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): November 13, 2009 (November 12, 2009) | ||
ATLANTIC AMERICAN CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
| Georgia (State or Other Jurisdiction of Incorporation) |
0-3722 (Commission File Number) |
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 | ||
| 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)) | |
Item 2.02. Results of Operations and Financial Condition
On November 12, 2009, Atlantic American Corporation (the “Registrant”) reported its results of operations for its third quarter ended September 30, 2009. 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 November 12, 2009, reporting the results of operations of the Registrant for its third quarter ended September 30, 2009.
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, hereunto 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, 2009
EXHIBIT INDEX
Exhibits:
Exhibit 99.1 Press release dated November 12, 2009
EXHIBIT 99.1
ATLANTIC AMERICAN CORPORATION REPORTS THIRD QUARTER RESULTS
ATLANTA, Georgia, November 12, 2009 - Atlantic American Corporation (Nasdaq-AAME) today reported a net loss of $2.1 million, or $0.10 per diluted share, for the three month period ended September 30, 2009, compared to a net loss of $0.2 million, or $0.03 per diluted share, for the three month period ended September 30, 2008. For the nine month period ended September 30, 2009, the net loss was $1.8 million, or $0.10 per diluted share, compared to a net loss of $1.1 million, or $0.11 per diluted share, for the comparable period in 2008. Results for the three month and nine month periods ended September 30, 2009 were impacted by an increase in the Company’s deferred tax asset valuation allowance of approximately $1.8 million; whereas the results for the nine month period ended September 30, 2008 included a loss from discontinued operations of approximately $2.2 million.
Total revenues for the three month period ended September 30, 2009, were $25.5 million, decreasing slightly from $25.6 million for the three month period ended September 30, 2008. Insurance premiums during this quarter decreased less than $0.1 million from the comparable 2008 premiums. For the nine month period ended September 30, 2009, revenues were $76.9 million, decreasing less than 1% from the comparable 2008 period revenues of $77.1 million. Insurance premiums during the nine month period ended September 30, 2009 increased 0.4% from the comparable period in 2008. Nominal revenue and premium changes during both the three month and nine month periods ended September 30, 2009 continue to reflect stabilized business levels.
Commenting on the quarter, Hilton H. Howell, Jr., president and chief executive officer, stated, “While our core operations remain solidly profitable, the non-cash accounting adjustments to our tax provision resulted in a loss for the three month and nine month periods ended September 30, 2009. Premiums in our life and health operation are now increasing across the board, but this increase is being somewhat offset by premium decreases in our property and casualty operations.”
Atlantic American 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 subsidiaries include American Southern Insurance Company, American Safety Insurance Company, Bankers Fidelity Life 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 files 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
Consolidated Financial Data
| Three months ended September 30, |
Nine months ended September 30, |
||||||
| (Unaudited; In thousands, except per share data) | 2009 |
2008 |
2009 |
2008 |
|||
| Insurance premiums | $ 22,774 | $ 22,831 | $ 68,512 | $ 68,230 | |||
| Investment income | 2,699 | 3,111 | 8,142 | 8,779 | |||
| Realized investment gains (losses), net | 14 | (367) | 1 | (341) | |||
| Other income | 51 |
41 |
202 |
420 |
|||
| Total revenue | 25,538 |
25,616 |
76,857 |
77,088 |
|||
| Insurance benefits and losses incurred | 15,840 | 15,067 | 45,753 | 42,662 | |||
| Commissions and underwriting expenses | 6,804 | 7,192 | 21,734 | 22,915 | |||
| Interest expense | 679 | 795 | 2,094 | 2,517 | |||
| Other | 2,044 |
2,626 |
6,848 |
7,267 |
|||
| Total benefits and expenses | 25,367 |
25,680 |
76,429 |
75,361 |
|||
| Income (loss) from continuing operations before income taxes |
171 |
(64) |
428 |
1,727 |
|||
| Income tax expense | 2,279 |
102 |
2,268 |
684 |
|||
| Income (loss) from continuing operations | (2,108) | (166) | (1,840) | 1,043 | |||
| Loss from discontinued operations, net of tax | - |
- |
- |
(2,166) |
|||
| Net loss | $ (2,108) |
$ (166) |
$ (1,840) |
$ (1,123) |
|||
| Net loss per common share: | |||||||
| Basic loss per common share: | |||||||
| Loss from continuing operations | $ (0.10) | $ (0.03) | $ (0.10) | $ (0.01) | |||
| Loss from discontinued operations | - |
- |
- |
(0.10) |
|||
| Net loss applicable to common shareholders | $ (0.10) |
$ (0.03) |
$ (0.10) |
$ (0.11) |
|||
| Diluted loss per common share: | |||||||
| Loss from continuing operations | $ (0.10) | $ (0.03) | $ (0.10) | $ (0.01) | |||
| Loss from discontinued operations | - |
- |
- |
(0.10) |
|||
| Net loss applicable to common shareholders | $ (0.10) |
$ (0.03) |
$ (0.10) |
$ (0.11) |
|||
| Selected Balance Sheet Data |
September 30, 2009 |
December 31, 2008 |
||
| Total investments | $ 188,349 | $ 173,116 | ||
| Total assets | 263,167 | 266,609 | ||
| Insurance reserves and policy funds | 128,695 | 130,774 | ||
| Debt | 41,238 | 41,238 | ||
| Total shareholders' equity | 79,793 | 75,414 | ||
| Book value per common share | 3.26 | 3.06 | ||