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 23, 2021

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 23, 2021, Atlantic American Corporation (the “Registrant”) reported its results of operations for its fourth quarter and year ended December 31, 2020. 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 23, 2021

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 23, 2021
   




Exhibit 99.1

ATLANTIC AMERICAN CORPORATION REPORTS
FOURTH QUARTER AND YEAR END RESULTS FOR 2020;
DECLARES ANNUAL DIVIDEND

ATLANTA, Georgia, March 23, 2021 - Atlantic American Corporation (Nasdaq- AAME) today reported net income for the three month period ended December 31, 2020 of $11.8 million, or $0.54 per diluted share, as compared to net income of $1.3 million, or $0.06 per diluted share, for the comparable period in 2019.  For the year ended December 31, 2020, the Company reported net income of $12.2 million, or $0.56 per diluted share, as compared to net loss of $0.4 million, or $0.04 per diluted share, for the comparable period in 2019.  The increase in net income during the fourth quarter of 2020 was primarily due to a $7.0 million increase in realized gains coupled with a $5.1 million decrease in insurance benefits and losses incurred for the fourth quarter of 2020 as compared to the comparable quarter of 2019.  The increase in net income for the year ended December 31, 2020 was primarily due to a $19.3 million decrease in insurance benefits and losses incurred and a $5.8 million increase in realized gains, somewhat offset by a decrease of $8.9 million of net unrealized gains and losses on equity securities during the year ended December 31, 2020 as compared to the comparable period in 2019.  Changes in unrealized gains and losses on equity securities for the applicable periods are primarily the result of fluctuations in the market values of the Company’s equity investments.

Operating income (as defined below) increased to $3.6 million in the three month period ended December 31, 2020 as compared to a $1.8 million operating loss for the three month period ended December 31, 2019.  For the year ended December 31, 2020, operating income increased to $11.5 million over an operating loss of $7.5 million for the comparable period in 2019.  The increase in operating income for the three and twelve month periods was primarily due to improved loss experience in the Company’s life and health operations, resulting from a significant decrease in the number of incurred claims and improved rate adequacy within the Medicare supplement line of business.  The decrease in the number of incurred claims was primarily attributable to lower utilization of medical services by our policyholders as a result of the COVID-19 pandemic.

Commenting on the results, Hilton H. Howell, Jr., Chairman, President and Chief Executive Officer, stated, “We are exceptionally encouraged by the strong operating results reported by our family of insurance companies.  Despite the many uncertainties we were faced with in 2020 due to the COVID-19 pandemic and many of our employees shifting to a work-from-home environment, we overcame the challenges and have recently resumed in-person operations for the majority of our staff.  Our insurance subsidiaries reported record financial results and we are excited about the prospects for this upcoming year.  In recognition of an outstanding earnings report and our commitment to delivering value to our shareholders, we are pleased to announce our Board’s decision to reinstate the Company’s annual dividend in the amount of $0.02 per share, which is payable on April 27, 2021 to shareholders of record on April 13, 2021.”

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
   
Twelve Months Ended
 
   
December 31,
   
December 31,
 
(Unaudited; In thousands, except per share data)
 
2020
   
2019
   
2020
   
2019
 
Insurance premiums
                       
Life and health
 
$
29,656
   
$
31,024
   
$
121,167
   
$
123,245
 
Property and casualty
   
16,856
     
15,645
     
62,372
     
58,680
 
Insurance premiums, net
   
46,512
     
46,669
     
183,539
     
181,925
 
                                 
Net investment income
   
2,027
     
2,145
     
7,744
     
8,979
 
Realized investment gains, net
   
6,988
     
9
     
7,420
     
1,574
 
Unrealized gains (losses) on equity securities, net
   
4,400
     
3,415
     
(3,431
)
   
5,511
 
Other income
   
5
     
51
     
76
     
190
 
                                 
Total revenue
   
59,932
     
52,289
     
195,348
     
198,179
 
                                 
Insurance benefits and losses incurred
                               
Life and health
   
19,345
     
23,853
     
80,537
     
99,684
 
Property and casualty
   
10,653
     
11,195
     
39,339
     
39,541
 
Commissions and underwriting expenses
   
12,129
     
11,482
     
46,811
     
45,477
 
Interest expense
   
357
     
506
     
1,610
     
2,130
 
Other expense
   
2,432
     
3,612
     
11,548
     
11,754
 
                                 
Total benefits and expenses
   
44,916
     
50,648
     
179,845
     
198,586
 
                                 
Income (loss) before income taxes
   
15,016
     
1,641
     
15,503
     
(407
)
Income tax expense (benefit)
   
3,168
     
371
     
3,334
     
(21
)
                                 
Net income (loss)
 
$
11,848
   
$
1,270
   
$
12,169
   
$
(386
)
                                 
Earnings (loss) per common share (basic)
 
$
0.58
   
$
0.06
   
$
0.58
   
$
(0.04
)
Earnings (loss) per common share (diluted)
 
$
0.54
   
$
0.06
   
$
0.56
   
$
(0.04
)
                                 
Reconciliation of Non-GAAP Financial Measure
                               
                                 
Net income (loss)
 
$
11,848
   
$
1,270
   
$
12,169
   
$
(386
)
Income tax expense (benefit)
   
3,168
     
371
     
3,334
     
(21
)
Realized investment gains, net
   
(6,988
)
   
(9
)
   
(7,420
)
   
(1,574
)
Unrealized (gains) losses on equity securities, net
   
(4,400
)
   
(3,415
)
   
3,431
     
(5,511
)
                                 
Non-GAAP Operating income (loss)
 
$
3,628
   
$
(1,783
)
 
$
11,514
   
$
(7,492
)

   
December 31,
   
December 31,
 
Selected Balance Sheet Data
 
2020
   
2019
 
             
Total cash and investments
 
$
298,630
   
$
281,530
 
Insurance subsidiaries
   
292,478
     
274,730
 
Parent and other
   
6,152
     
6,800
 
Total assets
   
405,187
     
377,626
 
Insurance reserves and policyholder funds
   
198,676
     
201,906
 
Debt
   
33,738
     
33,738
 
Total shareholders' equity
   
145,060
     
118,394
 
Book value per common share
   
6.84
     
5.51
 
Statutory capital and surplus
               
Life and health
   
42,326
     
35,546
 
Property and casualty
   
50,194
     
45,827