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)
August 14, 2024

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
 
The 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 August 14, 2024, Atlantic American Corporation (the “Registrant”) reported its results of operations for its second quarter ended June 30, 2024. 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

Exhibit
Number
 
Description of Exhibit
 
Press release dated August 14, 2024.
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document).

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

2

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:  August 14, 2024
   




Exhibit 99.1

ATLANTIC AMERICAN CORPORATION REPORTS
SECOND QUARTER RESULTS FOR 2024

ATLANTA, Georgia, August 14, 2024 - Atlantic American Corporation (Nasdaq- AAME) today reported net loss of $0.7 million, or $(0.04) per diluted share, for the three month period ended June 30, 2024, compared to net income of $1.7 million, or $0.08 per diluted share, for the three month period ended June 30, 2023.  The Company had net loss of $2.7 million, or $(0.14) per diluted share, for the six month period ended June 30, 2024, compared to net income of $0.3 million, or $0.00 per diluted share, for the six month period ended June 30, 2023.  The increase in net loss for the three month and six month periods ended June 30, 2024 was primarily the result of unfavorable loss experience in the Company’s life and health operations, as well as in the Company’s property and casualty operations, compared to the prior year periods.

Operating income decreased $2.8 million in the three month period ended June 30, 2024 from the three month period ended June 30, 2023.  For the six month period ended June 30, 2024, operating income decreased $5.7 million from the comparable period in 2023.  The decrease in operating income for the three month and six month periods ended June 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. Also contributing to the decrease in operating income was unfavorable loss experience in the property and casualty operations due to the frequency and severity of claims in the automobile liability line of business.

Commenting on the results, Hilton H. Howell, Jr., Chairman, President and Chief Executive Officer, stated, “Although this year has presented challenges in our life and health operations, we believe our strategic investments in technology and talent will provide the foundation for future performance. We believe our recent product launches in several key states position us well for a strong sales season during the upcoming annual enrollment period. Additionally, our property and casualty division has demonstrated remarkable resilience in a softening market, consistently writing profitable business. We remain committed to our long-term strategy and are optimistic about the opportunities that lie ahead.”

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

Note regarding non-GAAP financial measure: Atlantic American Corporation presents its consolidated financial statements in accordance with U.S. generally accepted accounting principles (GAAP).  However, from time to time, the Company may present, in its public statements, press releases and filings with the Securities and Exchange Commission, non-GAAP financial measures such as operating income (loss). We define operating income (loss) as net income (loss) excluding: (i) income tax expense (benefit); (ii) realized investment (gains) 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 income tax expense (benefit), which is subject to timing, regulatory and rate changes depending on the timing of the associated revenues and expenses) or are not expected to regularly impact the Company’s operating results (such as any realized and unrealized investment gains (losses), which are not a part of the Company’s primary operations and are, to a limited extent, subject to discretion in terms of timing of realization).  The financial data attached includes a reconciliation of operating income (loss) to net income (loss), the most comparable GAAP financial measure.  The Company’s definition of operating income (loss) may differ from similarly titled financial measures used by others.  This non-GAAP financial measure should be considered supplemental to, and not a substitute for, financial information prepared in accordance with GAAP.

Note regarding forward-looking statements: Except for historical information contained herein, this press release contains forward-looking statements that involve a number of risks and uncertainties.  Actual results could differ materially from those indicated by such forward-looking statements due to a number of factors and risks, including the Company’s ability to remediate the identified material weakness in its internal control over financial reporting as described in the Company’s most recent Annual Report on Form 10-K and those other risks and uncertainties detailed in statements and reports that the Company files from time to time 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
June 30,
     
Six Months Ended
June 30,
  
(Unaudited; In thousands, except per share data)
 
2024
   
2023
   
2024
   
2023
 
Insurance premiums
                       
Life and health
 
$
27,449
   
$
28,180
   
$
54,123
   
$
57,069
 
Property and casualty
   
17,544
     
17,880
     
35,422
     
35,091
 
Insurance premiums, net
   
44,993
     
46,060
     
89,545
     
92,160
 
                                 
Net investment income
   
2,416
     
2,559
     
4,972
     
5,100
 
Realized investment gains, net
   
13
     
70
     
13
     
70
 
Unrealized gains (losses) on equity securities, net
   
243
     
494
     
129
     
(1,881
)
Other income
   
3
     
5
     
6
     
8
 
                                 
Total revenue
   
47,668
     
49,188
     
94,665
     
95,457
 
                                 
Insurance benefits and losses incurred
                               
Life and health
   
17,579
     
15,817
     
36,691
     
33,617
 
Property and casualty
   
14,228
     
13,548
     
27,041
     
26,208
 
Commissions and underwriting expenses
   
11,584
     
12,848
     
24,250
     
25,766
 
Interest expense
   
867
     
807
     
1,722
     
1,557
 
Other expense
   
4,259
     
3,951
     
8,316
     
7,910
 
                                 
Total benefits and expenses
   
48,517
     
46,971
     
98,020
     
95,058
 
                                 
Income (loss) before income taxes
   
(849
)
   
2,217
     
(3,355
)
   
399
 
Income tax expense (benefit)
   
(165
)
   
473
     
(673
)
   
101
 
                                 
Net income (loss)
 
$
(684
)
 
$
1,744
   
$
(2,682
)
 
$
298
 
                                 
Earnings (loss) per common share (basic & diluted)
 
$
(0.04
)
 
$
0.08
   
$
(0.14
)
 
$
-
 
                                 
Reconciliation of non-GAAP financial measure
                               
                                 
Net income (loss)
 
$
(684
)
 
$
1,744
   
$
(2,682
)
 
$
298
 
Income tax expense (benefit)
   
(165
)
   
473
     
(673
)
   
101
 
Realized investment gains, net
   
(13
)
   
(70
)
   
(13
)
   
(70
)
Unrealized (gains) losses on equity securities, net
   
(243
)
   
(494
)
   
(129
)
   
1,881
 
                                 
Non-GAAP operating income (loss)
 
$
(1,105
)
 
$
1,653
   
$
(3,497
)
 
$
2,210
 

 
Selected balance sheet data
  
June 30,
2024
     
December 31,
2023
  
             
Total cash and investments
 
$
256,525
   
$
265,368
 
Insurance subsidiaries
   
248,857
     
259,253
 
Parent and other
   
7,668
     
6,115
 
Total assets
   
386,007
     
381,265
 
Insurance reserves and policyholder funds
   
225,252
     
212,422
 
Debt
   
37,762
     
36,757
 
Total shareholders' equity
   
100,672
     
107,275
 
Book value per common share
   
4.67
     
4.99
 
Statutory capital and surplus
               
Life and health
   
32,689
     
38,299
 
Property and casualty
   
51,967
     
51,774