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): December 6, 2002 (December 4, 2002)
ATLANTIC AMERICAN CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
| Georgia (State or Other Jurisdiction of Incorporation) |
0-3722 (Commission File Numbers) |
58-1027114 (I.R.S. Employer Identification No.) |
| 4370 Peachtree Rd., N.E. Atlanta, Georgia (Address of Principal Executive Offices) |
30319 (Zip Code) |
|
Registrant's Telephone Number, Including Area Code: (404) 266-5500
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events
On December 4, 2002, the registrant, through a newly-formed, wholly-owned subsidiary, Atlantic American Statutory Trust I, completed the private issuance of $17.5 million aggregate amount of floating rate capital securities, as a part of a pooled transaction that involved various other insurance companies. Net proceeds to the Company were approximately $17 million of which $12 million was used to repay existing bank debt. The balance of the proceeds is to be used for general corporate purposes including the provision of additional capital to the subsidiary insurance companies. The securities issued have a floating rate of interest, currently 5.42%, and have a stated term of 30 years, although they may be redeemed in whole or in part, after five years at the option of the Company.
The floating rate capital securities have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
Item 9. Regulation FD Disclosure
On December 6, 2002, the registrant issued the press release attached as Exhibit 99.1.
SIGNATURE
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 |
| By: /s/ John G. Sample, Jr.
|
|
| John G. Sample, Jr. Senior Vice President and Chief Financial Officer |
|
Date: December 6, 2002
EXHIBIT INDEX
Exhibits:
Exhibit 99.1 Press release dated December 6, 2002
ATLANTIC AMERICAN CORPORATION ANNOUNCES OFFERING OF TRUST PREFERRED SECURITIES
ATLANTA, Georgia, December 6, 2002 - Atlantic American Corporation (Nasdaq- AAME) today announced that on December 4, 2002, through a newly-formed, wholly-owned subsidiary, Atlantic American Statutory Trust I, it completed the private issuance of $17.5 million aggregate amount of floating rate capital securities, as part of a pooled transaction that involved various other insurance companies. Net proceeds to the Company were approximately $17 million of which $12 million was used to repay existing bank debt. The balance of the proceeds is to be used for general corporate purposes including the provision of additional capital to the subsidiary insurance companies. The securities issued have a floating rate of interest, currently 5.42%, and have a stated term of 30 years, although they may be redeemed in whole or in part, after five years at the option of the Company.
The floating rate capital securities have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release shall not constitute an offer to sell or a solicitation of an offer to buy such securities and is issued pursuant to Rule 135c under the Securities Act of 1933.
Atlantic American is an insurance holding company involved through its subsidiary companies in specialty markets of the life, health, property and casualty insurance industries. Its principal subsidiaries include American Southern Insurance Company, American Safety Insurance Company, Bankers Fidelity Life Insurance Company, Georgia Casualty & Surety Company, Association Risk Management General Agency, Association Casualty Insurance Company and Self-Insurance Administrators, Inc.
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 has filed with the Securities and Exchange Commission.
For further information contact:
John G. Sample, Jr.
Senior Vice President and Chief Financial Officer
Atlantic American Corporation
404-266-5501