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): November 13, 2003 (November 12, 2003)
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 7. Financial Statements, Pro Forma Financial Information and Exhibits | ||
| (c) Exhibits | ||
| 99.1 Press Release, dated November 12, 2003, reporting the results of operations of Atlantic American Corporation (the “Registrant”) for its third quarter ended September 30, 2003 (furnished and not filed herewith solely pursuant to Item 12). | ||
| Item 12. Results of Operations and Financial Condition | ||
| On November 12, 2003, the Registrant reported its results of operations for its third quarter ended September 30, 2003. 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. 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, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. | ||
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: November 13, 2003
EXHIBIT INDEX
| Exhibits: | ||
| Exhibit 99.1 | Press release dated November 12, 2003 |
EXHIBIT 99.1
ATLANTIC AMERICAN CORPORATION ANNOUNCES INCREASED THIRD QUARTER
RESULTS
ATLANTA, Georgia, November 12, 2003 - Atlantic American Corporation (Nasdaq- AAME) today reported net income of $3.3 million, or $0.13 per diluted share, for the third quarter ended September 30, 2003 compared to net income of $1.0 million, or $0.03 per diluted share, for the third quarter ended September 30, 2002. The Company further reported net income of $5.2 million, or $0.19 per diluted share, for the nine months ended September 30, 2003 compared to a net loss of $12.4 million, or $0.62 per diluted share, for the nine months ended September 30, 2002. The net loss for the nine months ended September 30, 2002 was primarily the result of a non-cash charge of $15.8 million to reflect a change in accounting for goodwill. Premium revenue for the quarter ended September 30, 2003 decreased slightly to $37.9 million while for the nine months ended September 30, 2003, premium revenue increased less than 1.0% to $115.7 million. The nominal change in premiums for the third quarter and nine months ended September 30, 2003 is primarily attributable to the loss of a significant contract early in the second quarter of 2003, offset by continued new business growth and premium increases on existing business. In addition, during the third quarter of 2003, results were favorably impacted by a $1.5 million deferred tax benefit related to a reduction of the Company’s valuation allowance compared to a similar $1.3 million deferred tax benefit in the third quarter of 2002. The reduction of the valuation allowance is the result of reassessment as to the realization of certain net operating loss carry forwards. Pre-tax income for the nine months ended September 30, 2003 was $4.3 million compared to $3.2 million for the nine months ended September 30, 2002, or an increase of 35.8%, primarily due to better performance in the regional property and casualty division.
Commenting on the quarter, Hilton H. Howell, Jr., president and chief executive officer, stated, “While extremely pleased with our results for the quarter, we continue to focus attention on our core underwriting competencies. We are optimistic for the fourth quarter and believe that initiatives undertaken within our casualty division should become more evident shortly. Meanwhile, our life and health division continues with increased contributions to the operating performance of our overall organization.”
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
Atlantic American Corporation
Financial Data
As of September 30, 2003
| Three Months Ended September 30, |
Nine Months Ended September 30, |
|||
| (Unaudited; In thousands, except per share data) | 2003 |
2002 |
2003 |
2002 |
| Insurance premiums | $ 37,916 | $ 39,163 | $ 115,671 | $ 114,695 |
| Investment income | 3,900 | 3,782 | 11,770 | 10,693 |
| Realized investment gains (losses), net | (501) | 45 | 834 | 147 |
| Other income | 219 |
161 |
741 |
764 |
| Total revenue | 41,534 |
43,151 |
129,016 |
126,299 |
| Insurance benefits and losses incurred | 23,220 | 28,538 | 78,535 | 82,045 |
| Commissions and underwriting expenses | 11,824 | 11,414 | 33,014 | 30,514 |
| Interest expense | 827 | 642 | 2,295 | 1,891 |
| Other | 3,946 |
3,082 |
10,879 |
8,689 |
| Total benefits and expenses | 39,817 |
43,676 |
124,723 |
123,139 |
| Income (loss) before income taxes and cumulative effect of change in accounting principle |
1,717 | (525) | 4,293 | 3,160 |
| Income tax benefit | (1,549) |
(1,481) |
(880) |
(243) |
| Income before cumulative effect of change in accounting principle |
3,266 | 956 | 5,173 | 3,403 |
| Cumulative effect of change in accounting principle | - |
- |
- |
(15,816) |
| Net income (loss) | $
3,266 |
$
956 |
$
5,173 |
$ (12,413) |
| Basic earnings per common share: | ||||
| Income before cumulative effect of change in accounting principle |
$ 0.14 | $ 0.03 | $ 0.20 | $ 0.11 |
| Cumulative effect of change in accounting principle | - |
- |
- |
(.74) |
| Net income (loss) | $ 0.14
|
$ 0.03
|
$ 0.20
|
$ (0.63)
|
| Diluted earnings per common share: | ||||
| Income before cumulative effect of change in accounting principle |
$ 0.13 | $ 0.03 | $ 0.19 | $ 0.11 |
| Cumulative effect of change in accounting principle | - |
- |
- |
(0.73) |
| Net income (loss) | $ 0.13
|
$ 0.03
|
$ 0.19
|
$ (0.62)
|
| Selected Balance Sheet Data |
September 30, 2003 |
December 31, 2002 |
| Total investments | $ 279,721 | $ 249,842 |
| Total assets | 436,853 | 420,982 |
| Insurance reserves and policy funds | 258,727 | 254,135 |
| Debt | 55,000 | 49,500 |
| Total shareholders' equity | 82,060 | 78,540 |
| Book value per common share | 3.21 | 2.93 |