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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March 25, 2025
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ATLANTIC AMERICAN CORPORATION
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(Exact name of registrant as specified in its charter)
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Georgia
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0-3722
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58-1027114
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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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4370 Peachtree Road, N.E., Atlanta, Georgia
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30319
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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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(404) 266-5500
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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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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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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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☐
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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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Common Stock, par value $1.00 per share
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AAME
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The Nasdaq Global Market
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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, 2025, Atlantic American Corporation (the “Registrant”) reported its results of operations for its fourth quarter and year ended December 31, 2024. 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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Item 9.01.
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Financial Statements and Exhibits
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(d) Exhibits
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Exhibit
Number
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Description of Exhibit
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Press release dated March 25, 2025.
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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, 2025
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ATLANTIC AMERICAN CORPORATION REPORTS
FOURTH QUARTER AND YEAR END RESULTS FOR 2024;
DECLARES ANNUAL DIVIDEND
ATLANTA, Georgia, March 25, 2025 - Atlantic American Corporation (Nasdaq- AAME) today reported net income of $0.4 million, or $0.02 per diluted share, for the three
month period ended December 31, 2024, compared to net loss of $2.2 million, or $(0.11) per diluted share, for the three month period ended December 31, 2023. The Company had net loss of $4.3 million, or $(0.23) per diluted share, for the year ended
December 31, 2024, compared to net loss of $0.2 million, or $(0.03) per diluted share, for the year ended December 31, 2023. The increase in net income for the three month period ended December 31, 2024 was primarily the result of favorable loss
experience in the Company’s life and health operations due to a decrease in incurred losses, predominantly in the group life and Medicare supplement lines of business. The increase in net loss for the year ended December 31, 2024 was primarily due to
unfavorable loss experience in the Company’s property and casualty operations due to the frequency and severity of claims in the automobile liability line of business, compared to the prior year.
Commenting on the results, Hilton H. Howell, Jr., Chairman, President and Chief Executive Officer, stated, “We are thrilled to report exceptional new sales in our
Medicare supplement business during the fourth quarter annual enrollment period, with strong momentum carrying into the new year. Although rising costs in the commercial automobile market have affected profitability, we are taking steps to improve
rates for that line of business. Additionally, in alignment with our continued commitment to enhancing shareholder value, the Board of Directors has approved the Company’s annual dividend of $0.02 per share. This dividend will be payable on April 23,
2025, to shareholders of record as of April 9, 2025."
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) losses, 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, among others: the effects of macroeconomic conditions
and general economic uncertainty; unexpected developments in the health care or insurance industries affecting providers or individuals, including the cost or availability of services, or the tax consequences related thereto; disruption to the
financial markets; unanticipated increases in the rate, number and amounts of claims outstanding; our ability to remediate the identified material weakness in our internal control over financial reporting; the level of performance of reinsurance
companies under reinsurance contracts and the availability, pricing and adequacy of reinsurance to protect the Company against losses; changes in the stock markets, interest rates or other financial markets, including the potential effect on the
Company’s statutory capital levels; the uncertain effect on the Company of regulatory and market-driven changes in practices relating to the payment of incentive compensation to brokers, agents and other producers; the potential impact of public
health emergencies; the incidence and severity of catastrophes, both natural and man-made; the possible occurrence of terrorist attacks; stronger than anticipated competitive activity; unfavorable judicial or legislative developments; the potential
effect of regulatory developments, including those which could increase the Company’s business costs and required capital levels; the Company’s ability to distribute its products through distribution channels, both current and future; the uncertain
effect of emerging claim and coverage issues; the effect of assessments and other surcharges for guaranty funds and other mandatory pooling arrangements; information technology system failures or network disruptions; risks related to cybersecurity
matters, such as breaches of our computer network or those of other parties or the loss of or unauthorized access to the data we maintain; 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. As a result, undue reliance should not be placed upon forward-looking statements, which speak only as of the date they are made. The Company undertakes no obligation to publicly update any
forward-looking statements as a result of subsequent developments, changes in underlying assumptions or facts or otherwise, except as may be required by law.
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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
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Twelve Months Ended
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December 31,
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December 31,
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(Unaudited; In thousands, except per share data)
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2024
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2023
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2024
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2023
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Insurance premiums
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Life and health
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$
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29,351
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$
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26,138
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$
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111,042
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$
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110,382
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Property and casualty
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16,053
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16,781
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67,689
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68,443
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Insurance premiums, net
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45,404
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42,919
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178,731
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178,825
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Net investment income
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2,342
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2,633
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9,791
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10,058
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Realized investment gains, net
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1,193
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-
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1,210
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70
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Unrealized gains (losses) on equity securities, net
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101
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1,190
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(1,516
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)
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(2,177
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)
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Other income
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3
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3
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11
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17
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Total revenue
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49,043
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46,745
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188,227
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186,793
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Insurance benefits and losses incurred
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Life and health
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16,597
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22,931
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70,064
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71,485
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Property and casualty
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14,742
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12,926
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55,767
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51,015
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Commissions and underwriting expenses
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12,290
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9,294
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48,030
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46,124
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Interest expense
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828
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862
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3,419
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3,269
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Other expense
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4,041
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3,834
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16,211
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15,465
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Total benefits and expenses
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48,498
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49,847
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193,491
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187,358
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Income (loss) before income taxes
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545
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(3,102
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)
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(5,264
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)
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(565
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)
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Income tax expense (benefit)
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133
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(874
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)
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(996
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)
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(394
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Net income (loss)
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$
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412
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$
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(2,228
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)
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$
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(4,268
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)
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$
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(171
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Earnings (loss) per common share (basic & diluted)
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$
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0.02
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$
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(0.11
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)
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$
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(0.23
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)
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$
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(0.03
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)
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Reconciliation of non-GAAP financial measure
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Net income (loss)
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$
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412
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$
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(2,228
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)
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$
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(4,268
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)
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$
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(171
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)
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Income tax expense (benefit)
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133
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(874
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)
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(996
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)
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(394
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)
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Realized investment gains, net
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(1,193
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)
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-
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(1,210
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)
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(70
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)
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Unrealized (gains) losses on equity securities, net
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(101
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)
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(1,190
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)
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1,516
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2,177
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Non-GAAP operating income (loss)
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$
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(749
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)
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$
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(4,292
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)
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$
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(4,958
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)
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$
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1,542
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|
December 31,
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December 31,
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Selected balance sheet data
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2024
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2023
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Total cash and investments
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$
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265,696
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$
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265,368
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Insurance subsidiaries
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258,675
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259,253
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Parent and other
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7,021
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6,115
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Total assets
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393,428
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381,265
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Insurance reserves and policyholder funds
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225,106
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|
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212,422
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Debt
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37,761
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36,757
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Total shareholders' equity
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99,613
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107,275
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Book value per common share
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4.61
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4.99
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Statutory capital and surplus
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Life and health
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32,443
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38,299
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Property and casualty
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47,670
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51,774
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