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

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported)
March 24, 2020

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

Georgia
0-3722
58-1027114
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

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

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

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 2.02.
Results of Operations and Financial Condition

On March 24, 2020, Atlantic American Corporation (the “Registrant”) reported its results of operations for its fourth quarter and year ended December 31, 2019. A copy of the press release issued by the Registrant concerning the foregoing results is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.
Financial Statements and Exhibits

(d) Exhibits

99.1 Press release dated March 24, 2020

The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,  or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 
ATLANTIC AMERICAN CORPORATION
     
 
By:
/s/ J. Ross Franklin
   
J. Ross Franklin
   
Vice President, Chief Financial Officer and Secretary

Date:  March 24, 2020




Exhibit 99.1

ATLANTIC AMERICAN CORPORATION REPORTS
FOURTH QUARTER AND YEAR END RESULTS FOR 2019

ATLANTA, Georgia, March 24, 2020 - Atlantic American Corporation (Nasdaq- AAME) today reported its results for the fourth quarter and year ended December 31, 2019.  For the fourth quarter ended December 31, 2019, the Company reported net income of $1.3 million, or $0.06 per diluted share, up from $0.2 million, or $0.01 per diluted share, in the fourth quarter of 2018.  The increase in net income was primarily attributable to an increase in unrealized gains on equity securities recognized in net income of $6.4 million, partially offset by a decrease in realized investment gains of $4.3 million and $0.6 million increase in operating loss.  Premiums for the fourth quarter of 2019 increased 3.0% to $46.7 million compared to $45.3 million for the fourth quarter of 2018, as premiums in the property and casualty operations increased 7.8% while the life and health operations increased slightly, as compared to 2018.

For the year ended December 31, 2019, the Company reported a net loss of $0.4 million, or $0.04 per diluted share, as compared to $0.7 million, or $0.05 per diluted share, for the year ended December 31, 2018.  The decrease in net loss was primarily attributable to an increase in unrealized gains on equity securities recognized in net income of $7.7 million, partially offset by decreases in realized gains of $3.6 million and an increase in operating loss of $3.6 million.  Total premiums during 2019 increased 5.2% to $181.9 million from $172.9 million in 2018, as premiums in the property and casualty operations increased 9.1% while the life and health operations increased 3.5%, as compared to 2018.

Commenting on the results, Hilton H. Howell, Jr., chairman, president and chief executive officer, stated, “We are delighted with the performance of our property and casualty operations, reporting year over year premium growth accompanied by a significant improvement in operating income.  And while profitability in the life and health operations were strained due to prior expansion of our Medicare supplement business, I believe we reached the nadir of this cycle during 2019 and expect a positive trend for 2020 and beyond.”

Atlantic American Corporation is an insurance holding company involved through its subsidiary companies in specialty markets of the life, health, and property and casualty insurance industries.  Its principal insurance subsidiaries are American Southern Insurance Company, American Safety Insurance Company, Bankers Fidelity Life Insurance Company and Bankers Fidelity Assurance Company.

Note regarding non-GAAP financial measure: Atlantic American Corporation presents its consolidated financial statements in accordance with U.S. generally accepted accounting principles (GAAP).  However, from time to time, the Company may present, in its public statements, press releases and filings with the Securities and Exchange Commission, non-GAAP financial measures such as operating income (loss). Management believes operating income (loss) is a useful metric for investors, potential investors, securities analysts and others because it isolates the “core” operating results of the Company before considering certain items that are either beyond the control of management (such as income tax expense, which is subject to timing, regulatory and rate changes depending on the timing of the associated revenues and expenses) or are not expected to regularly impact the Company’s operating results (such as any realized and unrealized investment gains (losses), which are not a part of the Company’s primary operations and are, to a limited extent, subject to discretion in terms of timing of realization).  The financial data attached includes a reconciliation of operating income (loss) to net income (loss), the most comparable GAAP financial measure.  The Company’s definition of operating income (loss) may differ from similarly titled financial measures used by others.  This non-GAAP financial measure should be considered supplemental to, and not a substitute for, financial information prepared in accordance with GAAP.

Note regarding Private Securities Litigation Reform Act: Except for historical information contained herein, this press release contains forward-looking statements that involve a number of risks and uncertainties.  Actual results could differ materially from those indicated by such forward-looking statements due to a number of factors and risks detailed from time to time in statements and reports that Atlantic American Corporation files with the Securities and Exchange Commission.

For further information contact:
 
J. Ross Franklin
Hilton H. Howell, Jr.
Chief Financial Officer
Chairman, President & CEO
Atlantic American Corporation
Atlantic American Corporation
404-266-5580
404-266-5505


Atlantic American Corporation
Financial Data

   
Three Months Ended
December 31,
   
Year ended
December 31,
 
(Unaudited; In thousands, except per share data)
 
2019
   
2018
   
2019
   
2018
 
Insurance premiums
                       
Life and health
 
$
31,024
   
$
30,819
   
$
123,245
   
$
119,124
 
Property and casualty
   
15,645
     
14,508
     
58,680
     
53,807
 
Insurance premiums, net
   
46,669
     
45,327
     
181,925
     
172,931
 
                                 
Net investment income
   
2,145
     
2,438
     
8,979
     
9,549
 
Realized investment gains, net
   
9
     
4,357
     
1,574
     
5,154
 
Unrealized gains (losses) on equity securities, net
   
3,415
     
(2,947
)
   
5,511
     
(2,194
)
Other income
   
51
     
25
     
190
     
113
 
                                 
Total revenue
   
52,289
     
49,200
     
198,179
     
185,553
 
                                 
Insurance benefits and losses incurred
                               
Life and health
   
23,853
     
23,887
     
99,684
     
93,821
 
Property and casualty
   
11,195
     
10,285
     
39,541
     
38,829
 
Commissions and underwriting expenses
   
11,482
     
10,586
     
45,477
     
39,042
 
Interest expense
   
506
     
540
     
2,130
     
2,037
 
Other expense
   
3,612
     
3,627
     
11,754
     
12,795
 
                                 
Total benefits and expenses
   
50,648
     
48,925
     
198,586
     
186,524
 
                                 
Income (loss) before income taxes
   
1,641
     
275
     
(407
)
   
(971
)
Income tax expense (benefit)
   
371
     
74
     
(21
)
   
(267
)
                                 
Net income (loss)
 
$
1,270
   
$
201
   
$
(386
)
 
$
(704
)
                                 
Earnings (loss) per common share (basic and diluted)
 
$
0.06
   
$
0.01
   
$
(0.04
)
 
$
(0.05
)
                                 
Reconciliation of Non-GAAP Financial Measure
                               
                                 
Net income (loss)
 
$
1,270
   
$
201
   
$
(386
)
 
$
(704
)
Income tax expense (benefit)
   
371
     
74
     
(21
)
   
(267
)
Realized investment gains, net
   
(9
)
   
(4,357
)
   
(1,574
)
   
(5,154
)
Unrealized (gains) losses on equity securities, net
   
(3,415
)
   
2,947
     
(5,511
)
   
2,194
 
                                 
Non-GAAP Operating loss
 
$
(1,783
)
 
$
(1,135
)
 
$
(7,492
)
 
$
(3,931
)

Selected Balance Sheet Data
 
December 31,
2019
   
December 31,
2018
 
             
Total cash and investments
 
$
281,530
   
$
254,559
 
Insurance subsidiaries
   
274,730
     
235,796
 
Parent and other
   
6,800
     
18,763
 
Total assets
   
377,626
     
344,274
 
Insurance reserves and policyholder funds
   
201,906
     
189,048
 
Debt
   
33,738
     
33,738
 
Total shareholders' equity
   
118,394
     
101,372
 
Book value per common share
   
5.51
     
4.75
 
Statutory capital and surplus
               
Life and health
   
35,546
     
34,214
 
Property and casualty
   
45,827
     
43,467