8-K

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) April 1, 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))

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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 April 1, 2024, Atlantic American Corporation (the “Registrant”) reported its results of operations for its fourth quarter and year ended December 31, 2023. 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
99.1	Press release dated April 1, 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.

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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:  April 1, 2024

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EX-99.1

Exhibit 99.1

ATLANTIC AMERICAN CORPORATION REPORTS

FOURTH QUARTER AND YEAR END RESULTS FOR 2023;

DECLARES ANNUAL DIVIDEND

ATLANTA, Georgia, April 1, 2024 - Atlantic American Corporation (Nasdaq- AAME) today reported net loss for the three month period ended December 31, 2023 of $2.2 million, or ($0.11) per diluted share, as compared to net income of $1.0 million, or $0.05 per diluted share, for the comparable period in 2022.  For the year ended December 31, 2023, the Company reported net loss of $0.2 million, or ($0.03) per diluted share, as compared to net income of $1.5 million, or $0.06 per diluted share, for the year ended December 31, 2022.  The decrease in net income for the fourth quarter of 2023 was primarily due to an increase in insurance benefits and losses incurred partially offset by an increase in unrealized gains in equity securities.  The decrease in net income for the year ended December 31, 2023 was primarily due to a decrease in earned premiums, as well as an increase in insurance benefits and losses as a percentage of premiums.  Also contributing to the decrease in net income is an increase in debt service costs due to rising interest rates.  Partially offsetting this decrease was a decline in unrealized losses on equity securities.

Operating income (loss), as defined below, decreased to a $4.3 million operating loss in the three month period ended December 31, 2023, as compared to $3.5 million operating income for the three month period ended December 31, 2022.  For the year ended December 31, 2023, the Company reported operating income of $1.5 million compared to operating income of $9.6 million for the year ended December 31, 2022.  The decrease in operating income for the three and twelve month periods was primarily due to an increase in insurance benefits and losses incurred as a percentage of premiums.

Commenting on the results, Hilton H. Howell, Jr., Chairman, President and Chief Executive Officer, stated, “The Company has made significant investments in both human talent and information technology within our Life and Health segment that we expect will lead to improved top line results and profitability of our business.  While we have experienced some inflationary pressures in our Property and Casualty segment, their disciplined underwriting approach delivered another profitable year.  In recognition of our enthusiasm for 2024, the Board of Directors recently approved the Company’s annual dividend of $0.02 per share, which is payable on April 26, 2024 to shareholders of record on April 12, 2024.”

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, 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						Twelve Months Ended
	December 31,						December 31,
(Unaudited; In thousands, except per share data)	2023			2022			2023			2022
Insurance premiums
Life and health	$	26,138		$	28,391		$	110,382		$	115,164
Property and casualty		16,781			16,523			68,443			70,276
Insurance premiums, net		42,919			44,914			178,825			185,440
Net investment income		2,633			2,422			10,058			9,932
Realized investment gains, net		-			1			70			30
Unrealized gains (losses) on equity securities, net		1,190			(2,106	)		(2,177	)		(7,562	)
Other income		3			-			17			11
Total revenue		46,745			45,231			186,793			187,851
Insurance benefits and losses incurred
Life and health		22,931			18,278			71,485			76,281
Property and casualty		12,926			10,626			51,015			47,175
Commissions and underwriting expenses		9,294			10,819			46,124			46,713
Interest expense		862			661			3,269			1,952
Other expense		3,834			3,483			15,465			13,634
Total benefits and expenses		49,847			43,867			187,358			185,755
Income (loss) before income taxes		(3,102	)		1,364			(565	)		2,096
Income tax expense (benefit)		(874	)		318			(394	)		571
Net income (loss)	$	(2,228	)	$	1,046		$	(171	)	$	1,525
Earnings (loss) per common share (basic and diluted)	$	(0.11	)	$	0.05		$	(0.03	)	$	0.06
Reconciliation of non-GAAP financial measure
Net income (loss)	$	(2,228	)	$	1,046		$	(171	)	$	1,525
Income tax expense (benefit)		(874	)		318			(394	)		571
Realized investment gains, net		-			(1	)		(70	)		(30	)
Unrealized (gains) losses on equity securities, net		(1,190	)		2,106			2,177			7,562
Non-GAAP operating income (loss)	$	(4,292	)	$	3,469		$	1,542		$	9,628

	December 31,		December 31,
Selected balance sheet data	2023		2022
Total cash and investments	$	265,368	$	257,575
Insurance subsidiaries		259,253		251,378
Parent and other		6,115		6,197
Total assets		381,265		367,064
Insurance reserves and policyholder funds		212,422		202,651
Debt		36,757		35,747
Total shareholders' equity		107,275		102,193
Book value per common share		4.99		4.74
Statutory capital and surplus
Life and health		38,299		36,672
Property and casualty		51,774		53,023

XML

Document and Entity Information	Apr. 01, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Apr. 01, 2024
Entity File Number	0-3722
Entity Registrant Name	ATLANTIC AMERICAN CORPORATION
Entity Central Index Key	0000008177
Entity Incorporation, State or Country Code	GA
Entity Tax Identification Number	58-1027114
Entity Address, Address Line One	4370 Peachtree Road
Entity Address, Address Line Two	N.E.
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30319
City Area Code	404
Local Phone Number	266-5500
Title of 12(b) Security	Common Stock, par value $1.00 per share
Trading Symbol	AAME
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false