AAME 8-K
Atlantic American Corp (AAME)
8-K
2022-03-25
For: 2022-03-25
View Original
Added on
April 09, 2026
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
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Date of report (Date of earliest event reported)
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code
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( |
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N/A
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(Former name or former address, if changed since last report)
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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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. ☐
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Results of Operations and Financial Condition
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On March 25, 2022, Atlantic American Corporation (the “Registrant”) reported its results of operations for its fourth quarter and year ended December 31, 2021. 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.
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Financial Statements and Exhibits
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(d)
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Exhibits
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Exhibit No.
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Exhibit Description
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Press release dated March 25, 2022
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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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.
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.
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ATLANTIC AMERICAN CORPORATION
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By:
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/s/ J. Ross Franklin
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J. Ross Franklin
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Vice President, Chief Financial Officer and
Secretary
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| Date: March 25, 2022 | ||
Exhibit 99.1
ATLANTIC AMERICAN CORPORATION REPORTS
FOURTH QUARTER AND YEAR END RESULTS FOR 2021;
DECLARES ANNUAL DIVIDEND
ATLANTA, Georgia, March 25, 2022 - Atlantic American Corporation (Nasdaq- AAME) today reported net income for the three month period ended December 31, 2021 of $2.7
million, or $0.12 per diluted share, as compared to net income of $11.8 million, or $0.54 per diluted share, for the comparable period in 2020. For the year ended December 31, 2021, the Company reported net income of $4.3 million, or $0.19 per
diluted share, as compared to net income of $12.2 million, or $0.56 per diluted share for the comparable period in 2020. The decrease in net income during the fourth quarter of 2021 was primarily due to an $8.0 million decrease in unrealized gains
in equity securities as a result of fluctuation in market values of the Company’s equity investments still held. The decrease in net income for the year ended December 31, 2021 was primarily due to an $11.8 million increase in insurance benefits
and losses incurred. The increase in insurance benefits and losses incurred was primarily the result of loss experience within the Company’s life and health operations, returning to historical averages relative to the exceptionally low utilization
experienced in 2020 after the onset of the COVID-19 pandemic when many policyholders were sheltered in place.
Operating income (as defined below) decreased to $2.6 million in the three month period ended December 31, 2021 as compared to $3.6 million for the three month period
ended December 31, 2020. For the year ended December 31, 2021, the Company reported operating loss of $1.5 million compared to operating income of $11.5 million for the comparable period in 2020. The decrease in operating income for the three and
twelve month periods was primarily due to an increase in loss experience in the Company’s life and health operations, as mentioned above, predominantly within the Medicare supplement line of business.
Commenting on the results, Hilton H. Howell, Jr., Chairman, President and Chief Executive Officer, stated, “Our property and casualty operations had an exceptional
year and I’m pleased to report the renewal of a significant multi-year state contract, which also included a rate increase. With respect to our life and health operations, the voluntary benefits division had a banner year for new sales and kicked
off January of 2022 with a record for issued business. We continue to invest in various initiatives that we believe will position the company for a successful 2022 and beyond. In our continued commitment to deliver value to our shareholders, the
Board of Directors recently approved the Company’s annual dividend of $0.02 per share, which is payable on April 27, 2022 to shareholders of record on April 13, 2022.”
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 and Bankers Fidelity 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 excluding: (i) income tax expense; (ii) realized investment gains, net; and (iii) unrealized losses (gains) 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, 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 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, including those detailed in
statements and reports that Atlantic American Corporation files from time to time with the Securities and Exchange Commission.
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For further information contact:
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J. Ross Franklin
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Hilton H. Howell, Jr.
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Chief Financial Officer
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Chairman, President & CEO
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Atlantic American Corporation
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Atlantic American Corporation
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404-266-5580
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404-266-5505
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Atlantic American Corporation
Financial Data
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Three Months Ended
December 31, |
Twelve Months Ended
December 31, |
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(Unaudited; In thousands, except per share data)
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2021
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2020
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2021
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2020
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Insurance premiums
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Life and health
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$
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29,216
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$
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29,656
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$
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116,234
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$
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121,167
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Property and casualty
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17,685
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16,856
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67,982
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62,372
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Insurance premiums, net
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46,901
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46,512
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184,216
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183,539
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Net investment income
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2,012
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2,027
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8,528
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7,744
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Realized investment gains, net
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4,383
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6,988
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4,903
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7,420
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Unrealized gains (losses) on equity securities, net
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(3,564
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4,400
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1,894
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(3,431
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Other income
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-
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5
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13
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76
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Total revenue
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49,732
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59,932
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199,554
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195,348
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Insurance benefits and losses incurred
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Life and health
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20,798
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19,345
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87,261
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80,537
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Property and casualty
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10,876
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10,653
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44,433
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39,339
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Commissions and underwriting expenses
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10,826
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12,129
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47,496
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46,811
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Interest expense
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347
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357
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1,387
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1,610
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Other expense
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3,497
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2,432
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13,675
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11,548
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Total benefits and expenses
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46,344
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44,916
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194,252
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179,845
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Income before income taxes
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3,388
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15,016
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5,302
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15,503
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Income tax expense
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723
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3,168
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1,021
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3,334
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Net income
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$
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2,665
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$
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11,848
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$
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4,281
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$
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12,169
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Earnings per common share (basic)
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$
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0.13
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$
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0.58
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$
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0.19
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$
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0.58
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Earnings per common share (diluted)
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$
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0.12
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$
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0.54
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$
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0.19
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$
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0.56
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Reconciliation of Non-GAAP Financial Measure
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Net income
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$
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2,665
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$
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11,848
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$
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4,281
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$
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12,169
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Income tax expense
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723
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3,168
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1,021
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3,334
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Realized investment gains, net
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(4,383
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(6,988
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(4,903
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(7,420
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Unrealized (gains) losses on equity securities, net
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3,564
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(4,400
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(1,894
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3,431
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Non-GAAP Operating income (loss)
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$
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2,569
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$
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3,628
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$
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(1,495
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$
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11,514
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Selected Balance Sheet Data
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December 31,
2021
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December 31,
2020
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Total cash and investments
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$
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308,195
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$
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298,630
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Insurance subsidiaries
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302,302
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292,478
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Parent and other
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5,893
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6,152
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Total assets
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402,286
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405,187
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Insurance reserves and policyholder funds
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201,797
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198,676
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Debt
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33,738
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33,738
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Total shareholders' equity
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141,286
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145,060
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Book value per common share
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6.66
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6.84
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Statutory capital and surplus
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Life and health
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38,625
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42,326
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Property and casualty
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52,724
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50,194
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