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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 12, 1996
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(November 8, 1996)
ATLANTIC AMERICAN CORPORATION
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(Exact name of registrant as specified in its charter)
Georgia 0-3722 58-1027114
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(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification No.)
incorporation
4370 PEACHTREE ROAD, N.E., ATLANTA, GEORGIA 30319
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (404) 266-5500
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None
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(Former name, former address and former fiscal year, if changed since last
report)
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<PAGE>
Item 5. Other Events.
On November 8, 1996, Atlantic American Corporation (the "Company") announced
corrections to its calculation of net income from continuing operations per
share for the second and third quarters of 1996. The corrections were necessary
in order to give effect to accruals for dividends on the Company's outstanding
preferred stock that were omitted in the previously announced earnings per share
computations. As a result, net income from continuing operations for the three
and nine month periods ended September 30, 1996, should have been $.09 and $.25
per share (rather than $.11 and $.31 per share), respectively. In addition,
giving effect to the accruals for the three and six month periods ended June 30,
1996, net income from continuing operations should have been $.08 and $.16 per
share (rather than $.10 and $.20 per share), respectively.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of business acquired.
Not Applicable.
(b) Pro forma financial information.
Not Applicable.
(c) Exhibits
99.1 -- Press Release issued November 8, 1996.
1
<PAGE>
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
(Registrant)
Date: November 12, 1996 By:/s/
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John W. Hancock
Senior Vice President-Treasurer
(Principal Financial Officer)
2
EXHIBIT 99.1
NEWS RELEASE For further information contact:
For Immediate Release John W. Hancock
Senior Vice President and Treasurer
Atlantic American Corporation
(404) 266-5500
ATLANTIC AMERICAN CORPORATION REPORTS CORRECTION
ATLANTA, November 8, 1996 -- Atlantic American Corporation (NASDAQ-AAME) today
announced corrections to its calculation of net income from continuing
operations per share for the second and third quarters of 1996. Actual net
income (loss) for the quarters and year-to-date were not affected and remain as
previously announced.
Giving effect to accruals for dividends on Atlantic American's outstanding
preferred stock that were omitted in the previously announced earnings per share
computations, net income from continuing operations for the three and nine month
periods ended September 30, 1996, should have been $.09 and $.25 per share
(rather than $.11 and $.31 per share), respectively. In addition, giving effect
to such accruals for the three and six month periods ended June 30, 1996, net
income from continuing operations should have been $.08 and $.16 per share
(rather than $.10 and $.20 per share), respectively. Corrected summary financial
data for those periods are attached.
Atlantic American is an insurance holding company involved in specialty markets
of the life, health, property and casualty insurance industries. Its principal
subsidiaries include American Southern Insurance Company, American Safety
Insurance Company, Atlantic American Life Insurance Company, Bankers Fidelity
Life Insurance Company and Georgia Casualty & Surety Company.
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ATLANTIC AMERICAN CORPORATION FINANCIAL DATA
(Unaudited)
Three Months Ended Nine Months Ended
(In thousands, except per share data) September 30, September 30,
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1996 1995 1996 1995
-------- -------- -------- --------
Revenue $25,681 $13,588 $74,868 $38,271
======= ======= ======= ========
Net income (loss):
Continuing operations $2,068 $1,207 $5,835 $2,149
Discontinued operations 0 (1,404) (4,447) (4,384)
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Net income (loss) $2,068 ($197) $1,388 ($2,235)
======= ======== ======== ========
Net income (loss) per common share:
Continuing operations $0.09 $0.06 $0.25 $0.11
Discontinued operations 0.00 (0.07) (0.24) (0.24)
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Net income (loss) $0.09 ($0.01) $0.01 ($0.13)
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Weighted average common
shares outstanding 18,869 18,732 18,860 18,627
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ATLANTIC AMERICAN CORPORATION FINANCIAL DATA
(Unaudited)
Three Months Ended Six Months Ended
(In thousands, except per share data) June 30, June 30,
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1996 1995 1996 1995
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Revenue $24,414 $12,772 $49,187 $24,683
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Net income (loss):
Continuing operations $1,790 $723 $3,767 $942
Discontinued operations (4,447) (3,205) (4,447) (2,980)
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Net income (loss) ($2,657) ($2,482) ($680) ($2,038)
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Net income (loss) per common share:
Continuing operations $0.08 $0.03 $0.16 $0.04
Discontinued operations (0.24) (0.17) (0.24) (0.16)
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Net income (loss) ($0.16) ($0.14) ($0.08) ($0.12)
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Weighted average common
shares outstanding 18,901 18,588 18,855 18,574
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