development in the property and casualty operations predominately in the automobile liability line of business due to inflationary factors, partially offset by favorable development in the Medicare supplement line of business in the life and health operations.


Following is a reconciliation of total incurred losses to total insurance benefits and losses incurred:

   
Nine Months Ended
September 30,
 
   
2024
   
2023
 
Total incurred losses
 
$
88,536
   
$
84,982
 
Cash surrender value and matured endowments
   
898
     
1,063
 
Benefit reserve changes
   
5,058
     
598
Total insurance benefits and losses incurred
 
$
94,492
   
$
86,643
 

Note 8.
Credit Arrangements


Bank Debt



On May 12, 2021, the Company entered into a Revolving Credit Agreement with Truist Bank as the lender (the “Lender”). The Revolving Credit Agreement provides for an unsecured $10,000 revolving credit facility that originally matured on April 12, 2024. On March 22, 2024, the Company entered into a First Amendment (the “Amendment”) to its Revolving Credit Agreement (as amended, the “Credit Agreement”) with the Lender. The Amendment, among other things, (a) updates the interest rate provisions to memorialize that the Company pays interest on the unpaid principal balance of outstanding revolving loans at the Adjusted Term SOFR rate (as defined in the Credit Agreement), plus 2.00%, (b) extends the maturity date of the revolving credit facility to March 22, 2027, (c) requires the monthly payment of an unused commitment fee of 0.2% of the unused facility amount, and (d) requires that the Company maintain a consolidated net worth of not less than $64,200. Except as modified by the Amendment, the existing terms of the original Credit Agreement remain in effect.



The Credit Agreement requires the Company to comply with certain covenants, including a debt-to-capital ratio that restricts the Company from incurring consolidated indebtedness that exceeds 35% of the Company’s consolidated capitalization at any time and maintaining a minimum consolidated net worth, as previously mentioned. The Credit Agreement also contains customary representations and warranties and events of default. Events of default include, among others, (a) the failure by the Company to pay any amounts owed under the Credit Agreement when due, (b) the failure to perform and not timely remedy certain covenants, (c) a change in control of the Company and (d) the occurrence of bankruptcy or insolvency events. Upon an event of default, the Lender may, among other things, declare all obligations under the Credit Agreement immediately due and payable and terminate the revolving commitments. As of September 30, 2024, and December 31, 2023, the Company had outstanding borrowings including accrued interest of $4,024 and $3,019, respectively, under the Credit Agreement.



For the three months ended September 30, 2024 and 2023, the Company incurred $77 and $56 in interest expense, respectively, on the revolving credit facility borrowing. For the nine months ended September 30, 2024 and 2023, the Company incurred $213 and $142, respectively, in interest expense. During the three month and nine month periods ended September 30, 2024, the Company paid $3 and $6, respectively, in fees on the available unused amount of the revolving credit facility of $6,000. At September 30, 2024 and December 31, 2023, the effective interest rate was 7.35% and 9.69%, respectively.



Junior Subordinated Debentures


The Company has two unconsolidated Connecticut statutory business trusts, which exist for the exclusive purposes of: (i) issuing trust preferred securities (“Trust Preferred Securities”) representing undivided beneficial interests in the assets of the trusts; (ii) investing the gross proceeds of the Trust Preferred Securities in junior subordinated deferrable interest debentures (“Junior Subordinated Debentures”) of the Company; and (iii) engaging in those activities necessary or incidental thereto.


The outstanding $18,042 and $15,696 of Junior Subordinated Debentures mature on December 4, 2032 and May 15, 2033, respectively, are callable quarterly, in whole or in part, only at the option of the Company. Prior to July 1, 2023, the interest rate was based on 3-month LIBOR plus an applicable margin. Effective July 1, 2023, the interest rate is determined based on a reference rate of the 3-month SOFR plus applicable tenor spread of 0.26161% plus an applicable margin, ranging from 4.00% to 4.10%. At September 30, 2024, the effective interest rate was 9.39%.


The financial structure of each of Atlantic American Statutory Trust I and II as of September 30, 2024 was as follows:

   
Atlantic American
Statutory Trust I
   
Atlantic American
Statutory Trust II
 
JUNIOR SUBORDINATED DEBENTURES (1) (2)
           
Principal amount owed September 30, 2024
 
$
18,042
   
$
23,196
 
Less: Treasury debt (3)
   
     
(7,500
)
Net balance September 30, 2024
 
$
18,042
   
$
15,696
 
Net balance December 31, 2023
 
$
18,042
   
$
15,696
 
Coupon rate
 
3-Month SOFR + 0.26161% spread adj + 4.00%
   
3-Month SOFR + 0.26161% spread adj + 4.10%
 
Interest payable
 
Quarterly
   
Quarterly
 
Maturity date   December 4, 2032     May 15, 2033  
Redeemable by issuer
 
Yes
   
Yes
 
TRUST PREFERRED SECURITIES
               
Issuance date
 
December 4, 2002
   
May 15, 2003
 
Securities issued
   
17,500
     
22,500
 
Liquidation preference per security
 
$
1
   
$
1
 
Liquidation value
 
$
17,500
   
$
22,500
 
Coupon rate
 
3-Month SOFR + 0.26161% spread adj + 4.00%
    3-Month SOFR + 0.26161% spread adj + 4.10%
 
Distribution payable
 
Quarterly
   
Quarterly
 
Distribution guaranteed by (4)
 
Atlantic American Corporation
   
Atlantic American Corporation
 

(1)
For each of the respective debentures, the Company has the right at any time, and from time to time, to defer payments of interest on the Junior Subordinated Debentures for a period not exceeding 20 consecutive quarters up to the debentures’ respective maturity dates. During any such period, interest will continue to accrue and the Company may not declare or pay any cash dividends or distributions on, or purchase, the Company’s common stock nor make any principal, interest or premium payments on or repurchase any debt securities that rank equally with or junior to the Junior Subordinated Debentures. The Company has the right at any time to dissolve each of the trusts and cause the Junior Subordinated Debentures to be distributed to the holders of the Trust Preferred Securities.

(2)
The Junior Subordinated Debentures are unsecured and rank junior and subordinate in right of payment to all senior debt of the Parent and are effectively subordinated to all existing and future liabilities of its subsidiaries.

(3)
On August 4, 2014, the Company acquired $7,500 of the Junior Subordinated Debentures.

(4)
The Parent has guaranteed, on a subordinated basis, all of the obligations under the Trust Preferred Securities, including payment of the redemption price and any accumulated and unpaid distributions to the extent of available funds and upon dissolution, winding up or liquidation.


Note 9.
Earnings (Loss) Per Common Share



A reconciliation of the numerator and denominator used in the earnings (loss) per common share calculations is as follows:


   
Three Months Ended
September 30, 2024
 
   
Loss
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic and Diluted Loss Per Common Share:
                 
Net loss
  $ (1,998 )     20,400
   

 
Less preferred stock dividends
    (100 )    
         
Net loss applicable to common shareholders
  $ (2,098 )     20,400
    $ (0.10 )


   
Three Months Ended
September 30, 2023
 
    Income
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic Earnings Per Common Share:
                 
Net income
  $ 1,759       20,402        
Less preferred stock dividends
    (100 )            
Net income applicable to common shareholders
  $ 1,659       20,402     $ 0.08  
Diluted Earnings Per Common Share:                        
Effect of Series D preferred stock     100       1,378          
   Net income applicable to common shareholders   $ 1,759       21,780     $ 0.08  

   
Nine Months Ended
September 30, 2024
 
   
Loss
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic and Diluted Loss Per Common Share:
                 
Net loss
  $ (4,680 )     20,401
   
   
Less preferred stock dividends
    (299 )    
         
Net loss applicable to common shareholders
  $ (4,979 )     20,401
    $ (0.24 )

   
Nine Months Ended
September 30, 2023
 
   
Income
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic and Diluted Earnings Per Common Share:
                 
Net income
  $ 2,057       20,405
   
   
Less preferred stock dividends
    (299 )    
         
Net income applicable to common shareholders
  $ 1,758       20,405
    $ 0.09  


The assumed conversion of the Company’s Series D preferred stock was excluded from the earnings (loss) per common share calculation for all periods presented, except for the three month period ended September 30, 2023, since its impact would have been antidilutive.

Note 10.
Income Taxes



A reconciliation of the differences between income taxes computed at the federal statutory income tax rate and income tax expense (benefit) is as follows:


   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
   
2024
   
2023
 
Federal income tax provision at statutory rate of 21%
 
$
(515
)
 
$
449
   
$
(1,220
)
 
$
533
 
Dividends-received deduction
   
(10
)
   
(10
)
   
(22
)
   
(27
)
Meals and entertainment
   
18
     
9
     
53
     
32
 
Vested stock and club dues
          11       1       14  
Parking disallowance
   
7
     
5
     
15
     
13
 
Adjustment for prior years’ estimates to actual
    44       (85 )     44       (85 )
Income tax expense (benefit)
 
$
(456
)
 
$
379
   
$
(1,129
)
 
$
480
 



The components of income tax expense (benefit) were:


   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
   
2024
   
2023
 
Current – Federal
 
$
296
   
$
790
   
$
296
   
$
2,191
 
Deferred – Federal
   
(752
)
   
(411
)
   
(1,425
)
   
(1,711
)
Total
 
$
(456
)
 
$
379
   
$
(1,129
)
 
$
480
 

Note 11.
Leases


The Company has two operating lease agreements, each for the use of office space in the ordinary course of business. The first lease renews annually on an automatic basis and based on original assumptions, management is reasonably certain to exercise the renewal option through 2026. The original term of the second lease was ten years and amended in January 2017 to provide for an additional seven years, with a termination date on September 30, 2026. The rate used in determining the present value of lease payments is based upon an estimate of the Company’s incremental secured borrowing rate commensurate with the term of the underlying lease.



These leases are accounted for as operating leases, whereby lease expense is recognized on a straight-line basis over the term of the lease. Lease expense reported for the nine months ended September 30, 2024 and September 30, 2023 was $761.



Additional information regarding the Company’s real estate operating leases is as follows:

   
Nine Months Ended
September 30,
 
Other information on operating leases:
 
2024
   
2023
 
Cash payments included in the measurement of lease liabilities reported in operating cash flows
 
$
797
   
$
784
 
Right-of-use assets included in other assets on the condensed consolidated balance sheet
   
1,981
     
2,817
 
Weighted average discount rate
   
6.8
%
   
6.8
%
Weighted average remaining lease term in years
 
2.1 years
   
3.1 years
 


The following table presents maturities and present value of the Company’s lease liabilities:

    Lease Liability
 
Remainder of 2024
 
$
268
 
2025
   
1,083
 
2026
   
942
 
Thereafter
   
 
Total undiscounted lease payments
   
2,293
 
Less: present value adjustment
   
164
 
Operating lease liability included in accounts payable and accrued expenses on the condensed consolidated balance sheet
 
$
2,129
 


As of September 30, 2024, the Company has no operating leases that have not yet commenced.

Note 12.
Commitments and Contingencies

Litigation



From time to time, the Company is, and expects to continue to be, involved in various claims and lawsuits incidental to and arising in the ordinary course of its business. In the opinion of management, any such known claims are not expected to have a material effect on the financial condition or results of operations of the Company.



Regulatory Matters



Like all domestic insurance companies, the Company’s insurance subsidiaries are subject to regulation and supervision in the jurisdictions in which they do business. Statutes typically delegate regulatory, supervisory, and administrative powers to state insurance commissioners. From time to time, and in the ordinary course of business, the Company receives notices and inquiries from state insurance departments with respect to various matters. In the opinion of management, any such known regulatory matters are not expected to have a material effect on the financial condition or results of operations of the Company.

Note 13.
Segment Information
   

The Parent’s primary insurance subsidiaries, American Southern and Bankers Fidelity, operate in two principal business units, each focusing on specific products. American Southern operates in the property and casualty insurance market, while Bankers Fidelity operates in the life and health insurance market. Each business unit is managed independently and is evaluated on its individual performance. The following sets forth the assets, revenue and income (loss) before income taxes for each business unit as of and for the periods ended 2024 and 2023.
 
Assets
 
September 30,
2024
   
December 31,
2023
 
American Southern
 
$
148,024
   
$
149,236
 
Bankers Fidelity
   
207,259
     
203,079
 
Corporate and Other
   
31,706
     
28,950
 
Total assets
 
$
386,989
   
$
381,265
 



 
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
Revenues  
2024
    2023    
2024
    2023  
American Southern
 
$
17,282
   
$
17,652
    $ 54,666     $ 54,817  
Bankers Fidelity
   
27,125
     
27,249
      84,499       85,632  
Corporate and Other
   
112
     
(310
)
    19       (401 )
Total revenue
 
$
44,519
   
$
44,591
    $ 139,184     $ 140,048  
 
   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
Income (Loss) Before Income Taxes
 
2024
   
2023
   
2024
    2023  
American Southern
 
$
(528
)
 
$
1,437
    $ 1,730     $ 3,823  
Bankers Fidelity
   
367
     
3,502
      275       6,705  
Corporate and Other
   
(2,293
)
   
(2,801
)
    (7,814 )     (7,991 )
Income (loss) before income taxes
 
$
(2,454
)
 
$
2,138
    $ (5,809 )   $ 2,537  

Item 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

Overview

The following is management’s discussion and analysis of the financial condition and results of operations of Atlantic American Corporation (“Atlantic American” or the “Parent”) and its subsidiaries (collectively with the Parent, the “Company”) as of and for the three month and nine month periods ended September 30, 2024. This discussion should be read in conjunction with the unaudited condensed consolidated financial statements and notes thereto included elsewhere herein, as well as with the audited consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Annual Report”).

Atlantic American is an insurance holding company whose operations are conducted primarily through its insurance subsidiaries: American Southern Insurance Company and American Safety Insurance Company (together known as “American Southern”) and Bankers Fidelity Life Insurance Company, Bankers Fidelity Assurance Company and Atlantic Capital Life Assurance Company (together known as “Bankers Fidelity”). Each operating company is managed separately, offers different products and is evaluated on its individual performance.

Critical Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect reported amounts and related disclosures. Actual results could differ significantly from those estimates. The Company has identified certain estimates that involve a higher degree of judgment and are subject to a significant degree of variability. The Company’s critical accounting policies and the resultant estimates considered most significant by management are disclosed in the 2023 Annual Report. Except as disclosed in Note 1 of Notes to Condensed Consolidated Financial Statements, the Company’s critical accounting policies are consistent with those disclosed in the 2023 Annual Report.

Overall Corporate Results

The following presents the Company’s revenue, expenses and net income (loss) for the three month and nine month periods ended September 30, 2024 and the comparable periods in 2023:

   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
   
2024
   
2023
 
(In thousands)
                       
Insurance premiums, net
 
$
43,782
   
$
43,746
   
$
133,327
   
$
135,906
 
Net investment income
   
2,477
     
2,325
     
7,449
     
7,425
 
Realized investment gains, net
   
4
     
     
17
     
70
 
Unrealized losses on equity securities, net
   
(1,746
)
   
(1,486
)
   
(1,617
)
   
(3,367
)
Other income
   
2
     
6
     
8
     
14
 
Total revenue
   
44,519
     
44,591
     
139,184
     
140,048
 
Insurance benefits and losses incurred
   
30,760
     
26,818
     
94,492
     
86,643
 
Commissions and underwriting expenses
   
11,490
     
11,064
     
35,740
     
36,830
 
Interest expense
   
869
     
850
     
2,591
     
2,407
 
Other expense
   
3,854
     
3,721
     
12,170
     
11,631
 
Total benefits and expenses
   
46,973
     
42,453
     
144,993
     
137,511
 
Income (loss) before income taxes
 
$
(2,454
)
 
$
2,138
   
$
(5,809
)
 
$
2,537
 
Net income (loss)
 
$
(1,998
)
 
$
1,759
   
$
(4,680
)
 
$
2,057
 

In addition to measures of operating performance determined in accordance with GAAP, management also considers and evaluates performance by analyzing the non-GAAP measure operating income (loss). We define operating income (loss) as net income (loss) excluding: (i) income tax expense (benefit); (ii) realized investment (gains) losses, 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 taxes, which are 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 operational results (such as any realized and unrealized investment gains, 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).

A reconciliation of net income (loss) to operating income (loss) for the three month and nine month periods ended September 30, 2024 and the comparable periods in 2023 is as follows:

 
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
Reconciliation of Non-GAAP Financial Measure
2024
   
2023
   
2024
   
2023
 
 
(In thousands)
 
Net income (loss)
 
$
(1,998
)
 
$
1,759
   
$
(4,680
)
 
$
2,057
 
Income tax expense (benefit)
   
(456
)
   
379
     
(1,129
)
   
480
 
Realized investment gains, net
   
(4
)
   
     
(17
)
   
(70
)
Unrealized losses on equity securities, net
   
1,746
     
1,486
     
1,617
     
3,367
 
Non-GAAP operating income (loss)
 
$
(712
)
 
$
3,624
   
$
(4,209
)
 
$
5,834
 

On a consolidated basis, the Company had net loss of $2.0 million, or $(0.10) per diluted share, for the three month period ended September 30, 2024, compared to net income of $1.8 million, or $0.08 per diluted share, for the three month period ended September 30, 2023.  The Company had net loss of $4.7 million, or $(0.24) per diluted share, for the nine month period ended September 30, 2024, compared to net income of $2.1 million, or $0.09 per diluted share, for the nine month period ended September 30, 2023.  The increase in net loss for the three month and nine month periods ended September 30, 2024  was primarily the result of unfavorable loss experience in the life and health operations due to an increase in incurred losses in the group life and Medicare supplement lines of business, as well as in the property and casualty operations due to the frequency and severity of claims in the automobile liability line of business, from the comparable periods in 2023.

For the three month period ended September 30, 2024, premium revenue increased slightly to $43.8 million from $43.7 million in the comparable period in 2023.  For the nine month period ended September 30, 2024, premium revenue decreased $2.6 million, or 1.9%, to $133.3 million from $135.9 million in the comparable period in 2023.  The decrease in premium revenue during the nine month period ended September 30, 2024 was primarily attributable to a decrease in the Medicare supplement insurance premiums in the life and health operations.

Operating income decreased $4.3 million in the three month period ended September 30, 2024 from the three month period ended September 30, 2023.  For the nine month period ended September 30, 2024, operating income decreased $10.0 million from the comparable period in 2023.  The decrease in operating income for the three month and nine month periods ended September 30, 2024 was primarily the result of an unfavorable loss experience in the life and health operations due to an increase in incurred losses in the group life and Medicare supplement lines of business, as previously mentioned. Also contributing to the decrease in operating income was an unfavorable loss experience in the property and casualty operations due to the frequency and severity of claims in the automobile liability line of business, as previously mentioned, as well as in the automobile physical damage line of business.

A more detailed analysis of the individual operating segments and other corporate activities follows.

American Southern

The following summarizes American Southern’s premiums, losses, expenses and underwriting ratios for the three month and nine month periods ended September 30, 2024 and the comparable periods in 2023:

   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
   
2024
   
2023
 
   
(Dollars in thousands)
 
Gross written premiums
 
$
8,533
   
$
10,860
   
$
53,502
   
$
58,365
 
Ceded premiums
   
(1,435
)
   
(1,501
)
   
(4,393
)
   
(4,476
)
Net written premiums
 
$
7,098
   
$
9,359
   
$
49,109
   
$
53,889
 
Net earned premiums
 
$
16,214
   
$
16,571
   
$
51,636
   
$
51,662
 
Insurance benefits and losses incurred
   
13,984
     
11,881
     
41,025
     
38,089
 
Commissions and underwriting expenses
   
3,826
     
4,335
     
11,911
     
12,906
 
Underwriting income (loss)
 
$
(1,596
)
 
$
355
   
$
(1,300
)
 
$
667
 
Loss ratio
   
86.2
%
   
71.7
%
   
79.5
%
   
73.7
%
Expense ratio
   
23.6
     
26.2
     
23.1
     
25.0
 
Combined ratio
   
109.8
%
   
97.9
%
   
102.6
%
   
98.7
%

Gross written premiums at American Southern decreased $2.3 million, or 21.4%, during the three month period ended September 30, 2024 and decreased $4.9 million, or 8.3%, during the nine month period ended September 30, 2024, from the comparable periods in 2023. The decrease in gross written premiums during the three month and nine month periods ended September 30, 2024 was primarily attributable to the decrease in premiums written in the automobile liability line of business due to the non-renewal of a program, as well as a decrease in premiums written in the automobile physical damage line of business due to a decline in demand within the trucking industry. Also contributing to the decrease in gross written premiums was a decrease in premiums written in the surety line of business due to construction slowdowns in certain regions.

Ceded premiums decreased $0.1 million, or 4.4%, during the three month period ended September 30, 2024 and decreased $0.1 million, or 1.9%, during the nine month period ended September 30, 2024, from the comparable periods in 2023. American Southern’s ceded premiums are typically determined as a percentage of earned premiums and generally fluctuate as earned premiums increase or decrease or retentions levels change.

The following presents American Southern’s net earned premiums by line of business for the three month and nine month periods ended September 30, 2024 and the comparable periods in 2023:

   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
   
2024
   
2023
 
   
(In thousands)
 
Automobile liability
 
$
9,659
   
$
9,455
   
$
31,311
   
$
29,270
 
Automobile physical damage
   
3,056
     
3,534
     
9,678
     
11,574
 
General liability
   
1,529
     
1,399
     
4,550
     
4,250
 
Surety
   
1,377
     
1,592
     
4,336
     
4,696
 
Other lines
   
593
     
591
     
1,761
     
1,872
 
Total
 
$
16,214
   
$
16,571
   
$
51,636
   
$
51,662
 

Net earned premiums decreased $0.4 million, or 2.2%, during the three month period ended September 30, 2024, and decreased slightly during the nine month period ended September 30, 2024, over the comparable periods in 2023. The decrease in net earned premiums during the three month and nine month periods ended September 30, 2024 was primarily attributable to a decrease in earned premiums in the automobile physical damage line of business due to a decline in demand within the trucking industry as previously mentioned. Premiums are earned ratably over their respective policy terms, and therefore premiums earned in the current year are related to policies written during both the current year and immediately preceding year.

The performance of an insurance company is often measured by its combined ratio. The combined ratio represents the percentage of losses, loss adjustment expenses and other expenses that are incurred for each dollar of premium earned by the company. A combined ratio of under 100% represents an underwriting profit while a combined ratio of over 100% indicates an underwriting loss. The combined ratio is divided into two components, the loss ratio (the ratio of losses and loss adjustment expenses incurred to premiums earned) and the expense ratio (the ratio of expenses incurred to premiums earned).

Insurance benefits and losses incurred at American Southern increased $2.1 million, or 17.7%, during the three month period ended September 30, 2024, and increased $2.9 million, or 7.7%, during the nine month period ended September 30, 2024, over the comparable periods in 2023. As a percentage of earned premiums, insurance benefits and losses incurred were 86.2% in the three month period ended September 30, 2024, compared to 71.7% in the three month period ended September 30, 2023.  For the nine month period ended September 30, 2024, this ratio increased to 79.5% from 73.7% in the comparable period in 2023.  The increase in the loss ratio during the three month and nine month periods ended September 30, 2024 was mainly due to an increase in the frequency and severity of claims in the automobile liability line of business.  Partially offsetting the increase in the loss ratio was a decrease in the general liability line of business due to favorable reserve development, as a well as a decrease in loss adjustment expenses related to a decline in claims costs.

Commissions and underwriting expenses decreased $0.5 million, or 11.7%, during the three month period ended September 30, 2024, and $1.0 million, or 7.7% during the nine month period ended September 30, 2024, over the comparable periods in 2023. As a percentage of earned premiums, underwriting expenses were 23.6% in the three month period ended September 30, 2024, compared to 26.2% in the three month period ended September 30, 2023. For the nine month period ended September 30, 2024, this ratio decreased to 23.1% from 25.0% in the comparable period in 2023.  The decrease in the expense ratio during the three month and nine month periods ended September 30, 2024 was primarily due to American Southern’s use of a variable commission structure with certain agents, which compensates the participating agents in relation to the loss ratios of the business they write. During periods in which the loss ratio decreases, commissions and underwriting expenses will generally increase, and conversely, during periods in which the loss ratio increases, commissions and underwriting expenses will generally decrease.   During the three month and nine month periods ended September 30, 2024, variable commissions at American Southern decreased by $0.3 million and $0.9 million, respectively, from the comparable periods in 2023 due to an unfavorable loss experience from accounts subject to variable commissions.

Bankers Fidelity

The following summarizes Bankers Fidelity’s earned premiums, losses, expenses and underwriting ratios for the three month and nine month periods ended September 30, 2024 and the comparable periods in 2023:

   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
   
2024
   
2023
 
   
(Dollars in thousands)
 
Medicare supplement
 
$
31,238
   
$
32,957
   
$
93,408
   
$
100,815
 
Other health products
   
4,249
     
3,525
     
11,697
     
10,907
 
Life insurance
   
5,385
     
4,619
     
16,124
     
14,691
 
Gross earned premiums
   
40,872
     
41,101
     
121,229
     
126,413
 
Ceded premiums
   
(13,304
)
   
(13,926
)
   
(39,538
)
   
(42,169
)
Net earned premiums
   
27,568
     
27,175
     
81,691
     
84,244
 
Insurance benefits and losses incurred
   
16,776
     
14,937
     
53,467
     
48,554
 
Commissions and underwriting expenses
   
9,980
     
8,810
     
30,756
     
30,373
 
Total expenses
   
26,756
     
23,747
     
84,223
     
78,927
 
Underwriting income (loss)
 
$
812
   
$
3,428
   
$
(2,532
)
 
$
5,317
 
Loss ratio
   
60.9
%
   
55.0
%
   
65.5
%
   
57.6
%
Expense ratio
   
36.2
     
32.4
     
37.6
     
36.1
 
Combined ratio
   
97.1
%
   
87.4
%
   
103.1
%
   
93.7
%

Net earned premium revenue at Bankers Fidelity increased $0.4 million, or 1.4%, during the three month period ended September 30, 2024, and decreased $2.6 million, or 3.0%, during the nine month period ended September 30, 2024, from the comparable periods in 2023. Gross earned premiums from the Medicare supplement line of business decreased $1.7 million, or 5.2%, during the three month period ended September 30, 2024, and $7.4 million, or 7.3%, during the nine month period ended September 30, 2024, due primarily to non-renewals exceeding the level of new business writings. Other health product premiums increased $0.7 million, or 20.5%, during the three month period ended September 30, 2024, and $0.8 million, or 7.2%, during the nine month period ended September 30, 2024, over the comparable periods in 2023, primarily due to new sales. Gross earned premiums from the life insurance line of business increased $0.8 million, or 16.6%, during the three month period ended September 30, 2024, and $1.4 million, or 9.8%, during the nine month period ended September 30, 2024, over the comparable periods in 2023, primarily due to an increase in the group life products premium.  Partially offsetting this increase was a decrease in individual life products premium, resulting from the redemption and settlement of existing individual life policy obligations exceeding the level of new individual life sales.  Ceded premiums decreased $0.6 million, or 4.5%, during the three month period ended September 30, 2024 and $2.6 million, or 6.2%, during the nine month period ended September 30, 2024, from the comparable periods in 2023.  The decrease in ceded premiums for the three month and nine month periods ended September 30, 2024 was due to a decrease in Medicare supplement premiums subject to reinsurance.

Insurance benefits and losses incurred increased $1.8 million, or 12.3%, during the three month period ended September 30, 2024, and increased $4.9 million, or 10.1%, during the nine month period ended September 30, 2024, from the comparable periods in 2023.  As a percentage of earned premiums, benefits and losses were 60.9% in the three month period ended September 30, 2024, compared to 55.0% in the three month period ended September 30, 2023.  For the nine month period ended September 30, 2024, this ratio increased to 65.5% from 57.6% in the comparable period in 2023.  The increase in the loss ratio for the three month and nine month periods ended September 30, 2024 was primarily due to an increase in reserves in the group life line of business, as well as an increase in paid claims in relation to premiums within the Medicare supplement line of business.

Commissions and underwriting expenses increased $1.2 million, or 13.3%, during the three month period ended September 30, 2024, and increased $0.4 million, or 1.3%, during the nine month period ended September 30, 2024, over the comparable periods in 2023.  As a percentage of earned premiums, underwriting expenses were 36.2% in the three month period ended September 30, 2024, compared to 32.4% in the three month period ended September 30, 2023.  For the nine month period ended September 30, 2024, this ratio increased to 37.6% from 36.1% in the comparable period in 2023. The increase in the expense ratio for the three month period ended September 30, 2024 was primarily due to an increase in administrative costs related to the growth in the group lines of business.    Partially offsetting the increase in the expense ratio was a decrease in commission expenses in the group life line of business, coupled with a decrease in the Medicare supplement line of business as a result of non-renewals exceeding the level of new business writings, as previously mentioned.

Net Investment Income and Realized Gains

Investment income increased $0.2 million, or 6.5%, during the three month period ended September 30, 2024, and increased slightly during the nine month period ended September 30, 2024, over the comparable periods in 2023. The increase in investment income in the three month and nine month periods ended September 30, 2024, from the comparable periods in 2023, was primarily attributable to a net loss in a certain investment within the Company's limited liability companies of $0.3 million in the three month and nine month periods ended September 30, 2023, which did not occur in the comparable periods in 2024.

The Company had net realized investment gains of less than $0.1 million during the three month period ended September 30, 2024, compared to no net realized investment gains during the three month period ended September 30, 2023.  The Company had net realized investment gains of less than $0.1 million during the nine month period ended September 30, 2024 and net realized investment gains of $0.1 million during the nine month period ended September 30, 2023.  The net realized investment gains during the three month and nine month periods ended September 30, 2023 resulted primarily from the redemption of several of the Company’s investments in fixed maturity securities. Management continually evaluates the Company’s investment portfolio and makes adjustments for credit losses and/or divests investments as may be determined to be appropriate.

Unrealized Losses on Equity Securities

Investments in equity securities are measured at fair value at the end of the reporting period, with any changes in fair value reported in net income during the period. The Company recognized net unrealized losses on equity securities of $1.7 million during the three month period ended September 30, 2024 and unrealized losses on equity securities of $1.5 million during the three month period ended September 30, 2023.  The Company recognized net unrealized losses on equity securities of $1.6 million during the nine month period ended September 30, 2024 and unrealized losses on equity securities of $3.4 million during the nine month period ended September 30, 2023.  Changes in unrealized losses on equity securities for the applicable periods are the result of fluctuations in the market value of the Company’s equity securities.

Interest Expense

Interest expense increased slightly during the three month period ended September 30, 2024, and $0.2 million, or 7.6%, during the nine month period ended September 30, 2024, from the comparable periods in 2023. Changes in interest expense were primarily due to changes in the Secured Overnight Financing Rate (“SOFR”) published by CME Group Benchmark Administration Limited, as the interest rates on the Company’s outstanding junior subordinated deferrable interest debentures (“Junior Subordinated Debentures”) and the revolving credit facility utilize SOFR as the reference rate.

Liquidity and Capital Resources

The primary cash needs of the Company are for the payment of claims and operating expenses, maintaining adequate statutory capital and surplus levels, and meeting debt service requirements. Current and expected patterns of claim frequency and severity may change from period to period but generally are expected to continue within historical ranges. The Company’s primary sources of cash are written premiums, investment income and proceeds from the sale and maturity of its invested assets. The Company believes that, within each operating company, total invested assets will be sufficient to satisfy all policy liabilities and that cash inflows from investment earnings, future premium receipts and reinsurance collections will be adequate to fund the payment of claims and operating expenses as needed.

Cash flows at the Parent are derived from dividends, management fees, and tax-sharing payments, as described below, from the subsidiaries. The principal cash needs of the Parent are for the payment of operating expenses, the acquisition of capital assets and debt service requirements, as well as the repurchase of shares and payments of any dividends as may be authorized and approved by the Company’s board of directors from time to time. At September 30, 2024, the Parent had approximately $7.4 million of unrestricted cash and investments.

The Parent’s insurance subsidiaries reported statutory net income of $2.0 million for the nine month period ended September 30, 2024, compared to statutory net income of $8.9 million for the nine month period ended September 30, 2023. Statutory results are impacted by the recognition of all costs of acquiring business. In periods in which the Company’s first year premiums increase, statutory results are generally lower than results determined under GAAP. Statutory results for the Company’s property and casualty operations may differ from the Company’s results of operations under GAAP due to the deferral of acquisition costs for financial reporting purposes. The Company’s life and health operations’ statutory results may differ from GAAP results primarily due to the deferral of acquisition costs for financial reporting purposes, as well as the use of different reserving methods.

Over 90% of the invested assets of the Parent’s insurance subsidiaries are invested in marketable securities that can be converted into cash, if required; however, the use of such assets by the Company is limited by state insurance regulations. Dividend payments to a parent corporation by its wholly owned insurance subsidiaries are subject to annual limitations and are restricted to 10% of statutory surplus or statutory earnings before recognizing realized investment gains of the individual insurance subsidiaries. At September 30, 2024, American Southern had $50.4 million of statutory capital and surplus and Bankers Fidelity had $31.0 million of statutory capital and surplus. In 2024, dividend payments by the Parent’s insurance subsidiaries in excess of $8.8 million would require prior approval. Through September 30, 2024, the Parent received dividends of $8.1 million from its subsidiaries.

The Parent provides certain administrative and other services to each of its insurance subsidiaries. The amounts charged to and paid by the subsidiaries include reimbursements for various shared services and other expenses incurred directly on behalf of the subsidiaries by the Parent. In addition, there is in place a formal tax-sharing agreement between the Parent and its insurance subsidiaries. As a result of the Parent’s tax loss, it is anticipated that the tax-sharing agreement will continue to provide the Parent with additional funds from profitable subsidiaries to assist in meeting its cash flow obligations.

The Company has two statutory trusts which exist for the exclusive purpose of issuing trust preferred securities representing undivided beneficial interests in the assets of the trusts and investing the gross proceeds of the trust preferred securities in Junior Subordinated Debentures. The outstanding $18.0 million and $15.7 million of Junior Subordinated Debentures mature on December 4, 2032 and May 15, 2033, respectively, are callable quarterly, in whole or in part, only at the option of the Company, and have an interest rate of 3-month CME Term SOFR plus applicable tenor spread of 0.26161% plus an applicable margin. The margin ranges from 4.00% to 4.10%. At September 30, 2024, the effective interest rate was 9.39%.  The obligations of the Company with respect to the issuances of the trust preferred securities represent a full and unconditional guarantee by the Parent of each trust’s obligations with respect to the trust preferred securities. Subject to certain exceptions and limitations, the Company may elect from time to time to defer Junior Subordinated Debenture interest payments, which would result in a deferral of distribution payments on the related trust preferred securities. As of September 30, 2024, the Company has not made such an election.

The Company intends to pay its obligations under the Junior Subordinated Debentures using existing cash balances, dividend and tax-sharing payments from the operating subsidiaries, or from existing or potential future financing arrangements.

At September 30, 2024, the Company had 55,000 shares of Series D preferred stock (“Series D Preferred Stock”) outstanding. All of the shares of Series D Preferred Stock are held by an affiliate of the Company’s controlling shareholder. The outstanding shares of Series D Preferred Stock have a stated value of $100 per share; accrue annual dividends at a rate of $7.25 per share (payable in cash or shares of the Company’s common stock at the option of the board of directors of the Company) and are cumulative. In certain circumstances, the shares of the Series D Preferred Stock may be convertible into an aggregate of approximately 1,378,000 shares of the Company’s common stock, subject to certain adjustments and provided that such adjustments do not result in the Company issuing more than approximately 2,703,000 shares of common stock without obtaining prior shareholder approval; and are redeemable solely at the Company’s option. The Series D Preferred Stock is not currently convertible. At September 30, 2024, the Company had accrued but unpaid dividends on the Series D Preferred Stock totaling $0.3 million.

Bankers Fidelity Life Insurance Company (''BFLIC") is a member of the Federal Home Loan Bank of Atlanta ("FHLB"), for the primary purpose of enhancing financial flexibility. As a member, BFLIC can obtain access to low-cost funding and also receive dividends on FHLB stock. The membership arrangement provides for credit availability of five percent of statutory admitted assets, or approximately $8.2 million, as of September 30, 2024. Additional FHLB stock purchases may be required based upon the amount of funds borrowed from the FHLB.  As of September 30, 2024, BFLIC has pledged bonds having an amortized cost of $9.3 million to the FHLB.  BFLIC may be required to post additional acceptable forms of collateral for any borrowings that it makes in the future from the FHLB.  As of September 30, 2024, BFLIC does not have any outstanding borrowings from the FHLB.

On May 12, 2021, the Company entered into a Revolving Credit Agreement with Truist Bank as the lender (the “Lender”). The Revolving Credit Agreement provides for an unsecured $10.0 million revolving credit facility that originally matured on April 12, 2024. On March 22, 2024, the Company entered into a First Amendment (the "Amendment") to its Revolving Credit Agreement (as amended, the “Credit Agreement”) with the Lender. The Amendment, among other things, (a) updates the interest rate provisions to memorialize that the Company pays interest on the unpaid principal balance of outstanding revolving loans at the Adjusted Term SOFR rate (as defined in the Credit Agreement), plus 2.00%, (b) extends the maturity date of the revolving credit facility to March 22, 2027, (c) requires the monthly payment of an unused commitment fee of 0.2% of the unused facility amount, and (d) requires that the Company maintain a consolidated net worth of not less than $64.2 million. Except as modified by the Amendment, the existing terms of the original Credit Agreement remain in effect.

The Credit Agreement requires the Company to comply with certain covenants, including a debt to capital ratio that restricts the Company from incurring consolidated indebtedness that exceeds 35% of the Company’s consolidated capitalization at any time and maintaining a minimum consolidated net worth, as previously mentioned. The Credit Agreement also contains customary representations and warranties and events of default. Events of default include, among others, (a) the failure by the Company to pay any amounts owed under the Credit Agreement when due, (b) the failure to perform and not timely remedy certain covenants, (c) a change in control of the Company and (d) the occurrence of bankruptcy or insolvency events. Upon an event of default, the Lender may, among other things, declare all obligations under the Credit Agreement immediately due and payable and terminate the revolving commitments.  As of September 30, 2024 and December 31, 2023, the Company had outstanding borrowings of $4.0 and $3.0 million, respectively, under the Credit Agreement.

Cash and cash equivalents decreased from $28.3 million at December 31, 2023 to $23.0 million at September 30, 2024. The decrease in cash and cash equivalents during the nine month period ended September 30, 2024 was primarily attributable to net cash used in operating activities of $4.8 million. Also contributing to the decrease in cash and cash equivalents was net cash used in investing activities of $1.0 million primarily as a result of investment purchases exceeding investment sales and maturity of securities. Partially offsetting the decrease in cash and cash equivalents was net cash provided by financing activities of $0.6 million primarily as a result of proceeds from bank financing.

The Company believes that existing cash balances as well as the dividends, fees, and tax-sharing payments it expects to receive from its subsidiaries and, if needed, borrowings under its credit facilities or additional borrowings from financial institutions, will enable the Company to meet its liquidity requirements for the foreseeable future. Management is not aware of any current recommendations by regulatory authorities, which, if implemented, would have a material adverse effect on the Company’s liquidity, capital resources or operations.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Securities Exchange Act of 1934 (the “Exchange Act”) reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Management necessarily applies its judgment in assessing the costs and benefits of such controls and procedures, which, by their nature, can provide only reasonable assurance regarding management’s control objectives. The Company’s management, including the Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures can prevent all possible errors or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. There are inherent limitations in all control systems, including the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple errors or mistakes. Additionally, controls can be circumvented by the intentional acts of one or more persons. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and, while our disclosure controls and procedures are designed to be effective under circumstances where they should reasonably be expected to operate effectively, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Because of the inherent limitations in any control system, misstatements due to possible errors or fraud may occur and may not be detected.

As of the end of the period covered by this report, an evaluation was performed under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act). Based on that evaluation, management, including the Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures were not effective as of that date due to a material weakness in internal control over financial reporting described below.

Remediation of Material Weakness in Internal Control Over Financial Reporting

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. The Company’s internal control over financial reporting system has been designed to provide reasonable assurance regarding the reliability and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Management recognizes that there are inherent limitations in the effectiveness of any internal control system. Because of its inherent limitations, internal control over financial reporting may not prevent or detect all misstatements. Furthermore, the application of any evaluations of effectiveness on future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

As previously disclosed in Part II, Item 9A. “Controls and Procedures” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, we identified certain deficiencies in internal control that we believe rise to the level of a material weakness. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. Specifically, management determined that the design of the controls surrounding the process of reviewing insurance reserves and deferred acquisition costs within the Company’s life and health segment was not effective.  This deficiency in design did not enable the timely detection of anomalies in these values at the level of precision necessary to detect misstated values that may be material.

Notwithstanding these deficiencies, management believes that, as a result of the actions taken by management to address and correct these deficiencies prior to the completion and filing of the relevant periodic reports for those periods, and the effective operation of other internal controls over financial reporting, the material weakness did not result in any identified material misstatements to our financial statements.  As a result, there were no changes to any of our previously-released financial statements.

The Company is currently in the process of remediating the material weakness as described above, which remediation efforts began in the quarter ended March 31, 2024, and continued through the quarter ended September 30, 2024.  During the quarter ended September 30, 2024, management instituted a systematic review of the components of underwriting income for the Company’s life products.  An array of analytical reports designed to help identify potential anomalous actuarial values for these products was implemented during the quarter ended September 30, 2024, and is a key component of this review.  Based on this review, management did not identify any material misstatement in the Company’s financial statements.

The Company has continued the development of a system to perform calculations independently of the actuarial models. This system is intended to verify that the product parameters and actuarial assumptions are properly reflected in the reported values.  It is currently expected that this system will be operational by December 31, 2024.

Changes in Internal Control Over Financial Reporting

Other than the remediation efforts described above, there were no changes in the Company’s internal control over financial reporting during the quarter ended September 30, 2024 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities

On October 31, 2016, the Board of Directors of the Company approved a plan that allows for the repurchase of up to 750,000 shares of the Company's common stock (the "Repurchase Plan") on the open market or in privately negotiated transactions, as determined by an authorized officer of the Company. Any such repurchases can be made from time to time in accordance with applicable securities laws and other requirements.

During the three month period ending September 30, 2024 no purchases of common stock of the Company were made by or on behalf of the Company pursuant to the Repurchase Plan.  The maximum number of shares that may yet be purchased under the Repurchase Plan was 325,129 as of September 30, 2024.

On May 24, 2022, the Company’s shareholders approved the 2022 Equity and Incentive Compensation Plan (the “2022 Plan”). The 2022 Plan authorizes the grant of up to 3,000,000 stock options, stock appreciation rights, restricted shares, restricted stock units, performance shares, performance units and other awards, and succeeded the 2012 Plan for the purpose of providing the Company’s non-employee directors, consultants, officers and other employees incentives and rewards for performance and service.

The table below sets forth information regarding repurchases by the Company of shares of its common stock on a monthly basis during the three month period ending September 30, 2024.

Period
 
Total Number
of Shares
Purchased
   
Average
Price Paid
per Share
   
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
or Programs
   
Maximum Number
of Shares that may
Yet be Purchased
Under the Plans
or Programs
 
July 1 – July 31, 2024
   
   
$
     
     
325,129
 
August 1 – August 31, 2024
   
     
     
     
325,129
 
September 1 – September 30, 2024
   
     
     
     
325,129
 
Total
   
   
$
     
         

Item 5. Other Information

None of the Company's directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the quarter ended September 30, 2024, as such terms are defined under Item 408(a) of Regulation S-K.

Item 6. Exhibits

Certification of the Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
   
Certification of the Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
   
Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
   
101. INS
Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
   
101. SCH
Inline XBRL Taxonomy Extension Schema Document.
   
101. CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
   
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document.
   
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document.
   
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
   
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

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 thereunto duly authorized.

 
ATLANTIC AMERICAN CORPORATION
 
(Registrant)
 
       
Date: November 12, 2024
By:
/s/ J. Ross Franklin
 
   
J. Ross Franklin
   
Vice President and Chief Financial Officer
   
(Principal Financial and Accounting Officer)


28


EXHIBIT 31.1

CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Hilton H. Howell, Jr., certify that:


1.
I have reviewed this report on Form 10-Q of Atlantic American Corporation;


2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;


3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;


4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:


a)
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;


b)
 designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;


c)
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and


d)
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and


5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):


a)
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and


b)
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 12, 2024
/s/ Hilton H. Howell, Jr.
 
Hilton H. Howell, Jr.
 
President and Chief Executive Officer




EXHIBIT 31.2

CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, J. Ross Franklin, certify that:


1.
I have reviewed this report on Form 10-Q of Atlantic American Corporation;


2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;


3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;


4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:


a)
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;


b)
 designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;


c)
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and


d)
 disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and


5.
 The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):


a)
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and


b)
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 12, 2024
/s/ J. Ross Franklin
 
J. Ross Franklin
 
Vice President and
 
Chief Financial Officer




EXHIBIT 32.1

Certifications Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in connection with the filing of the Quarterly Report on Form 10-Q of Atlantic American Corporation (the “Company”) for the quarterly period ended September 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned officers of the Company certifies, that, to such officer’s knowledge:


(1)
The Report fully complies with the requirements of Section 13 (a) or 15 (d) of the Securities Exchange Act of 1934; and


(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Report.

Date:
November 12, 2024
/s/ Hilton H. Howell, Jr.
 
 
Hilton H. Howell, Jr.
 
 
President and Chief Executive Officer
 
     
Date:
November 12, 2024
/s/ J. Ross Franklin
 
 
J. Ross Franklin
 
 
Vice President and
 
 
Chief Financial Officer
 

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.



v3.24.3
Document and Entity Information - shares
9 Months Ended
Sep. 30, 2024
Oct. 31, 2024
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2024  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q3  
Document Transition Report false  
Entity File Number 0-3722  
Entity Registrant Name ATLANTIC AMERICAN CORP  
Entity Central Index Key 0000008177  
Entity Incorporation, State or Country Code GA  
Entity Tax Identification Number 58-1027114  
Entity Address, Address Line One 4370 Peachtree Road, N.E.  
Entity Address, City or Town Atlanta  
Entity Address, State or Province GA  
Entity Address, Postal Zip Code 30319  
City Area Code 404  
Local Phone Number 266-5500  
Title of 12(b) Security Common Stock, par value $1.00 per share  
Trading Symbol AAME  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   20,399,758
v3.24.3
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
ASSETS    
Cash and cash equivalents $ 23,035 $ 28,301
Investments:    
Fixed maturities, available-for-sale, at fair value (amortized cost: $237,207 and $238,626; no allowance for credit losses) 221,696 218,219
Equity securities, at fair value (cost: $4,940 and $4,936) 7,800 9,413
Other invested assets (cost: $9,300 and $6,982) 8,205 6,381
Policy loans 1,738 1,778
Real estate 38 38
Investment in unconsolidated trusts 1,238 1,238
Total investments 240,715 237,067
Receivables:    
Reinsurance (net of allowance for expected credit losses of $53 and $61) 21,600 21,103
Insurance premiums and other (net of allowance for expected credit losses of $215 and $217) 30,492 23,690
Deferred income taxes, net 16,079 15,682
Deferred acquisition costs 44,284 43,850
Other assets 8,240 9,028
Intangibles 2,544 2,544
Total assets 386,989 381,265
Insurance reserves and policyholder funds:    
Future policy benefits 97,077 92,495
Unearned premiums 28,972 31,317
Losses and claims 91,864 87,478
Other policy liabilities 969 1,132
Total insurance reserves and policyholder funds 218,882 212,422
Accounts payable and accrued expenses 24,586 24,811
Revolving credit facility 4,024 3,019
Junior subordinated debenture obligations, net 33,738 33,738
Total liabilities 281,230 273,990
Commitments and contingencies (Notes 3 and 12)
Shareholders' equity:    
Preferred stock, $1 par, 4,000,000 shares authorized; Series D preferred, 55,000 shares issued and outstanding; $5,500 redemption value 55 55
Common stock, $1 par, 50,000,000 shares authorized; shares issued: 22,400,894; shares outstanding: 20,399,758 and 20,402,288 22,401 22,401
Additional paid-in capital 57,425 57,425
Retained earnings 45,543 50,929
Accumulated other comprehensive loss (12,253) (16,121)
Unearned stock grant compensation (4) (13)
Treasury stock, at cost: 2,001,136 and 1,998,606 shares (7,408) (7,401)
Total shareholders' equity 105,759 107,275
Total liabilities and shareholders' equity $ 386,989 $ 381,265
v3.24.3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Investments:    
Fixed maturities, cost $ 237,207 $ 238,626
Allowance for credit losses 0 0
Equity securities, cost 4,940 4,936
Other invested assets, cost 9,300 6,982
Receivables:    
Reinsurance, allowance for expected credit losses 53 61
Insurance premiums and other, allowance for expected credit losses/allowance for doubtful accounts $ 215 $ 217
Shareholders' equity:    
Preferred stock, par value (in dollars per share) $ 1 $ 1
Preferred stock, shares authorized (in shares) 4,000,000 4,000,000
Preferred stock, shares issued (in shares) 55,000 55,000
Preferred stock, shares outstanding (in shares) 55,000 55,000
Preferred stock, redemption value $ 5,500 $ 5,500
Common stock, par value (in dollars per share) $ 1 $ 1
Common stock, shares authorized (in shares) 50,000,000 50,000,000
Common stock, shares issued (in shares) 22,400,894 22,400,894
Common stock, shares outstanding (in shares) 20,399,758 20,402,288
Treasury stock, at cost (in shares) 2,001,136 1,998,606
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Revenue:        
Insurance premiums, net $ 43,782 $ 43,746 $ 133,327 $ 135,906
Net investment income 2,477 2,325 7,449 7,425
Realized investment gains, net 4 0 17 70
Unrealized losses on equity securities, net (1,746) (1,486) (1,617) (3,367)
Other income 2 6 8 14
Total revenue 44,519 44,591 139,184 140,048
Benefits and expenses:        
Insurance benefits and losses incurred 30,760 26,818 94,492 86,643
Commissions and underwriting expenses 11,490 11,064 35,740 36,830
Interest expense 869 850 2,591 2,407
Other expense 3,854 3,721 12,170 11,631
Total benefits and expenses 46,973 42,453 144,993 137,511
Income (loss) before income taxes (2,454) 2,138 (5,809) 2,537
Income tax expense (benefit) (456) 379 (1,129) 480
Net income (loss) (1,998) 1,759 (4,680) 2,057
Preferred stock dividends (100) (100) (299) (299)
Net income (loss) applicable to common shareholders $ (2,098) $ 1,659 $ (4,979) $ 1,758
Earnings (loss) per common share (basic) (in dollars per share) $ (0.1) $ 0.08 $ (0.24) $ 0.09
Earnings (loss) per common share (diluted) (in dollars per share) $ (0.1) $ 0.08 $ (0.24) $ 0.09
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) [Abstract]        
Net income (loss) $ (1,998) $ 1,759 $ (4,680) $ 2,057
Available-for-sale fixed maturity securities:        
Gross unrealized holding gains (losses) arising in the period 9,095 (7,604) 4,913 (6,038)
Related income tax effect (1,910) 1,596 (1,032) 1,267
Subtotal 7,185 (6,008) 3,881 (4,771)
Less: reclassification adjustment for net realized gains included in net income (loss) (4) 0 (17) (70)
Related income tax effect 1 0 4 15
Subtotal (3) 0 (13) (55)
Total other comprehensive income (loss), net of tax 7,182 (6,008) 3,868 (4,826)
Total comprehensive income (loss) $ 5,184 $ (4,249) $ (812) $ (2,769)
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($)
$ in Thousands
Preferred Stock [Member]
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Retained Earnings [Member]
Cumulative Effect, Period of Adoption, Adjustment [Member]
Accumulated Other Comprehensive Loss [Member]
Unearned Stock Grant Compensation [Member]
Treasury Stock [Member]
Total
Balance, beginning of period at Dec. 31, 2022 $ 55 $ 22,401 $ 57,425 $ 51,982 $ (75) $ (22,149) $ (132) $ (7,389)  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Accounting Standards Update [Extensible Enumeration]         ASU 2016-13 [Member]        
Net income (loss)       2,057         $ 2,057
Other comprehensive income (loss), net of tax           (4,826)     (4,826)
Dividends on common stock       (408)          
Dividends accrued on preferred stock       (299)          
Amortization of unearned compensation             116    
Net shares acquired related to employee share-based compensation plans               (12)  
Balance, end of period at Sep. 30, 2023 55 $ 22,401 57,425 53,257   (26,975) (16) (7,401) $ 98,746
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Dividends declared on common stock per share (in dollars per share)                 $ 0.02
Balance, beginning of period (in shares) at Dec. 31, 2022   20,407,229              
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net shares acquired under employee share-based compensation plans (in shares)   (4,941)              
Balance, end of period (in shares) at Sep. 30, 2023   20,402,288              
Balance, beginning of period at Jun. 30, 2023 55 $ 22,401 57,425 52,006   (20,967) (33) (7,401)  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net income (loss)       1,759         $ 1,759
Other comprehensive income (loss), net of tax           (6,008)     (6,008)
Dividends on common stock       (408)          
Dividends accrued on preferred stock       (100)          
Amortization of unearned compensation             17    
Net shares acquired related to employee share-based compensation plans               0  
Balance, end of period at Sep. 30, 2023 55 $ 22,401 57,425 53,257   (26,975) (16) (7,401) $ 98,746
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Dividends declared on common stock per share (in dollars per share)                 $ 0.02
Balance, beginning of period (in shares) at Jun. 30, 2023   20,402,288              
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net shares acquired under employee share-based compensation plans (in shares)   0              
Balance, end of period (in shares) at Sep. 30, 2023   20,402,288              
Balance, beginning of period at Dec. 31, 2023 55 $ 22,401 57,425 50,929   (16,121) (13) (7,401) $ 107,275
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net income (loss)       (4,680)         (4,680)
Other comprehensive income (loss), net of tax           3,868     3,868
Dividends on common stock       (407)          
Dividends accrued on preferred stock       (299)          
Amortization of unearned compensation             9    
Net shares acquired related to employee share-based compensation plans               (7)  
Balance, end of period at Sep. 30, 2024 55 $ 22,401 57,425 45,543   (12,253) (4) (7,408) $ 105,759
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Dividends declared on common stock per share (in dollars per share)                 $ 0.02
Balance, beginning of period (in shares) at Dec. 31, 2023   20,402,288             20,402,288
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net shares acquired under employee share-based compensation plans (in shares)   (2,530)              
Balance, end of period (in shares) at Sep. 30, 2024   20,399,758             20,399,758
Balance, beginning of period at Jun. 30, 2024 55 $ 22,401 57,425 47,641   (19,435) (7) (7,408)  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net income (loss)       (1,998)         $ (1,998)
Other comprehensive income (loss), net of tax           7,182     7,182
Dividends on common stock       0          
Dividends accrued on preferred stock       (100)          
Amortization of unearned compensation             3    
Net shares acquired related to employee share-based compensation plans               0  
Balance, end of period at Sep. 30, 2024 $ 55 $ 22,401 $ 57,425 $ 45,543   $ (12,253) $ (4) $ (7,408) $ 105,759
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Dividends declared on common stock per share (in dollars per share)                 $ 0
Balance, beginning of period (in shares) at Jun. 30, 2024   20,399,758              
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net shares acquired under employee share-based compensation plans (in shares)   0              
Balance, end of period (in shares) at Sep. 30, 2024   20,399,758             20,399,758
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net (loss) income $ (4,680) $ 2,057
Adjustments to reconcile net (loss) income to net cash used in operating activities:    
(Additions to) amortization of acquisition costs, net (434) 355
Realized investment gains, net (17) (70)
Unrealized investment losses, net 1,617 3,367
Losses from equity method investees 494 343
Compensation expense related to share awards 9 116
(Benefit) provision for credit losses (10) 3
Depreciation and amortization 297 521
Deferred income tax benefit (1,425) (1,711)
Increase in receivables, net (7,289) (5,230)
Increase (decrease) in insurance reserves and policyholder funds 6,460 (663)
Decrease in accounts payable and accrued expenses (524) (2,644)
Other, net 689 13
Net cash used in operating activities (4,813) (3,543)
CASH FLOWS FROM INVESTING ACTIVITIES:    
Proceeds from investments sold 40 5,038
Proceeds from investments matured, called or redeemed 9,963 8,000
Investments purchased (10,916) (14,942)
Additions to property and equipment (126) (75)
Net cash used in investing activities (1,039) (1,979)
CASH FLOWS FROM FINANCING ACTIVITIES:    
Payment of dividends on common stock (407) (408)
Treasury stock acquired - net employee share-based compensation (7) (12)
Proceeds from revolving credit facility, net 1,000 1,000
Net cash provided by financing activities 586 580
Net decrease in cash and cash equivalents (5,266) (4,942)
Cash and cash equivalents at beginning of period 28,301 28,863
Cash and cash equivalents at end of period 23,035 23,921
SUPPLEMENTAL CASH FLOW INFORMATION:    
Cash paid for interest 2,600 2,370
Cash paid for income taxes $ 580 $ 2,026
v3.24.3
Basis of Presentation and Significant Accounting Policies
9 Months Ended
Sep. 30, 2024
Basis of Presentation and Significant Accounting Policies [Abstract]  
Basis of Presentation and Significant Accounting Policies
Note 1.
Basis of Presentation and Significant Accounting Policies


The accompanying unaudited condensed consolidated financial statements include the accounts of Atlantic American Corporation (the “Parent”) and its subsidiaries (collectively with the Parent, the “Company”). The Parent’s primary operating subsidiaries, American Southern Insurance Company and American Safety Insurance Company (together known as “American Southern”) and Bankers Fidelity Life Insurance Company, Bankers Fidelity Assurance Company and Atlantic Capital Life Assurance Company (together known as “Bankers Fidelity”), operate in two principal business units. American Southern operates in the property and casualty insurance market, while Bankers Fidelity operates in the life and health insurance market. All significant intercompany accounts and transactions have been eliminated in consolidation. The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for audited annual financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. The unaudited condensed consolidated financial statements included herein and these related notes should be read in conjunction with the Company’s consolidated financial statements, and the notes thereto, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Annual Report”). For more information regarding Significant Accounting Policies, see the “Summary of Significant Accounting Policies” section of Note 1 of Notes to Consolidated Financial Statements in the 2023 Annual Report. The Company’s financial condition and operating results as of and for the three month and nine month periods ended September 30, 2024 are not necessarily indicative of the financial condition or results of operations and cash flows that may be expected for the year ending December 31, 2024 or for any other future period.



The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates.  To the extent that the Company changes its accounting for, or presentation of, items in the financial statements, the presentation of such amounts in prior periods is changed to conform to the current period presentation, if appropriate, and disclosed, if material.
v3.24.3
Recently Issued Accounting Standards
9 Months Ended
Sep. 30, 2024
Recently Issued Accounting Standards [Abstract]  
Recently Issued Accounting Standards
Note 2.
Recently Issued Accounting Standards


Future Adoption of New Accounting Standards



For more information regarding accounting standards that the Company has not yet adopted, see the “Recently Issued Accounting Standards - Future Adoption of New Accounting Standards” section of Note 1 of Notes to Consolidated Financial Statements in the 2023 Annual Report.
v3.24.3
Investments
9 Months Ended
Sep. 30, 2024
Investments [Abstract]  
Investments
Note 3.
Investments
   

The following tables set forth the estimated fair value, gross unrealized gains, gross unrealized losses, allowance for credit losses (“ACL”) and cost or amortized cost of the Company’s investments in fixed maturities and equity securities, aggregated by type and industry, as of September 30, 2024 and December 31, 2023.
  

Fixed maturities were comprised of the following:
 
   
September 30, 2024
 
   
Estimated
Fair Value
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses
   
Allowance for
Credit Losses
   
Cost or
Amortized
Cost
 
Fixed maturities:
                             
Bonds:
                             
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
 
$
47,712
   
$
114
   
$
3,802
    $    
$
51,400
 
Obligations of states and political subdivisions
    7,998
      31
      1,166
            9,133
 
Corporate securities:
                                       
Utilities and telecom
    23,997
      343
      2,310
            25,964
 
Financial services
    60,596
      811
      3,323
            63,108
 
Other business – diversified
    35,873
      434
      2,450
            37,889
 
Other consumer – diversified
    45,300
      155
      4,375
            49,520
 
Total corporate securities
    165,766
      1,743
      12,458
            176,481
 
Redeemable preferred stocks:
                                       
Other consumer – diversified
    220
      27
     
            193
 
Total redeemable preferred stocks
    220
      27
     
            193
 
Total fixed maturities
  $ 221,696     $ 1,915     $ 17,426     $     $ 237,207  

   
December 31, 2023
 
   
Estimated
Fair Value
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses
   
Allowance for
Credit Losses
   
Cost or
Amortized
Cost
 
Fixed maturities:
                             
Bonds:
                             
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
 
$
50,059
   
$
63
   
$
4,944
   
$
    $ 54,940  
Obligations of states and political subdivisions
    8,106       15
      1,424
            9,515  
Corporate securities:
                                       
Utilities and telecom
    21,309       143       2,582             23,748  
Financial services
    59,584       560       4,931             63,955  
Other business – diversified
    34,386       403       2,940             36,923  
Other consumer – diversified
    44,570       87       4,870             49,353  
Total corporate securities
    159,849       1,193       15,323             173,979  
Redeemable preferred stocks:
                                       
Other consumer – diversified
    205       13                   192  
Total redeemable preferred stocks
    205       13                   192  
Total fixed maturities
  $ 218,219     $ 1,284     $ 21,691     $     $ 238,626  
  

Bonds having an amortized cost of $14,720 and $14,647 and included in the tables above were on deposit with insurance regulatory authorities as of September 30, 2024 and December 31, 2023, respectively, in accordance with statutory requirements. In addition, the Company maintains cash and cash equivalents on deposit with insurance regulatory authorities of $226 as of September 30, 2024 and December 31, 2023. Additionally, bonds having an amortized cost of $9,282 and $9,584 and included in the tables above were pledged as collateral to the Federal Home Loan Bank of Atlanta (“FHLB”) at September 30, 2024 and December 31, 2023, respectively.



Equity securities were comprised of the following:
   
 
September 30, 2024
 
 
Estimated
Fair Value
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Cost
 
Equity securities:
               
Common and non-redeemable preferred stocks:
               
Financial services
  $ 1,105     $ 798     $     $ 307  
Communications
    6,695
      2,062
     
      4,633
 
Total equity securities
  $ 7,800     $ 2,860     $     $ 4,940  

 
December 31, 2023
 
 
Estimated
Fair Value
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Cost
 
Equity securities:
               
Common and non-redeemable preferred stocks:
               
Financial services
  $ 924     $ 621     $     $ 303  
Communications
    8,489
      3,856
     
      4,633
 
Total equity securities
  $ 9,413     $ 4,477     $     $ 4,936  
    

The carrying value and amortized cost of the Company’s investments in fixed maturities at September 30, 2024 and December 31, 2023 by contractual maturity were as follows. Actual maturities may differ from contractual maturities because issuers may call or prepay obligations with or without call or prepayment penalties.
  
   
September 30, 2024
   
December 31, 2023
 
   
Carrying
Value
   
Amortized
Cost
   
Carrying
Value
   
Amortized
Cost
 
Due in one year or less
  $ 8,345     $ 8,377     $ 1,715     $ 1,750  
Due after one year through five years
    60,863
      61,888
      60,423
      62,423
 
Due after five years through ten years
    31,179
      32,624
      33,596
      36,752
 
Due after ten years
    89,027
      98,917
      86,857
      97,984
 
Asset backed securities
    32,282
      35,401
      35,628
      39,717
 
Totals
  $ 221,696     $ 237,207     $ 218,219     $ 238,626  
   

The following tables present the Company’s unrealized loss aging for securities by type and length of time the security was in a continuous unrealized loss position as of September 30, 2024 and December 31, 2023.
 
 
September 30, 2024
 
 
Less than 12 months
 
12 months or longer
 
Total
 
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
  $ 250     $     $ 34,170     $ 3,802     $ 34,420     $ 3,802  
Obligations of states and political subdivisions
                6,190       1,166       6,190       1,166  
Corporate securities
    870
      128
      132,367
      12,330
      133,237
      12,458
 
Total temporarily impaired securities
  $ 1,120     $ 128     $ 172,727     $ 17,298     $ 173,847     $ 17,426  
  
 
December 31, 2023
 
 
Less than 12 months
 
12 months or longer
 
Total
 
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
  $ 5,194     $ 37     $ 39,476     $ 4,907     $ 44,670     $ 4,944  
Obligations of states and political subdivisions     1,145
      3
      5,936
      1,421
      7,081
      1,424
 
Corporate securities
    539
      13
      138,283
      15,310
      138,822
      15,323
 
Total temporarily impaired securities
  $ 6,878     $ 53     $ 183,695     $ 21,638     $ 190,573     $ 21,691  


Analysis of Securities in Unrealized Loss Positions
 

As of September 30, 2024 and December 31, 2023, there were 183 and 222 securities, respectively, in an unrealized loss position which primarily included certain of the Company’s investments in fixed maturities within the utilities and telecom, financial services, other diversified business and other diversified consumer sectors. The unrealized losses on the Company’s fixed maturity securities investments have been primarily related to general market changes in interest rates and/or the levels of credit spreads rather than specific concerns with the issuer’s ability to pay interest and repay principal.



For any of its fixed maturity securities with significant declines in fair value, the Company performs detailed analyses to identify whether the drivers of the declines are due to general market drivers, such as the recent increases in interest rates, or due to credit-related factors. Identifying the drivers of the declines in fair value helps to align and allocate the Company’s resources to securities with real credit-related concerns that could impact the ultimate collection of principal and interest. For any significant declines in fair value determined to be non-interest rate or market related, the Company performs a more focused review of the related issuers’ specific credit profile.



For corporate issuers, the Company evaluates their assets, business profile including industry dynamics and competitive positioning, financial statements and other available financial data. For non-corporate issuers, the Company analyzes all reasonably available sources of credit support, including issuer-specific factors. The Company utilizes information available in the public domain and, for certain private placement issuers, from consultations with the issuers directly. The Company also considers ratings from Nationally Recognized Statistical Rating Organizations, as well as the specific characteristics of the security it owns including seniority in the issuer’s capital structure, covenant protections, or other relevant features. From these reviews, the Company evaluates the issuers’ continued ability to service the Company’s investment through payment of interest and principal.



Assuming no credit-related factors develop, unrealized gains and losses on fixed maturity securities are expected to diminish as investments near maturity. Based on its credit analysis, the Company believes that the issuers of its fixed maturity investments in the sectors shown in the table above have the ability to service their obligations to the Company. In addition, the Company does not intend to sell the investments and it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost bases, which may be at maturity.



However, from time to time the Company identifies certain available-for-sale fixed maturity securities where the amortized cost basis exceeds the present value of the cash flows expected to be collected due to credit related factors and as a result, a credit allowance will be estimated.  The Company had no ACL on its available-for-sale fixed maturities as of September 30, 2024 or December 31, 2023.



The following tables summarize realized investment gains for the three month and nine month periods ended September 30, 2024 and 2023.


 
Three Months Ended
September 30, 2024
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
4
   
$
   
$
   
$
4
 
Losses
   
   
     
     
Realized investment gains, net
 
$
4
   
$
   
$
   
$
4
 

 
Three Months Ended
September 30, 2023
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
   
$
   
$
   
$
 
Losses
   
     
     
     
 
Realized investment gains, net
 
$
   
$
   
$
   
$
 


 
Nine Months Ended
September 30, 2024
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
19
   
$
   
$
   
$
19
 
Losses
   
(2
)
   
     
     
(2
)
Realized investment gains, net
 
$
17
   
$
   
$
   
$
17
 


 
Nine Months Ended
September 30, 2023
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
70
   
$
   
$
   
$
70
 
Losses
   
     
     
     
 
Realized investment gains, net
 
$
70
   
$
   
$
   
$
70
 



The following table presents the change in unrealized losses related to equity securities still held for the three month and nine month periods ended September 30, 2024 and 2023.

   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
    2024     2023
    2024
    2023  
Net realized and unrealized losses recognized during the period on equity securities
 
$
(1,746
)
 
$
(1,486
)
  $ (1,617 )   $ (3,367 )
Less: Net realized gains recognized during the period on equity securities sold during the period
   
     
             
Unrealized losses recognized during the reporting period on equity securities, net
 
$
(1,746
)
 
$
(1,486
)
  $ (1,617 )   $ (3,367 )
  

Variable Interest Entities
 

The Company holds passive interests in a number of entities that are considered to be variable interest entities (“VIEs”) under GAAP guidance. The Company’s VIE interests principally consist of interests in limited liability companies formed for the purpose of achieving diversified equity returns. The Company’s VIE interests, carried as a part of other invested assets, totaled $8,205 and $6,381 as of September 30, 2024 and December 31, 2023, respectively. The Company’s VIE interests, carried as a part of investment in unconsolidated trusts, totaled $1,238 as of September 30, 2024 and December 31, 2023.


The Company does not have power over the activities that most significantly impact the economic performance of these VIEs and thus is not the primary beneficiary. Therefore, the Company has not consolidated these VIEs. The Company’s involvement with each VIE is limited to its direct ownership interest in the VIE. The Company’s maximum loss exposure relative to these investments was limited to the carrying value of the Company’s investment in the VIEs, which amount to $9,443 and $7,619, as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024 and December 31, 2023, the Company had outstanding commitments totaling $2,200, and $4,518, respectively, whereby the Company is committed to fund these investments and may be called by the partnership during the commitment period to fund the purchase of new investments and partnership expenses. The reduction in the Company’s outstanding commitments was a result of an additional investment of $2,318 in the partnership.
v3.24.3
Fair Values of Financial Instruments
9 Months Ended
Sep. 30, 2024
Fair Values of Financial Instruments [Abstract]  
Fair Values of Financial Instruments
Note 4.
Fair Values of Financial Instruments


The estimated fair values have been determined by the Company using available market information from various market sources and appropriate valuation methodologies as of the respective dates. However, considerable judgment is necessary to interpret market data and to develop the estimates of fair value. Although management is not aware of any factors that would significantly affect the estimated fair value amounts, the estimates presented herein are not necessarily indicative of the amounts which the Company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.



The following describes the fair value hierarchy and provides information as to the extent to which the Company uses fair value to measure the value of its financial instruments and information about the inputs used to value those financial instruments. The fair value hierarchy prioritizes the inputs in the valuation techniques used to measure fair value into three broad levels.

Level 1
Observable inputs that reflect quoted prices for identical assets or liabilities in active markets that the Company has the ability to access at the measurement date. The Company’s financial instruments valued using Level 1 criteria include cash equivalents and exchange traded common stocks.

Level 2
Observable inputs, other than quoted prices included in Level 1, for an asset or liability or prices for similar assets or liabilities. The Company’s financial instruments valued using Level 2 criteria include most of its fixed maturities, which consist of U.S. Treasury securities, U.S. Government securities, obligations of states and political subdivisions, and certain corporate fixed maturities, as well as its non-redeemable preferred stocks. In determining fair value measurements of its fixed maturities and non-redeemable preferred stocks using Level 2 criteria, the Company utilizes data from outside sources, including nationally recognized pricing services and broker/dealers.  Prices for the majority of the Company’s Level 2 fixed maturities and non-redeemable preferred stocks were determined using unadjusted prices received from pricing services that utilize models where the significant inputs are observable (e.g. interest rates, yield curves, prepayment speeds, default rates and loss severities) or can be corroborated by observable market data.

Level 3
Valuations that are derived from techniques in which one or more of the significant inputs are unobservable (including assumptions about risk). Fair value is based on criteria that use assumptions or other data that are not readily observable from objective sources. With little or no observable market, the determination of fair values uses considerable judgment and represents the Company’s best estimate of an amount that could be realized in a market exchange for the asset or liability. The Company’s financial instruments valued using Level 3 criteria consist of one equity security.  As of September 30, 2024 and December 31, 2023, the value of the equity security valued using Level 3 criteria was $189 and $185, respectively.


As of September 30, 2024, financial instruments carried at fair value were measured on a recurring basis as summarized below:

   
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
   
Significant
Other
Observable
Inputs
(Level 2)
   
Significant
Unobservable
Inputs
(Level 3)
   
Total
 
Assets:
                       
Fixed maturities
 
$
   
$
221,696
   
$
   
$
221,696
 
Equity securities
   
7,611
     
     
189
     
7,800
 
Cash equivalents
   
13,329
     
     
     
13,329
 
Total
 
$
20,940
   
$
221,696
   
$
189
   
$
242,825
 


As of December 31, 2023, financial instruments carried at fair value were measured on a recurring basis as summarized below:

   
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
   
Significant
Other
Observable
Inputs
(Level 2)
   
Significant
Unobservable
Inputs
(Level 3)
   
Total
 
Assets:
                       
Fixed maturities
 
$
   
$
218,219
   
$
   
$
218,219
 
Equity securities
   
9,228
     
     
185
     
9,413
 
Cash equivalents
   
14,834
     
     
     
14,834
 
Total
 
$
24,062
   
$
218,219
   
$
185
   
$
242,466
 


The following table sets forth the carrying amount, estimated fair value and level within the fair value hierarchy of the Company’s financial instruments as of September 30, 2024 and December 31, 2023.

       
September 30, 2024
   
December 31, 2023
 
 
Level in Fair
Value
Hierarchy (1)

 
Carrying
Amount
   
Estimated
Fair Value
   
Carrying
Amount
   
Estimated
Fair Value
 
Assets:
                           
Cash and cash equivalents
Level 1
   
$
23,035
   
$
23,035
   
$
28,301
   
$
28,301
 
Fixed maturities
Level 2

   
221,696
     
221,696
     
218,219
     
218,219
 
Equity securities
(1)
   
7,800
     
7,800
     
9,413
     
9,413
 
Policy loans
Level 3
     
1,738
     
1,738
     
1,778
     
1,778
 
 
                                   
Liabilities:
                                   
Junior subordinated debentures, net
Level 2
     
33,738
     
36,211
     
33,738
     
33,670
 
Revolving credit facility
 Level 2       4,024       4,024       3,019       3,019  

(1) See the aforementioned information for a description of the fair value hierarchy as well as a description of levels for classes of these financial assets.
v3.24.3
Allowance for Expected Credit Losses
9 Months Ended
Sep. 30, 2024
Allowance for Expected Credit Losses [Abstract]  
Allowance for Expected Credit Losses

Note 5.
Allowance for Expected Credit Losses



Reinsurance Recoverables



The following table presents the balances of reinsurance recoverables, net of the allowance for expected credit losses, at September 30, 2024 and 2023, and the changes in the allowance for expected credit losses for the three month and nine month periods ended September 30, 2024 and 2023.


 
 
At and for the three months ended
September 30, 2024
   
At and for the nine months ended
September 30, 2024
 
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
22,496
   
$
54
   
$
21,103
   
$
61
 
Current period change for estimated uncollectible reinsurance
           
(1
)
           
(8
)
Write-offs of uncollectible reinsurance recoverables
           
             
 
Balance, end of period
 
$
21,600
   
$
53
   
$
21,600
   
$
53
 

 
 
At and for the three months ended
September 30, 2023
   
At and for the nine months ended
September 30, 2023
 
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
22,261
   
$
66
   
$
25,913
   
$
 
Cumulative effect of adoption of updated accounting guidance for credit losses at January 1, 2023
           
             
75
 
Current period change for estimated uncollectible reinsurance
           
(2
)
           
(11
)
Write-offs of uncollectible reinsurance recoverables
           
             
 
Balance, end of period
 
$
21,839
   
$
64
   
$
21,839
   
$
64
 



Insurance Premium and Other Receivables



The following table presents the balances of insurance premiums and other, net of the allowance for expected credit losses, at September 30, 2024 and 2023, and the changes in the allowance for expected credit losses for the three month and nine month periods ended September 30, 2024 and 2023.


   
At and for the three months ended
September 30, 2024
   
At and for the nine months ended
September 30, 2024
 
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
34,220
   
$
219
   
$
23,690
   
$
217
 
Current period change for expected credit losses
           
(4
)
           
(2
)
Write-offs of uncollectible insurance premiums and other receivables
           
             
 
Balance, end of period
 
$
30,492
   
$
215
   
$
30,492
   
$
215
 



   
At and for the three months ended
September 30, 2023
   
At and for the nine months ended
September 30, 2023
 
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
30,825
   
$
213
   
$
15,386
   
$
177
 
Cumulative effect of adoption of updated accounting guidance for credit losses at January 1, 2023
           
             
 
Current period change for expected credit losses
           
(22
)
           
14
 
Write-offs of uncollectible insurance premiums and other receivables
           
             
 
Balance, end of period
 
$
24,687
   
$
191
   
$
24,687
   
$
191
 
v3.24.3
Internal-Use Software
9 Months Ended
Sep. 30, 2024
Internal-Use Software [Abstract]  
Internal-Use Software
Note 6.
Internal-Use Software


On March 3, 2021, the Company entered into a hosting arrangement through a service contract with a third party software solutions vendor to provide a suite of policy, billing, claim, and customer management services. The software is managed, hosted, supported, and delivered as a cloud-based software service product offering (software-as-a-service). The initial term of the arrangement is five years from the effective date with a renewal term of an additional five years.


Service fees related to the hosting arrangement are recorded as an expense in the Company’s condensed consolidated statement of operations as incurred.  Implementation expenses incurred related to third party professional and consulting services have been capitalized. The Company will begin amortizing, on a straight-line basis over the remainder of the original ten year term of the hosting arrangement, when the software is substantially ready for its intended use. The Company incurred and capitalized implementation costs of $78 and $1,218 during the nine months ended September 30, 2024 and 2023, respectively. As a result, the Company has capitalized $4,645 and $4,567 in implementation costs in other assets within its condensed consolidated balance sheet as of September 30, 2024 and December 31, 2023, respectively. The Company expects the software will be substantially ready for its intended use during 2025. Accordingly, the Company has not recorded any amortization expense related to software implementation costs for the three months and nine months ended September 30, 2024 and 2023.
v3.24.3
Insurance Reserves for Losses and Claims
9 Months Ended
Sep. 30, 2024
Insurance Reserves for Losses and Claims [Abstract]  
Insurance Reserves for Losses and Claims
Note 7.
Insurance Reserves for Losses and Claims


The roll-forward of insurance reserves for losses and claims for the nine months ended September 30, 2024 and 2023 is as follows:

   
Nine Months Ended
September 30,
 
   
 2024
   
2023
 
Beginning insurance reserves for losses and claims, gross  
$
87,478
   
$
87,484
 
Less: Reinsurance recoverable on unpaid losses
   
(14,678
)
   
(17,647
)
Beginning insurance reserves for losses and claims, net
   
72,800
     
69,837
 
                 
Incurred related to:
               
Current accident year
   
85,132
     
82,276
 
Prior accident year development
    3,404 (1)    
2,706
(2)
Total incurred
   
88,536
     
84,982
 
                 
Paid related to:
               
Current accident year
   
40,786
     
43,595
 
Prior accident years
   
45,465
     
41,634
 
Total paid
   
86,251
     
85,229
 
Ending insurance reserves for losses and claims, net
   
75,085
     
69,590
 
Plus: Reinsurance recoverable on unpaid losses
   
16,779
     
16,089
 
Ending insurance reserves for losses and claims, gross
 
$
91,864
   
$
85,679
 

(1) Prior years’ development was primarily the result of unfavorable development in the property and casualty operations predominately in the automobile liability line of business due to inflationary factors.

(2) Prior years’ development was primarily the result of unfavorable development in the property and casualty operations predominately in the automobile liability line of business due to inflationary factors, partially offset by favorable development in the Medicare supplement line of business in the life and health operations.


Following is a reconciliation of total incurred losses to total insurance benefits and losses incurred:

   
Nine Months Ended
September 30,
 
   
2024
   
2023
 
Total incurred losses
 
$
88,536
   
$
84,982
 
Cash surrender value and matured endowments
   
898
     
1,063
 
Benefit reserve changes
   
5,058
     
598
Total insurance benefits and losses incurred
 
$
94,492
   
$
86,643
 
v3.24.3
Credit Arrangements
9 Months Ended
Sep. 30, 2024
Credit Arrangements [Abstract]  
Credit Arrangements
Note 8.
Credit Arrangements


Bank Debt



On May 12, 2021, the Company entered into a Revolving Credit Agreement with Truist Bank as the lender (the “Lender”). The Revolving Credit Agreement provides for an unsecured $10,000 revolving credit facility that originally matured on April 12, 2024. On March 22, 2024, the Company entered into a First Amendment (the “Amendment”) to its Revolving Credit Agreement (as amended, the “Credit Agreement”) with the Lender. The Amendment, among other things, (a) updates the interest rate provisions to memorialize that the Company pays interest on the unpaid principal balance of outstanding revolving loans at the Adjusted Term SOFR rate (as defined in the Credit Agreement), plus 2.00%, (b) extends the maturity date of the revolving credit facility to March 22, 2027, (c) requires the monthly payment of an unused commitment fee of 0.2% of the unused facility amount, and (d) requires that the Company maintain a consolidated net worth of not less than $64,200. Except as modified by the Amendment, the existing terms of the original Credit Agreement remain in effect.



The Credit Agreement requires the Company to comply with certain covenants, including a debt-to-capital ratio that restricts the Company from incurring consolidated indebtedness that exceeds 35% of the Company’s consolidated capitalization at any time and maintaining a minimum consolidated net worth, as previously mentioned. The Credit Agreement also contains customary representations and warranties and events of default. Events of default include, among others, (a) the failure by the Company to pay any amounts owed under the Credit Agreement when due, (b) the failure to perform and not timely remedy certain covenants, (c) a change in control of the Company and (d) the occurrence of bankruptcy or insolvency events. Upon an event of default, the Lender may, among other things, declare all obligations under the Credit Agreement immediately due and payable and terminate the revolving commitments. As of September 30, 2024, and December 31, 2023, the Company had outstanding borrowings including accrued interest of $4,024 and $3,019, respectively, under the Credit Agreement.



For the three months ended September 30, 2024 and 2023, the Company incurred $77 and $56 in interest expense, respectively, on the revolving credit facility borrowing. For the nine months ended September 30, 2024 and 2023, the Company incurred $213 and $142, respectively, in interest expense. During the three month and nine month periods ended September 30, 2024, the Company paid $3 and $6, respectively, in fees on the available unused amount of the revolving credit facility of $6,000. At September 30, 2024 and December 31, 2023, the effective interest rate was 7.35% and 9.69%, respectively.



Junior Subordinated Debentures


The Company has two unconsolidated Connecticut statutory business trusts, which exist for the exclusive purposes of: (i) issuing trust preferred securities (“Trust Preferred Securities”) representing undivided beneficial interests in the assets of the trusts; (ii) investing the gross proceeds of the Trust Preferred Securities in junior subordinated deferrable interest debentures (“Junior Subordinated Debentures”) of the Company; and (iii) engaging in those activities necessary or incidental thereto.


The outstanding $18,042 and $15,696 of Junior Subordinated Debentures mature on December 4, 2032 and May 15, 2033, respectively, are callable quarterly, in whole or in part, only at the option of the Company. Prior to July 1, 2023, the interest rate was based on 3-month LIBOR plus an applicable margin. Effective July 1, 2023, the interest rate is determined based on a reference rate of the 3-month SOFR plus applicable tenor spread of 0.26161% plus an applicable margin, ranging from 4.00% to 4.10%. At September 30, 2024, the effective interest rate was 9.39%.


The financial structure of each of Atlantic American Statutory Trust I and II as of September 30, 2024 was as follows:

   
Atlantic American
Statutory Trust I
   
Atlantic American
Statutory Trust II
 
JUNIOR SUBORDINATED DEBENTURES (1) (2)
           
Principal amount owed September 30, 2024
 
$
18,042
   
$
23,196
 
Less: Treasury debt (3)
   
     
(7,500
)
Net balance September 30, 2024
 
$
18,042
   
$
15,696
 
Net balance December 31, 2023
 
$
18,042
   
$
15,696
 
Coupon rate
 
3-Month SOFR + 0.26161% spread adj + 4.00%
   
3-Month SOFR + 0.26161% spread adj + 4.10%
 
Interest payable
 
Quarterly
   
Quarterly
 
Maturity date   December 4, 2032     May 15, 2033  
Redeemable by issuer
 
Yes
   
Yes
 
TRUST PREFERRED SECURITIES
               
Issuance date
 
December 4, 2002
   
May 15, 2003
 
Securities issued
   
17,500
     
22,500
 
Liquidation preference per security
 
$
1
   
$
1
 
Liquidation value
 
$
17,500
   
$
22,500
 
Coupon rate
 
3-Month SOFR + 0.26161% spread adj + 4.00%
    3-Month SOFR + 0.26161% spread adj + 4.10%
 
Distribution payable
 
Quarterly
   
Quarterly
 
Distribution guaranteed by (4)
 
Atlantic American Corporation
   
Atlantic American Corporation
 

(1)
For each of the respective debentures, the Company has the right at any time, and from time to time, to defer payments of interest on the Junior Subordinated Debentures for a period not exceeding 20 consecutive quarters up to the debentures’ respective maturity dates. During any such period, interest will continue to accrue and the Company may not declare or pay any cash dividends or distributions on, or purchase, the Company’s common stock nor make any principal, interest or premium payments on or repurchase any debt securities that rank equally with or junior to the Junior Subordinated Debentures. The Company has the right at any time to dissolve each of the trusts and cause the Junior Subordinated Debentures to be distributed to the holders of the Trust Preferred Securities.

(2)
The Junior Subordinated Debentures are unsecured and rank junior and subordinate in right of payment to all senior debt of the Parent and are effectively subordinated to all existing and future liabilities of its subsidiaries.

(3)
On August 4, 2014, the Company acquired $7,500 of the Junior Subordinated Debentures.

(4)
The Parent has guaranteed, on a subordinated basis, all of the obligations under the Trust Preferred Securities, including payment of the redemption price and any accumulated and unpaid distributions to the extent of available funds and upon dissolution, winding up or liquidation.
v3.24.3
Earnings (Loss) Per Common Share
9 Months Ended
Sep. 30, 2024
Earnings (Loss) Per Common Share [Abstract]  
Earnings (Loss) Per Common Share

Note 9.
Earnings (Loss) Per Common Share



A reconciliation of the numerator and denominator used in the earnings (loss) per common share calculations is as follows:


   
Three Months Ended
September 30, 2024
 
   
Loss
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic and Diluted Loss Per Common Share:
                 
Net loss
  $ (1,998 )     20,400
   

 
Less preferred stock dividends
    (100 )    
         
Net loss applicable to common shareholders
  $ (2,098 )     20,400
    $ (0.10 )


   
Three Months Ended
September 30, 2023
 
    Income
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic Earnings Per Common Share:
                 
Net income
  $ 1,759       20,402        
Less preferred stock dividends
    (100 )            
Net income applicable to common shareholders
  $ 1,659       20,402     $ 0.08  
Diluted Earnings Per Common Share:                        
Effect of Series D preferred stock     100       1,378          
   Net income applicable to common shareholders   $ 1,759       21,780     $ 0.08  

   
Nine Months Ended
September 30, 2024
 
   
Loss
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic and Diluted Loss Per Common Share:
                 
Net loss
  $ (4,680 )     20,401
   
   
Less preferred stock dividends
    (299 )    
         
Net loss applicable to common shareholders
  $ (4,979 )     20,401
    $ (0.24 )

   
Nine Months Ended
September 30, 2023
 
   
Income
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic and Diluted Earnings Per Common Share:
                 
Net income
  $ 2,057       20,405
   
   
Less preferred stock dividends
    (299 )    
         
Net income applicable to common shareholders
  $ 1,758       20,405
    $ 0.09  


The assumed conversion of the Company’s Series D preferred stock was excluded from the earnings (loss) per common share calculation for all periods presented, except for the three month period ended September 30, 2023, since its impact would have been antidilutive.
v3.24.3
Income Taxes
9 Months Ended
Sep. 30, 2024
Income Taxes [Abstract]  
Income Taxes
Note 10.
Income Taxes



A reconciliation of the differences between income taxes computed at the federal statutory income tax rate and income tax expense (benefit) is as follows:


   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
   
2024
   
2023
 
Federal income tax provision at statutory rate of 21%
 
$
(515
)
 
$
449
   
$
(1,220
)
 
$
533
 
Dividends-received deduction
   
(10
)
   
(10
)
   
(22
)
   
(27
)
Meals and entertainment
   
18
     
9
     
53
     
32
 
Vested stock and club dues
          11       1       14  
Parking disallowance
   
7
     
5
     
15
     
13
 
Adjustment for prior years’ estimates to actual
    44       (85 )     44       (85 )
Income tax expense (benefit)
 
$
(456
)
 
$
379
   
$
(1,129
)
 
$
480
 



The components of income tax expense (benefit) were:


   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
   
2024
   
2023
 
Current – Federal
 
$
296
   
$
790
   
$
296
   
$
2,191
 
Deferred – Federal
   
(752
)
   
(411
)
   
(1,425
)
   
(1,711
)
Total
 
$
(456
)
 
$
379
   
$
(1,129
)
 
$
480
 
v3.24.3
Leases
9 Months Ended
Sep. 30, 2024
Leases [Abstract]  
Leases
Note 11.
Leases


The Company has two operating lease agreements, each for the use of office space in the ordinary course of business. The first lease renews annually on an automatic basis and based on original assumptions, management is reasonably certain to exercise the renewal option through 2026. The original term of the second lease was ten years and amended in January 2017 to provide for an additional seven years, with a termination date on September 30, 2026. The rate used in determining the present value of lease payments is based upon an estimate of the Company’s incremental secured borrowing rate commensurate with the term of the underlying lease.



These leases are accounted for as operating leases, whereby lease expense is recognized on a straight-line basis over the term of the lease. Lease expense reported for the nine months ended September 30, 2024 and September 30, 2023 was $761.



Additional information regarding the Company’s real estate operating leases is as follows:

   
Nine Months Ended
September 30,
 
Other information on operating leases:
 
2024
   
2023
 
Cash payments included in the measurement of lease liabilities reported in operating cash flows
 
$
797
   
$
784
 
Right-of-use assets included in other assets on the condensed consolidated balance sheet
   
1,981
     
2,817
 
Weighted average discount rate
   
6.8
%
   
6.8
%
Weighted average remaining lease term in years
 
2.1 years
   
3.1 years
 


The following table presents maturities and present value of the Company’s lease liabilities:

    Lease Liability
 
Remainder of 2024
 
$
268
 
2025
   
1,083
 
2026
   
942
 
Thereafter
   
 
Total undiscounted lease payments
   
2,293
 
Less: present value adjustment
   
164
 
Operating lease liability included in accounts payable and accrued expenses on the condensed consolidated balance sheet
 
$
2,129
 


As of September 30, 2024, the Company has no operating leases that have not yet commenced.
v3.24.3
Commitments and Contingencies
9 Months Ended
Sep. 30, 2024
Commitments and Contingencies [Abstract]  
Commitments and Contingencies
Note 12.
Commitments and Contingencies

Litigation



From time to time, the Company is, and expects to continue to be, involved in various claims and lawsuits incidental to and arising in the ordinary course of its business. In the opinion of management, any such known claims are not expected to have a material effect on the financial condition or results of operations of the Company.



Regulatory Matters



Like all domestic insurance companies, the Company’s insurance subsidiaries are subject to regulation and supervision in the jurisdictions in which they do business. Statutes typically delegate regulatory, supervisory, and administrative powers to state insurance commissioners. From time to time, and in the ordinary course of business, the Company receives notices and inquiries from state insurance departments with respect to various matters. In the opinion of management, any such known regulatory matters are not expected to have a material effect on the financial condition or results of operations of the Company.
v3.24.3
Segment Information
9 Months Ended
Sep. 30, 2024
Segment Information [Abstract]  
Segment Information
Note 13.
Segment Information
   

The Parent’s primary insurance subsidiaries, American Southern and Bankers Fidelity, operate in two principal business units, each focusing on specific products. American Southern operates in the property and casualty insurance market, while Bankers Fidelity operates in the life and health insurance market. Each business unit is managed independently and is evaluated on its individual performance. The following sets forth the assets, revenue and income (loss) before income taxes for each business unit as of and for the periods ended 2024 and 2023.
 
Assets
 
September 30,
2024
   
December 31,
2023
 
American Southern
 
$
148,024
   
$
149,236
 
Bankers Fidelity
   
207,259
     
203,079
 
Corporate and Other
   
31,706
     
28,950
 
Total assets
 
$
386,989
   
$
381,265
 



 
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
Revenues  
2024
    2023    
2024
    2023  
American Southern
 
$
17,282
   
$
17,652
    $ 54,666     $ 54,817  
Bankers Fidelity
   
27,125
     
27,249
      84,499       85,632  
Corporate and Other
   
112
     
(310
)
    19       (401 )
Total revenue
 
$
44,519
   
$
44,591
    $ 139,184     $ 140,048  
 
   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
Income (Loss) Before Income Taxes
 
2024
   
2023
   
2024
    2023  
American Southern
 
$
(528
)
 
$
1,437
    $ 1,730     $ 3,823  
Bankers Fidelity
   
367
     
3,502
      275       6,705  
Corporate and Other
   
(2,293
)
   
(2,801
)
    (7,814 )     (7,991 )
Income (loss) before income taxes
 
$
(2,454
)
 
$
2,138
    $ (5,809 )   $ 2,537  
v3.24.3
Insider Trading Arrangements
3 Months Ended
Sep. 30, 2024
Insider Trading Arrangements [Line Items]  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.3
Recently Issued Accounting Standards (Policies)
9 Months Ended
Sep. 30, 2024
Recently Issued Accounting Standards [Abstract]  
Future Adoption of New Accounting Standards

Future Adoption of New Accounting Standards



For more information regarding accounting standards that the Company has not yet adopted, see the “Recently Issued Accounting Standards - Future Adoption of New Accounting Standards” section of Note 1 of Notes to Consolidated Financial Statements in the 2023 Annual Report.
v3.24.3
Investments (Tables)
9 Months Ended
Sep. 30, 2024
Investments [Abstract]  
Investments Aggregated by Type and Industry

Fixed maturities were comprised of the following:
 
   
September 30, 2024
 
   
Estimated
Fair Value
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses
   
Allowance for
Credit Losses
   
Cost or
Amortized
Cost
 
Fixed maturities:
                             
Bonds:
                             
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
 
$
47,712
   
$
114
   
$
3,802
    $    
$
51,400
 
Obligations of states and political subdivisions
    7,998
      31
      1,166
            9,133
 
Corporate securities:
                                       
Utilities and telecom
    23,997
      343
      2,310
            25,964
 
Financial services
    60,596
      811
      3,323
            63,108
 
Other business – diversified
    35,873
      434
      2,450
            37,889
 
Other consumer – diversified
    45,300
      155
      4,375
            49,520
 
Total corporate securities
    165,766
      1,743
      12,458
            176,481
 
Redeemable preferred stocks:
                                       
Other consumer – diversified
    220
      27
     
            193
 
Total redeemable preferred stocks
    220
      27
     
            193
 
Total fixed maturities
  $ 221,696     $ 1,915     $ 17,426     $     $ 237,207  

   
December 31, 2023
 
   
Estimated
Fair Value
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses
   
Allowance for
Credit Losses
   
Cost or
Amortized
Cost
 
Fixed maturities:
                             
Bonds:
                             
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
 
$
50,059
   
$
63
   
$
4,944
   
$
    $ 54,940  
Obligations of states and political subdivisions
    8,106       15
      1,424
            9,515  
Corporate securities:
                                       
Utilities and telecom
    21,309       143       2,582             23,748  
Financial services
    59,584       560       4,931             63,955  
Other business – diversified
    34,386       403       2,940             36,923  
Other consumer – diversified
    44,570       87       4,870             49,353  
Total corporate securities
    159,849       1,193       15,323             173,979  
Redeemable preferred stocks:
                                       
Other consumer – diversified
    205       13                   192  
Total redeemable preferred stocks
    205       13                   192  
Total fixed maturities
  $ 218,219     $ 1,284     $ 21,691     $     $ 238,626  
  

Bonds having an amortized cost of $14,720 and $14,647 and included in the tables above were on deposit with insurance regulatory authorities as of September 30, 2024 and December 31, 2023, respectively, in accordance with statutory requirements. In addition, the Company maintains cash and cash equivalents on deposit with insurance regulatory authorities of $226 as of September 30, 2024 and December 31, 2023. Additionally, bonds having an amortized cost of $9,282 and $9,584 and included in the tables above were pledged as collateral to the Federal Home Loan Bank of Atlanta (“FHLB”) at September 30, 2024 and December 31, 2023, respectively.



Equity securities were comprised of the following:
   
 
September 30, 2024
 
 
Estimated
Fair Value
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Cost
 
Equity securities:
               
Common and non-redeemable preferred stocks:
               
Financial services
  $ 1,105     $ 798     $     $ 307  
Communications
    6,695
      2,062
     
      4,633
 
Total equity securities
  $ 7,800     $ 2,860     $     $ 4,940  

 
December 31, 2023
 
 
Estimated
Fair Value
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Cost
 
Equity securities:
               
Common and non-redeemable preferred stocks:
               
Financial services
  $ 924     $ 621     $     $ 303  
Communications
    8,489
      3,856
     
      4,633
 
Total equity securities
  $ 9,413     $ 4,477     $     $ 4,936  
Amortized Cost and Carrying Value of Fixed Maturities by Contractual Maturity

The carrying value and amortized cost of the Company’s investments in fixed maturities at September 30, 2024 and December 31, 2023 by contractual maturity were as follows. Actual maturities may differ from contractual maturities because issuers may call or prepay obligations with or without call or prepayment penalties.
  
   
September 30, 2024
   
December 31, 2023
 
   
Carrying
Value
   
Amortized
Cost
   
Carrying
Value
   
Amortized
Cost
 
Due in one year or less
  $ 8,345     $ 8,377     $ 1,715     $ 1,750  
Due after one year through five years
    60,863
      61,888
      60,423
      62,423
 
Due after five years through ten years
    31,179
      32,624
      33,596
      36,752
 
Due after ten years
    89,027
      98,917
      86,857
      97,984
 
Asset backed securities
    32,282
      35,401
      35,628
      39,717
 
Totals
  $ 221,696     $ 237,207     $ 218,219     $ 238,626  
Investment Securities with Continuous Unrealized Loss Position

The following tables present the Company’s unrealized loss aging for securities by type and length of time the security was in a continuous unrealized loss position as of September 30, 2024 and December 31, 2023.
 
 
September 30, 2024
 
 
Less than 12 months
 
12 months or longer
 
Total
 
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
  $ 250     $     $ 34,170     $ 3,802     $ 34,420     $ 3,802  
Obligations of states and political subdivisions
                6,190       1,166       6,190       1,166  
Corporate securities
    870
      128
      132,367
      12,330
      133,237
      12,458
 
Total temporarily impaired securities
  $ 1,120     $ 128     $ 172,727     $ 17,298     $ 173,847     $ 17,426  
  
 
December 31, 2023
 
 
Less than 12 months
 
12 months or longer
 
Total
 
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
U.S. Treasury securities and obligations of U.S. Government agencies and authorities
  $ 5,194     $ 37     $ 39,476     $ 4,907     $ 44,670     $ 4,944  
Obligations of states and political subdivisions     1,145
      3
      5,936
      1,421
      7,081
      1,424
 
Corporate securities
    539
      13
      138,283
      15,310
      138,822
      15,323
 
Total temporarily impaired securities
  $ 6,878     $ 53     $ 183,695     $ 21,638     $ 190,573     $ 21,691  
Summary of Realized Investment Gains (Losses)

The following tables summarize realized investment gains for the three month and nine month periods ended September 30, 2024 and 2023.


 
Three Months Ended
September 30, 2024
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
4
   
$
   
$
   
$
4
 
Losses
   
   
     
     
Realized investment gains, net
 
$
4
   
$
   
$
   
$
4
 

 
Three Months Ended
September 30, 2023
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
   
$
   
$
   
$
 
Losses
   
     
     
     
 
Realized investment gains, net
 
$
   
$
   
$
   
$
 


 
Nine Months Ended
September 30, 2024
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
19
   
$
   
$
   
$
19
 
Losses
   
(2
)
   
     
     
(2
)
Realized investment gains, net
 
$
17
   
$
   
$
   
$
17
 


 
Nine Months Ended
September 30, 2023
 
 
Fixed
Maturities
 
Equity
Securities
 
Other
Invested Assets
 
Total
 
Gains
 
$
70
   
$
   
$
   
$
70
 
Losses
   
     
     
     
 
Realized investment gains, net
 
$
70
   
$
   
$
   
$
70
 
Unrealized Gains (Losses) on Equity Securities

The following table presents the change in unrealized losses related to equity securities still held for the three month and nine month periods ended September 30, 2024 and 2023.

   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
    2024     2023
    2024
    2023  
Net realized and unrealized losses recognized during the period on equity securities
 
$
(1,746
)
 
$
(1,486
)
  $ (1,617 )   $ (3,367 )
Less: Net realized gains recognized during the period on equity securities sold during the period
   
     
             
Unrealized losses recognized during the reporting period on equity securities, net
 
$
(1,746
)
 
$
(1,486
)
  $ (1,617 )   $ (3,367 )
v3.24.3
Fair Values of Financial Instruments (Tables)
9 Months Ended
Sep. 30, 2024
Fair Values of Financial Instruments [Abstract]  
Financial Instruments Carried at Fair Value Measured on a Recurring Basis

As of September 30, 2024, financial instruments carried at fair value were measured on a recurring basis as summarized below:

   
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
   
Significant
Other
Observable
Inputs
(Level 2)
   
Significant
Unobservable
Inputs
(Level 3)
   
Total
 
Assets:
                       
Fixed maturities
 
$
   
$
221,696
   
$
   
$
221,696
 
Equity securities
   
7,611
     
     
189
     
7,800
 
Cash equivalents
   
13,329
     
     
     
13,329
 
Total
 
$
20,940
   
$
221,696
   
$
189
   
$
242,825
 


As of December 31, 2023, financial instruments carried at fair value were measured on a recurring basis as summarized below:

   
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
   
Significant
Other
Observable
Inputs
(Level 2)
   
Significant
Unobservable
Inputs
(Level 3)
   
Total
 
Assets:
                       
Fixed maturities
 
$
   
$
218,219
   
$
   
$
218,219
 
Equity securities
   
9,228
     
     
185
     
9,413
 
Cash equivalents
   
14,834
     
     
     
14,834
 
Total
 
$
24,062
   
$
218,219
   
$
185
   
$
242,466
 
Carrying Amount, Estimated Fair Value and Level within the Fair Value Hierarchy of Financial Instruments

The following table sets forth the carrying amount, estimated fair value and level within the fair value hierarchy of the Company’s financial instruments as of September 30, 2024 and December 31, 2023.

       
September 30, 2024
   
December 31, 2023
 
 
Level in Fair
Value
Hierarchy (1)

 
Carrying
Amount
   
Estimated
Fair Value
   
Carrying
Amount
   
Estimated
Fair Value
 
Assets:
                           
Cash and cash equivalents
Level 1
   
$
23,035
   
$
23,035
   
$
28,301
   
$
28,301
 
Fixed maturities
Level 2

   
221,696
     
221,696
     
218,219
     
218,219
 
Equity securities
(1)
   
7,800
     
7,800
     
9,413
     
9,413
 
Policy loans
Level 3
     
1,738
     
1,738
     
1,778
     
1,778
 
 
                                   
Liabilities:
                                   
Junior subordinated debentures, net
Level 2
     
33,738
     
36,211
     
33,738
     
33,670
 
Revolving credit facility
 Level 2       4,024       4,024       3,019       3,019  

(1) See the aforementioned information for a description of the fair value hierarchy as well as a description of levels for classes of these financial assets.
v3.24.3
Allowance for Expected Credit Losses (Tables)
9 Months Ended
Sep. 30, 2024
Allowance for Expected Credit Losses [Abstract]  
Reinsurance Recoverables

The following table presents the balances of reinsurance recoverables, net of the allowance for expected credit losses, at September 30, 2024 and 2023, and the changes in the allowance for expected credit losses for the three month and nine month periods ended September 30, 2024 and 2023.


 
 
At and for the three months ended
September 30, 2024
   
At and for the nine months ended
September 30, 2024
 
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
22,496
   
$
54
   
$
21,103
   
$
61
 
Current period change for estimated uncollectible reinsurance
           
(1
)
           
(8
)
Write-offs of uncollectible reinsurance recoverables
           
             
 
Balance, end of period
 
$
21,600
   
$
53
   
$
21,600
   
$
53
 

 
 
At and for the three months ended
September 30, 2023
   
At and for the nine months ended
September 30, 2023
 
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Reinsurance
Recoverables,
Net of Allowance
for Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
22,261
   
$
66
   
$
25,913
   
$
 
Cumulative effect of adoption of updated accounting guidance for credit losses at January 1, 2023
           
             
75
 
Current period change for estimated uncollectible reinsurance
           
(2
)
           
(11
)
Write-offs of uncollectible reinsurance recoverables
           
             
 
Balance, end of period
 
$
21,839
   
$
64
   
$
21,839
   
$
64
 
Insurance Premium and Other Receivables

The following table presents the balances of insurance premiums and other, net of the allowance for expected credit losses, at September 30, 2024 and 2023, and the changes in the allowance for expected credit losses for the three month and nine month periods ended September 30, 2024 and 2023.


   
At and for the three months ended
September 30, 2024
   
At and for the nine months ended
September 30, 2024
 
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
34,220
   
$
219
   
$
23,690
   
$
217
 
Current period change for expected credit losses
           
(4
)
           
(2
)
Write-offs of uncollectible insurance premiums and other receivables
           
             
 
Balance, end of period
 
$
30,492
   
$
215
   
$
30,492
   
$
215
 



   
At and for the three months ended
September 30, 2023
   
At and for the nine months ended
September 30, 2023
 
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
   
Insurance Premiums
and Other, Net of
Expected Credit
Losses
   
Allowance for
Expected Credit
Losses
 
Balance, beginning of period
 
$
30,825
   
$
213
   
$
15,386
   
$
177
 
Cumulative effect of adoption of updated accounting guidance for credit losses at January 1, 2023
           
             
 
Current period change for expected credit losses
           
(22
)
           
14
 
Write-offs of uncollectible insurance premiums and other receivables
           
             
 
Balance, end of period
 
$
24,687
   
$
191
   
$
24,687
   
$
191
 
v3.24.3
Insurance Reserves for Losses and Claims (Tables)
9 Months Ended
Sep. 30, 2024
Insurance Reserves for Losses and Claims [Abstract]  
Roll-forward of Insurance Reserves for Losses and Claims

The roll-forward of insurance reserves for losses and claims for the nine months ended September 30, 2024 and 2023 is as follows:

   
Nine Months Ended
September 30,
 
   
 2024
   
2023
 
Beginning insurance reserves for losses and claims, gross  
$
87,478
   
$
87,484
 
Less: Reinsurance recoverable on unpaid losses
   
(14,678
)
   
(17,647
)
Beginning insurance reserves for losses and claims, net
   
72,800
     
69,837
 
                 
Incurred related to:
               
Current accident year
   
85,132
     
82,276
 
Prior accident year development
    3,404 (1)    
2,706
(2)
Total incurred
   
88,536
     
84,982
 
                 
Paid related to:
               
Current accident year
   
40,786
     
43,595
 
Prior accident years
   
45,465
     
41,634
 
Total paid
   
86,251
     
85,229
 
Ending insurance reserves for losses and claims, net
   
75,085
     
69,590
 
Plus: Reinsurance recoverable on unpaid losses
   
16,779
     
16,089
 
Ending insurance reserves for losses and claims, gross
 
$
91,864
   
$
85,679
 

(1) Prior years’ development was primarily the result of unfavorable development in the property and casualty operations predominately in the automobile liability line of business due to inflationary factors.

(2) Prior years’ development was primarily the result of unfavorable development in the property and casualty operations predominately in the automobile liability line of business due to inflationary factors, partially offset by favorable development in the Medicare supplement line of business in the life and health operations.
Reconciliation of Total Incurred Losses to Total Insurance Benefits and Losses

Following is a reconciliation of total incurred losses to total insurance benefits and losses incurred:

   
Nine Months Ended
September 30,
 
   
2024
   
2023
 
Total incurred losses
 
$
88,536
   
$
84,982
 
Cash surrender value and matured endowments
   
898
     
1,063
 
Benefit reserve changes
   
5,058
     
598
Total insurance benefits and losses incurred
 
$
94,492
   
$
86,643
 
v3.24.3
Credit Arrangements (Tables)
9 Months Ended
Sep. 30, 2024
Credit Arrangements [Abstract]  
Financial Structure of Statutory Business Trusts

The financial structure of each of Atlantic American Statutory Trust I and II as of September 30, 2024 was as follows:

   
Atlantic American
Statutory Trust I
   
Atlantic American
Statutory Trust II
 
JUNIOR SUBORDINATED DEBENTURES (1) (2)
           
Principal amount owed September 30, 2024
 
$
18,042
   
$
23,196
 
Less: Treasury debt (3)
   
     
(7,500
)
Net balance September 30, 2024
 
$
18,042
   
$
15,696
 
Net balance December 31, 2023
 
$
18,042
   
$
15,696
 
Coupon rate
 
3-Month SOFR + 0.26161% spread adj + 4.00%
   
3-Month SOFR + 0.26161% spread adj + 4.10%
 
Interest payable
 
Quarterly
   
Quarterly
 
Maturity date   December 4, 2032     May 15, 2033  
Redeemable by issuer
 
Yes
   
Yes
 
TRUST PREFERRED SECURITIES
               
Issuance date
 
December 4, 2002
   
May 15, 2003
 
Securities issued
   
17,500
     
22,500
 
Liquidation preference per security
 
$
1
   
$
1
 
Liquidation value
 
$
17,500
   
$
22,500
 
Coupon rate
 
3-Month SOFR + 0.26161% spread adj + 4.00%
    3-Month SOFR + 0.26161% spread adj + 4.10%
 
Distribution payable
 
Quarterly
   
Quarterly
 
Distribution guaranteed by (4)
 
Atlantic American Corporation
   
Atlantic American Corporation
 

(1)
For each of the respective debentures, the Company has the right at any time, and from time to time, to defer payments of interest on the Junior Subordinated Debentures for a period not exceeding 20 consecutive quarters up to the debentures’ respective maturity dates. During any such period, interest will continue to accrue and the Company may not declare or pay any cash dividends or distributions on, or purchase, the Company’s common stock nor make any principal, interest or premium payments on or repurchase any debt securities that rank equally with or junior to the Junior Subordinated Debentures. The Company has the right at any time to dissolve each of the trusts and cause the Junior Subordinated Debentures to be distributed to the holders of the Trust Preferred Securities.

(2)
The Junior Subordinated Debentures are unsecured and rank junior and subordinate in right of payment to all senior debt of the Parent and are effectively subordinated to all existing and future liabilities of its subsidiaries.

(3)
On August 4, 2014, the Company acquired $7,500 of the Junior Subordinated Debentures.

(4)
The Parent has guaranteed, on a subordinated basis, all of the obligations under the Trust Preferred Securities, including payment of the redemption price and any accumulated and unpaid distributions to the extent of available funds and upon dissolution, winding up or liquidation.
v3.24.3
Earnings (Loss) Per Common Share (Tables)
9 Months Ended
Sep. 30, 2024
Earnings (Loss) Per Common Share [Abstract]  
Reconciliation of Numerator and Denominator used in Loss per Common Share Calculations

A reconciliation of the numerator and denominator used in the earnings (loss) per common share calculations is as follows:


   
Three Months Ended
September 30, 2024
 
   
Loss
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic and Diluted Loss Per Common Share:
                 
Net loss
  $ (1,998 )     20,400
   

 
Less preferred stock dividends
    (100 )    
         
Net loss applicable to common shareholders
  $ (2,098 )     20,400
    $ (0.10 )


   
Three Months Ended
September 30, 2023
 
    Income
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic Earnings Per Common Share:
                 
Net income
  $ 1,759       20,402        
Less preferred stock dividends
    (100 )            
Net income applicable to common shareholders
  $ 1,659       20,402     $ 0.08  
Diluted Earnings Per Common Share:                        
Effect of Series D preferred stock     100       1,378          
   Net income applicable to common shareholders   $ 1,759       21,780     $ 0.08  

   
Nine Months Ended
September 30, 2024
 
   
Loss
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic and Diluted Loss Per Common Share:
                 
Net loss
  $ (4,680 )     20,401
   
   
Less preferred stock dividends
    (299 )    
         
Net loss applicable to common shareholders
  $ (4,979 )     20,401
    $ (0.24 )

   
Nine Months Ended
September 30, 2023
 
   
Income
   
Weighted
Average Shares
(In thousands)
   
Per Share
Amount
 
Basic and Diluted Earnings Per Common Share:
                 
Net income
  $ 2,057       20,405
   
   
Less preferred stock dividends
    (299 )    
         
Net income applicable to common shareholders
  $ 1,758       20,405
    $ 0.09  
v3.24.3
Income Taxes (Tables)
9 Months Ended
Sep. 30, 2024
Income Taxes [Abstract]  
Reconciliation of Income Tax Expense (Benefit)

A reconciliation of the differences between income taxes computed at the federal statutory income tax rate and income tax expense (benefit) is as follows:


   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
   
2024
   
2023
 
Federal income tax provision at statutory rate of 21%
 
$
(515
)
 
$
449
   
$
(1,220
)
 
$
533
 
Dividends-received deduction
   
(10
)
   
(10
)
   
(22
)
   
(27
)
Meals and entertainment
   
18
     
9
     
53
     
32
 
Vested stock and club dues
          11       1       14  
Parking disallowance
   
7
     
5
     
15
     
13
 
Adjustment for prior years’ estimates to actual
    44       (85 )     44       (85 )
Income tax expense (benefit)
 
$
(456
)
 
$
379
   
$
(1,129
)
 
$
480
 
Components of Income Tax Expense (Benefit)

The components of income tax expense (benefit) were:


   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
   
2024
   
2023
   
2024
   
2023
 
Current – Federal
 
$
296
   
$
790
   
$
296
   
$
2,191
 
Deferred – Federal
   
(752
)
   
(411
)
   
(1,425
)
   
(1,711
)
Total
 
$
(456
)
 
$
379
   
$
(1,129
)
 
$
480
 
v3.24.3
Leases (Tables)
9 Months Ended
Sep. 30, 2024
Leases [Abstract]  
Additional Information of Operating Leases

Additional information regarding the Company’s real estate operating leases is as follows:

   
Nine Months Ended
September 30,
 
Other information on operating leases:
 
2024
   
2023
 
Cash payments included in the measurement of lease liabilities reported in operating cash flows
 
$
797
   
$
784
 
Right-of-use assets included in other assets on the condensed consolidated balance sheet
   
1,981
     
2,817
 
Weighted average discount rate
   
6.8
%
   
6.8
%
Weighted average remaining lease term in years
 
2.1 years
   
3.1 years
 
Maturities and Present Value of Lease Liabilities

The following table presents maturities and present value of the Company’s lease liabilities:

    Lease Liability
 
Remainder of 2024
 
$
268
 
2025
   
1,083
 
2026
   
942
 
Thereafter
   
 
Total undiscounted lease payments
   
2,293
 
Less: present value adjustment
   
164
 
Operating lease liability included in accounts payable and accrued expenses on the condensed consolidated balance sheet
 
$
2,129
 
v3.24.3
Segment Information (Tables)
9 Months Ended
Sep. 30, 2024
Segment Information [Abstract]  
Assets, Revenue Loss Before Income Taxes for Each Business Unit

The Parent’s primary insurance subsidiaries, American Southern and Bankers Fidelity, operate in two principal business units, each focusing on specific products. American Southern operates in the property and casualty insurance market, while Bankers Fidelity operates in the life and health insurance market. Each business unit is managed independently and is evaluated on its individual performance. The following sets forth the assets, revenue and income (loss) before income taxes for each business unit as of and for the periods ended 2024 and 2023.
 
Assets
 
September 30,
2024
   
December 31,
2023
 
American Southern
 
$
148,024
   
$
149,236
 
Bankers Fidelity
   
207,259
     
203,079
 
Corporate and Other
   
31,706
     
28,950
 
Total assets
 
$
386,989
   
$
381,265
 



 
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
Revenues  
2024
    2023    
2024
    2023  
American Southern
 
$
17,282
   
$
17,652
    $ 54,666     $ 54,817  
Bankers Fidelity
   
27,125
     
27,249
      84,499       85,632  
Corporate and Other
   
112
     
(310
)
    19       (401 )
Total revenue
 
$
44,519
   
$
44,591
    $ 139,184     $ 140,048  
 
   
Three Months Ended
September 30,
   
Nine Months Ended
September 30,
 
Income (Loss) Before Income Taxes
 
2024
   
2023
   
2024
    2023  
American Southern
 
$
(528
)
 
$
1,437
    $ 1,730     $ 3,823  
Bankers Fidelity
   
367
     
3,502
      275       6,705  
Corporate and Other
   
(2,293
)
   
(2,801
)
    (7,814 )     (7,991 )
Income (loss) before income taxes
 
$
(2,454
)
 
$
2,138
    $ (5,809 )   $ 2,537  
v3.24.3
Basis of Presentation and Significant Accounting Policies (Details)
9 Months Ended
Sep. 30, 2024
Segment
Basis of Presentation and Significant Accounting Policies [Abstract]  
Number of business units 2
v3.24.3
Investments, Aggregated by Type and Industry (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Investments aggregated by type and industry [Abstract]    
Estimated fair value $ 221,696 $ 218,219
Allowance for credit losses 0 0
Amortized cost total 237,207 238,626
Estimated fair value 7,800 9,413
Cost 4,940 4,936
Bonds Pledged as Collateral [Member] | FHLB Advances [Member]    
Investments aggregated by type and industry [Abstract]    
Amortized cost pledged as collateral to FHLB 9,282 9,584
Bonds [Member]    
Investments aggregated by type and industry [Abstract]    
Assets held with insurance regulatory authorities 14,720 14,647
Cash and Cash Equivalents [Member]    
Investments aggregated by type and industry [Abstract]    
Assets held with insurance regulatory authorities 226 226
Fixed Maturities [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 221,696 218,219
Gross unrealized gains 1,915 1,284
Gross unrealized losses 17,426 21,691
Allowance for credit losses 0 0
Amortized cost total 237,207 238,626
U.S. Treasury Securities and Obligations of U.S. Government Agencies and Authorities [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 47,712 50,059
Gross unrealized gains 114 63
Gross unrealized losses 3,802 4,944
Allowance for credit losses 0 0
Amortized cost total 51,400 54,940
Obligations of States and Political Subdivisions [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 7,998 8,106
Gross unrealized gains 31 15
Gross unrealized losses 1,166 1,424
Allowance for credit losses 0 0
Amortized cost total 9,133 9,515
Corporate Securities [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 165,766 159,849
Gross unrealized gains 1,743 1,193
Gross unrealized losses 12,458 15,323
Allowance for credit losses 0 0
Amortized cost total 176,481 173,979
Corporate Securities [Member] | Utilities and Telecom [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 23,997 21,309
Gross unrealized gains 343 143
Gross unrealized losses 2,310 2,582
Allowance for credit losses 0 0
Amortized cost total 25,964 23,748
Corporate Securities [Member] | Financial Services [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 60,596 59,584
Gross unrealized gains 811 560
Gross unrealized losses 3,323 4,931
Allowance for credit losses 0 0
Amortized cost total 63,108 63,955
Corporate Securities [Member] | Other Business - Diversified [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 35,873 34,386
Gross unrealized gains 434 403
Gross unrealized losses 2,450 2,940
Allowance for credit losses 0 0
Amortized cost total 37,889 36,923
Corporate Securities [Member] | Other Consumer - Diversified [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 45,300 44,570
Gross unrealized gains 155 87
Gross unrealized losses 4,375 4,870
Allowance for credit losses 0 0
Amortized cost total 49,520 49,353
Redeemable Preferred Stocks [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 220 205
Gross unrealized gains 27 13
Gross unrealized losses 0 0
Allowance for credit losses 0 0
Amortized cost total 193 192
Redeemable Preferred Stocks [Member] | Other Consumer - Diversified [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 220 205
Gross unrealized gains 27 13
Gross unrealized losses 0 0
Allowance for credit losses 0 0
Amortized cost total 193 192
Equity Securities [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 7,800 9,413
Gross unrealized gains 2,860 4,477
Gross unrealized losses 0 0
Cost 4,940 4,936
Common and Non-redeemable Preferred Stocks [Member] | Financial Services [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 1,105 924
Gross unrealized gains 798 621
Gross unrealized losses 0 0
Cost 307 303
Common and Non-redeemable Preferred Stocks [Member] | Communications [Member]    
Investments aggregated by type and industry [Abstract]    
Estimated fair value 6,695 8,489
Gross unrealized gains 2,062 3,856
Gross unrealized losses 0 0
Cost $ 4,633 $ 4,633
v3.24.3
Investments, Fixed Maturities by Contractual Maturities (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Carrying Value [Abstract]    
Due in one year or less $ 8,345 $ 1,715
Due after one year through five years 60,863 60,423
Due after five years through ten years 31,179 33,596
Due after ten years 89,027 86,857
Asset backed securities 32,282 35,628
Carrying value total 221,696 218,219
Amortized Cost [Abstract]    
Due in one year or less 8,377 1,750
Due after one year through five years 61,888 62,423
Due after five years through ten years 32,624 36,752
Due after ten years 98,917 97,984
Asset backed securities 35,401 39,717
Amortized cost total $ 237,207 $ 238,626
v3.24.3
Investments, Securities with Continuous Unrealized Loss Position (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
USD ($)
Security
Sep. 30, 2023
USD ($)
Sep. 30, 2024
USD ($)
Security
Sep. 30, 2023
USD ($)
Dec. 31, 2023
USD ($)
Security
Available-for-sale securities, continuous unrealized loss position, Fair Value [Abstract]          
Less than 12 months $ 1,120   $ 1,120   $ 6,878
12 months or longer 172,727   172,727   183,695
Total 173,847   173,847   190,573
Available-for-sale Securities, Continuous Unrealized Loss Position, Unrealized Losses [Abstract]          
Less than 12 months 128   128   53
12 months or longer 17,298   17,298   21,638
Total $ 17,426   $ 17,426   $ 21,691
Number of securities in unrealized loss position | Security 183   183   222
Allowance for expected credit losses on available-for-sale fixed maturities $ 0   $ 0   $ 0
Realized investment gains 4 $ 0 17 $ 70  
U.S. Treasury Securities and Obligations of U.S. Government Agencies and Authorities [Member]          
Available-for-sale securities, continuous unrealized loss position, Fair Value [Abstract]          
Less than 12 months 250   250   5,194
12 months or longer 34,170   34,170   39,476
Total 34,420   34,420   44,670
Available-for-sale Securities, Continuous Unrealized Loss Position, Unrealized Losses [Abstract]          
Less than 12 months 0   0   37
12 months or longer 3,802   3,802   4,907
Total 3,802   3,802   4,944
Allowance for expected credit losses on available-for-sale fixed maturities 0   0   0
Obligations of States and Political Subdivisions [Member]          
Available-for-sale securities, continuous unrealized loss position, Fair Value [Abstract]          
Less than 12 months 0   0   1,145
12 months or longer 6,190   6,190   5,936
Total 6,190   6,190   7,081
Available-for-sale Securities, Continuous Unrealized Loss Position, Unrealized Losses [Abstract]          
Less than 12 months 0   0   3
12 months or longer 1,166   1,166   1,421
Total 1,166   1,166   1,424
Allowance for expected credit losses on available-for-sale fixed maturities 0   0   0
Corporate Securities [Member]          
Available-for-sale securities, continuous unrealized loss position, Fair Value [Abstract]          
Less than 12 months 870   870   539
12 months or longer 132,367   132,367   138,283
Total 133,237   133,237   138,822
Available-for-sale Securities, Continuous Unrealized Loss Position, Unrealized Losses [Abstract]          
Less than 12 months 128   128   13
12 months or longer 12,330   12,330   15,310
Total 12,458   12,458   15,323
Allowance for expected credit losses on available-for-sale fixed maturities $ 0   $ 0   $ 0
v3.24.3
Investments, Summary of Realized Investment Gains (Losses) (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Summary of realized investment gains [Abstract]        
Gains $ 4 $ 0 $ 19 $ 70
Losses 0 0 (2) 0
Realized investment gains, net 4 0 17 70
Fixed Maturities [Member]        
Summary of realized investment gains [Abstract]        
Gains 4 0 19 70
Losses 0 0 (2) 0
Realized investment gains, net 4 0 17 70
Equity Securities [Member]        
Summary of realized investment gains [Abstract]        
Gains 0 0 0 0
Losses 0 0 0 0
Realized investment gains, net 0 0 0 0
Other Invested Assets [Member]        
Summary of realized investment gains [Abstract]        
Gains 0 0 0 0
Losses 0 0 0 0
Realized investment gains, net $ 0 $ 0 $ 0 $ 0
v3.24.3
Investments, Unrealized Losses on Equity Securities (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Investments [Abstract]        
Net realized and unrealized losses recognized during the period on equity securities $ (1,746) $ (1,486) $ (1,617) $ (3,367)
Less: Net realized gains recognized during the period on equity securities sold during the period 0 0 0 0
Unrealized losses recognized during the reporting period on equity securities, net $ (1,746) $ (1,486) $ (1,617) $ (3,367)
v3.24.3
Investments, Variable Interest Entities (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Variable Interest Entities [Abstract]    
Carrying amount of interest $ 8,205 $ 6,381
Investment in unconsolidated trusts 1,238 1,238
Additional investment 2,318  
VIE, Not Primary Beneficiary [Member] | Other Invested Assets [Member]    
Variable Interest Entities [Abstract]    
Carrying amount of interest 8,205 6,381
Investment in unconsolidated trusts 1,238 1,238
Maximum loss exposure 9,443 7,619
Outstanding commitments $ 2,200 $ 4,518
v3.24.3
Fair Values of Financial Instruments, Measured on a Recurring Basis (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Financial instruments carried at fair value measured on a recurring basis [Abstract]    
Fixed maturities $ 221,696 $ 218,219
Equity securities 7,800 9,413
Recurring [Member]    
Financial instruments carried at fair value measured on a recurring basis [Abstract]    
Fixed maturities 221,696 218,219
Equity securities 7,800 9,413
Cash equivalents 13,329 14,834
Assets at fair value 242,825 242,466
Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]    
Financial instruments carried at fair value measured on a recurring basis [Abstract]    
Fixed maturities 0 0
Equity securities 7,611 9,228
Cash equivalents 13,329 14,834
Assets at fair value 20,940 24,062
Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member]    
Financial instruments carried at fair value measured on a recurring basis [Abstract]    
Fixed maturities 221,696 218,219
Equity securities 0 0
Cash equivalents 0 0
Assets at fair value 221,696 218,219
Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member]    
Financial instruments carried at fair value measured on a recurring basis [Abstract]    
Fixed maturities 0 0
Equity securities 189 185
Cash equivalents 0 0
Assets at fair value $ 189 $ 185
v3.24.3
Fair Values of Financial Instruments, Estimated Fair Value and Level (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Assets [Abstract]    
Fixed maturities $ 221,696 $ 218,219
Equity securities 7,800 9,413
Carrying Amount [Member]    
Assets [Abstract]    
Equity securities [1] 7,800 9,413
Carrying Amount [Member] | Level 1 [Member]    
Assets [Abstract]    
Cash and cash equivalents 23,035 28,301
Carrying Amount [Member] | Level 2 [Member]    
Assets [Abstract]    
Fixed maturities 221,696 218,219
Liabilities [Abstract]    
Junior subordinated debentures, net 33,738 33,738
Revolving credit facility 4,024 3,019
Carrying Amount [Member] | Level 3 [Member]    
Assets [Abstract]    
Policy loans 1,738 1,778
Estimated Fair Value [Member]    
Assets [Abstract]    
Equity securities [1] 7,800 9,413
Estimated Fair Value [Member] | Level 1 [Member]    
Assets [Abstract]    
Cash and cash equivalents 23,035 28,301
Estimated Fair Value [Member] | Level 2 [Member]    
Assets [Abstract]    
Fixed maturities 221,696 218,219
Liabilities [Abstract]    
Junior subordinated debentures, net 36,211 33,670
Revolving credit facility 4,024 3,019
Estimated Fair Value [Member] | Level 3 [Member]    
Assets [Abstract]    
Policy loans $ 1,738 $ 1,778
[1] See the aforementioned information for a description of the fair value hierarchy as well as a description of levels for classes of these financial assets.
v3.24.3
Allowance for Expected Credit Losses, Reinsurance Recoverables (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Reinsurance Recoverables, Net of Allowance for Expected Credit Losses [Abstract]        
Balance, beginning of period $ 22,496 $ 22,261 $ 21,103 $ 25,913
Balance, end of period 21,600 21,839 21,600 21,839
Allowance for Expected Credit Losses [Abstract]        
Balance, beginning of period 54 66 61 0
Current period change for estimated uncollectible reinsurance (1) (2) (8) (11)
Write-offs of uncollectible reinsurance recoverables 0 0 0 0
Balance, end of period $ 53 64 $ 53 64
ASU 2016-13 [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member]        
Allowance for Expected Credit Losses [Abstract]        
Balance, beginning of period   0    
Balance, end of period   $ 75   $ 75
v3.24.3
Allowance for Expected Credit Losses, Insurance Premium and Other Receivables (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Insurance Premiums and Other, Net of Expected Credit Losses [Abstract]        
Balance, beginning of period $ 34,220 $ 30,825 $ 23,690 $ 15,386
Balance, end of period 30,492 24,687 30,492 24,687
Allowance for Expected Credit Losses [Abstract]        
Balance, beginning of period 219 213 217 177
Current period change for expected credit losses (4) (22) (2) 14
Write-offs of uncollectible insurance premiums and other receivables 0 0 0 0
Balance, end of period $ 215 191 $ 215 191
ASU 2016-13 [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member]        
Allowance for Expected Credit Losses [Abstract]        
Balance, beginning of period   $ 0   $ 0
v3.24.3
Internal-Use Software (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Internal Use Software [Abstract]          
Period of initial terms of arrangement     5 years    
Period of additional renewal term     5 years    
Incurred and capitalized implementation costs     $ 78 $ 1,218  
Capitalized implementation costs $ 4,645   4,645   $ 4,567
Amortization expense $ 0 $ 0 $ 0 $ 0  
Software Capitalized Implementation Costs [Member]          
Internal Use Software [Abstract]          
Amortization period 10 years   10 years    
v3.24.3
Insurance Reserves for Losses and Claims (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Insurance Reserves for Losses and Claims [Roll Forward]        
Beginning insurance reserves for losses and claims, gross     $ 87,478 $ 87,484
Less: Reinsurance recoverable on unpaid losses     (14,678) (17,647)
Beginning insurance reserves for losses and claims, net     72,800 69,837
Incurred related to [Abstract]        
Current accident year     85,132 82,276
Prior accident year development     3,404 [1] 2,706 [2]
Total incurred     88,536 84,982
Paid related to [Abstract]        
Current accident year     40,786 43,595
Prior accident years     45,465 41,634
Total paid     86,251 85,229
Ending insurance reserves for losses and claims, net $ 75,085 $ 69,590 75,085 69,590
Plus: Reinsurance recoverable on unpaid losses 16,779 16,089 16,779 16,089
Ending insurance reserves for losses and claims, gross 91,864 85,679 91,864 85,679
Reconciliation of total incurred claims to total insurance benefits and losses incurred [Abstract]        
Total incurred losses     88,536 84,982
Cash surrender value and matured endowments     898 1,063
Benefit reserve changes     5,058 598
Total insurance benefits and losses incurred $ 30,760 $ 26,818 $ 94,492 $ 86,643
[1] Prior years’ development was primarily the result of unfavorable development in the property and casualty operations predominately in the automobile liability line of business due to inflationary factors.
[2] Prior years’ development was primarily the result of unfavorable development in the property and casualty operations predominately in the automobile liability line of business due to inflationary factors, partially offset by favorable development in the Medicare supplement line of business in the life and health operations.
v3.24.3
Credit Arrangements, Bank Debt (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Mar. 22, 2024
USD ($)
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Dec. 31, 2023
USD ($)
May 12, 2021
USD ($)
Bank Debt [Abstract]              
Net worth   $ 105,759 $ 98,746 $ 105,759 $ 98,746 $ 107,275  
Revolving Credit Facility [Member]              
Bank Debt [Abstract]              
Unsecured credit facility             $ 10,000
Maturity date       Apr. 12, 2024      
Outstanding borrowings   4,024   $ 4,024   $ 3,019  
Interest expense   77 $ 56 213 $ 142    
Available unused amount fee paid   3   6      
Available unused amount   $ 6,000   $ 6,000      
Debt instrument, effective interest rate percentage   7.35%   7.35%   9.69%  
Revolving Credit Facility [Member] | Minimum [Member]              
Bank Debt [Abstract]              
Indebtedness capital ratio   0.35   0.35      
Revolving Credit Facility [Member] | Amendment [Member]              
Bank Debt [Abstract]              
Maturity date       Mar. 22, 2027      
Basis spread on variable rate 2.00%            
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]       us-gaap:SecuredOvernightFinancingRateSofrMember      
Unused commitment fee 0.20%            
Revolving Credit Facility [Member] | Amendment [Member] | Minimum [Member]              
Bank Debt [Abstract]              
Net worth $ 64,200            
v3.24.3
Credit Arrangements, Junior Subordinated Debentures (Details)
$ / shares in Units, shares in Thousands, $ in Thousands
9 Months Ended
Sep. 30, 2024
USD ($)
Trust
Quarter
$ / shares
shares
Debt Instruments [Abstract]  
Number of Connecticut statutory business trusts | Trust 2
Financial structure of statutory business trusts [Abstract]  
Net balance March 31, 2024 $ 33,738
Net balance December 31, 2023 $ 33,738
Junior Subordinated Debentures [Member]  
Financial structure of statutory business trusts [Abstract]  
Basis spread on variable rate 0.26161%
Variable rate term 3 months
Debt instrument, effective interest rate percentage 9.39%
Number of consecutive quarters for which interest payments can be deferred | Quarter 20
Junior Subordinated Debentures [Member] | LIBOR [Member]  
Financial structure of statutory business trusts [Abstract]  
Variable rate term 3 months
Atlantic American Statutory Trust I [Member] | Junior Subordinated Debentures [Member]  
Financial structure of statutory business trusts [Abstract]  
Principal amount owed March 31, 2024 $ 18,042 [1],[2]
Less: Treasury debt 0 [1],[2],[3]
Net balance March 31, 2024 18,042 [1],[2]
Net balance December 31, 2023 $ 18,042 [1],[2]
Coupon rate 3-Month SOFR + 0.26161% spread adj + 4.00%
Interest payable Quarterly
Maturity date Dec. 04, 2032 [1],[2]
Redeemable by issuer Yes [1],[2]
Atlantic American Statutory Trust I [Member] | Trust Preferred Securities [Member]  
Financial structure of statutory business trusts [Abstract]  
Coupon rate 3-Month SOFR + 0.26161% spread adj + 4.00%
Issuance date Dec. 04, 2002
Securities issued (in shares) | shares 17,500
Liquidation preference per security (in dollars per share) | $ / shares $ 1
Liquidation value $ 17,500
Distribution payable Quarterly
Distribution guaranteed by Atlantic American Corporation [4]
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] us-gaap:SecuredOvernightFinancingRateSofrMember
Basis spread on variable rate 4.00%
Atlantic American Statutory Trust II [Member] | Junior Subordinated Debentures [Member]  
Financial structure of statutory business trusts [Abstract]  
Principal amount owed March 31, 2024 $ 23,196 [1],[2]
Less: Treasury debt (7,500) [1],[2],[3]
Net balance March 31, 2024 15,696 [1],[2]
Net balance December 31, 2023 $ 15,696 [1],[2]
Coupon rate 3-Month SOFR + 0.26161% spread adj + 4.10%
Interest payable Quarterly
Maturity date May 15, 2033 [1],[2]
Redeemable by issuer Yes [1],[2]
Atlantic American Statutory Trust II [Member] | Trust Preferred Securities [Member]  
Financial structure of statutory business trusts [Abstract]  
Coupon rate 3-Month SOFR + 0.26161% spread adj + 4.10%
Issuance date May 15, 2003
Securities issued (in shares) | shares 22,500
Liquidation preference per security (in dollars per share) | $ / shares $ 1
Liquidation value $ 22,500
Distribution payable Quarterly
Distribution guaranteed by Atlantic American Corporation [4]
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] us-gaap:SecuredOvernightFinancingRateSofrMember
Basis spread on variable rate 4.10%
[1] For each of the respective debentures, the Company has the right at any time, and from time to time, to defer payments of interest on the Junior Subordinated Debentures for a period not exceeding 20 consecutive quarters up to the debentures’ respective maturity dates. During any such period, interest will continue to accrue and the Company may not declare or pay any cash dividends or distributions on, or purchase, the Company’s common stock nor make any principal, interest or premium payments on or repurchase any debt securities that rank equally with or junior to the Junior Subordinated Debentures. The Company has the right at any time to dissolve each of the trusts and cause the Junior Subordinated Debentures to be distributed to the holders of the Trust Preferred Securities.
[2] The Junior Subordinated Debentures are unsecured and rank junior and subordinate in right of payment to all senior debt of the Parent and are effectively subordinated to all existing and future liabilities of its subsidiaries.
[3] On August 4, 2014, the Company acquired $7,500 of the Junior Subordinated Debentures.
[4] The Parent has guaranteed, on a subordinated basis, all of the obligations under the Trust Preferred Securities, including payment of the redemption price and any accumulated and unpaid distributions to the extent of available funds and upon dissolution, winding up or liquidation.
v3.24.3
Earnings (Loss) Per Common Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Basic Earnings (Loss) Per Common Share [Abstract]        
Net income (loss) $ (1,998) $ 1,759 $ (4,680) $ 2,057
Less preferred stock dividends (100) (100) (299) (299)
Net income (loss) applicable to common shareholders (2,098) 1,659 (4,979) 1,758
Diluted Earnings (Loss) Per Common Share [Abstract]        
Effect of Series D preferred stock   100    
Net income (loss) applicable to common shareholders $ (2,098) $ 1,759 $ (4,979) $ 1,758
Weighted Average Shares [Abstract]        
Effect of Series D preferred stock (in shares)   1,378    
Weighted average shares outstanding, Basic (in shares) 20,400 20,402 20,401 20,405
Weighted average shares outstanding, Diluted (in shares) 20,400 21,780 20,401 20,405
Per Share Amount, Basic [Abstract]        
Net income (loss) applicable to common shareholders, Basic (in dollars per share) $ (0.1) $ 0.08 $ (0.24) $ 0.09
Per Share Amount, Diluted [Abstract]        
Net income (loss) applicable to common shareholders, Diluted (in dollars per share) $ (0.1) $ 0.08 $ (0.24) $ 0.09
v3.24.3
Income Taxes (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Reconciliation of income tax expense (benefit) [Abstract]        
Federal income tax provision at statutory rate of 21% $ (515) $ 449 $ (1,220) $ 533
Dividends-received deduction (10) (10) (22) (27)
Meals and entertainment 18 9 53 32
Vested stock and club dues 0 11 1 14
Parking disallowance 7 5 15 13
Adjustment for prior years' estimates to actual 44 (85) 44 (85)
Income tax expense (benefit) (456) 379 $ (1,129) 480
Federal statutory income tax rate     21.00%  
Components of income tax benefit [Abstract]        
Current - Federal 296 790 $ 296 2,191
Deferred - Federal (752) (411) (1,425) (1,711)
Income tax expense (benefit) $ (456) $ 379 $ (1,129) $ 480
v3.24.3
Leases (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2024
USD ($)
Lease
Sep. 30, 2023
USD ($)
Lease description [Abstract]    
Number of operating lease agreements | Lease 2  
Lease expense $ 761 $ 761
Other information on operating leases [Abstract]    
Cash payments included in the measurement of lease liabilities reported in operating cash flows 797 784
Right-of-use assets included in other assets on the condensed consolidated balance sheet $ 1,981 $ 2,817
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] Other Assets Other Assets
Weighted average discount rate 6.80% 6.80%
Weighted average remaining lease term in years 2 years 1 month 6 days 3 years 1 month 6 days
Maturities and present value of lease liabilities [Abstract]    
Remainder of 2024 $ 268  
2025 1,083  
2026 942  
Thereafter 0  
Total undiscounted lease payments 2,293  
Less: present value adjustment 164  
Operating lease liability included in accounts payable and accrued expenses on the condensed consolidated balance sheet $ 2,129  
Operating Lease, Liability, Statement of Financial Position [Extensible List] Accounts Payable and Accrued Liabilities  
Second Lease [Member]    
Lease description [Abstract]    
Lease term 10 years  
Renewal option period 7 years  
v3.24.3
Segment Information (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2024
USD ($)
Segment
Sep. 30, 2023
USD ($)
Dec. 31, 2023
USD ($)
Segment Information [Abstract]          
Number of business units | Segment     2    
Assets, Revenue and Income (loss) before income taxes for each business unit [Abstract]          
Assets $ 386,989   $ 386,989   $ 381,265
Revenues 44,519 $ 44,591 139,184 $ 140,048  
Income (loss) before income taxes (2,454) 2,138 (5,809) 2,537  
Operating Segments [Member] | American Southern [Member]          
Assets, Revenue and Income (loss) before income taxes for each business unit [Abstract]          
Assets 148,024   148,024   149,236
Revenues 17,282 17,652 54,666 54,817  
Income (loss) before income taxes (528) 1,437 1,730 3,823  
Operating Segments [Member] | Bankers Fidelity [Member]          
Assets, Revenue and Income (loss) before income taxes for each business unit [Abstract]          
Assets 207,259   207,259   203,079
Revenues 27,125 27,249 84,499 85,632  
Income (loss) before income taxes 367 3,502 275 6,705  
Corporate and Other [Member]          
Assets, Revenue and Income (loss) before income taxes for each business unit [Abstract]          
Assets 31,706   31,706   $ 28,950
Revenues 112 (310) 19 (401)  
Income (loss) before income taxes $ (2,293) $ (2,801) $ (7,814) $ (7,991)  

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