Form 8-K ATLANTIC AMERICAN CORP For: Aug 12
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)
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(Exact name of registrant as specified in its charter)
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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:
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. ☐
Item 2.02. |
Results of Operations and Financial Condition
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On August 12, 2022, Atlantic American Corporation (the “Registrant”) reported its results of operations for its second quarter ended June 30, 2022. 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
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(d) |
Exhibits
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Exhibit No.
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Exhibit Description
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Press release dated August 12, 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.
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: August 12, 2022
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Exhibit 99.1
ATLANTIC AMERICAN CORPORATION REPORTS
SECOND QUARTER RESULTS FOR 2022
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Net income of $1.2 million for the six month period ended June 30, 2022
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Operating income of $4.4 million for the six month period ended June 30, 2022
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Insurance premiums increased $3.1 million, or 9.5%, within the property and casualty operations for the six month period ended June 30, 2022
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ATLANTA, Georgia, August 12, 2022 - Atlantic American Corporation (Nasdaq- AAME) today reported net loss for the three month period ended June 30, 2022
of $1.7 million, or $0.09 per diluted share, as compared to net income of $3.0 million, or $0.14 per diluted share, for the comparable period in 2021. For the six month period ended June 30, 2022, the Company reported net income of $1.2 million,
or $0.05 per diluted share, as compared to net income of $2.5 million, or $0.11 per diluted share, for the comparable period in 2021. The decrease in net income for the three month and six month periods ended June 30, 2022 was primarily
attributable to fluctuations in market values of equity securities, resulting in a decrease in unrealized gains of $8.9 million and $7.4 million, respectively, over the comparable periods in 2021.
Operating income (as defined below) increased $3.1 million in the three month period ended June 30, 2022 from the three month period ended June 30,
2021. For the six month period ended June 30, 2022, operating income increased $6.1 million from the comparable period in 2021. The increase in operating income was primarily due to favorable loss experience in the life and health operations,
resulting from an improvement in rate adequacy in the Medicare supplement line of business coupled with an increase in earned premium within the group lines of business.
Commenting on the results, Hilton H. Howell, Jr., Chairman, President and Chief Executive Officer, stated, “We are delighted to report the marked
improvement in operating income for both the quarter and year to date. Following a number of strategic rate adjustments within our Medicare supplement business, we are beginning to see meaningful improvements in the profitability of that line.
Our voluntary benefits division continues to gain ground in the marketplace and we’ve reached a new record in insurance premiums within our property and casualty operations.”
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 (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 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
the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 and subsequent statements and reports that Atlantic American Corporation files from time to time with the Securities and Exchange Commission.
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
Three Months Ended
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Six Months Ended
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June 30,
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June 30,
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(Unaudited; In thousands, except per share data)
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2022
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2021
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2022
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2021
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Insurance premiums
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Life and health
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$
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28,296
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$
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28,771
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$
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58,034
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$
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58,246
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Property and casualty
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18,769
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16,362
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36,112
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32,977
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Insurance premiums, net
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47,065
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45,133
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94,146
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91,223
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Net investment income
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2,529
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2,266
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4,869
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4,379
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Realized investment gains (losses), net
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(62
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50
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(72
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171
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Unrealized gains (losses) on equity securities, net
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(4,866
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)
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4,003
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(2,673
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)
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4,747
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Other income
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3
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5
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7
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12
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Total revenue
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44,669
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51,457
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96,277
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100,532
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Insurance benefits and losses incurred
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Life and health
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18,713
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21,546
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39,404
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43,069
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Property and casualty
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14,040
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10,157
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24,518
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21,906
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Commissions and underwriting expenses
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10,215
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12,179
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23,051
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24,743
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Interest expense
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414
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347
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768
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693
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Other expense
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3,402
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3,474
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6,855
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6,914
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Total benefits and expenses
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46,784
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47,703
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94,596
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97,325
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Income (loss) before income taxes
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(2,115
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)
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3,754
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1,681
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3,207
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Income tax expense (benefit)
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(436
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)
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792
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518
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676
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Net income (loss)
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$
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(1,679
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)
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$
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2,962
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$
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1,163
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$
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2,531
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Earnings (loss) per common share (basic)
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$
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(0.09
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)
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$
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0.14
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$
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0.05
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$
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0.11
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Earnings (loss) per common share (diluted)
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$
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(0.09
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)
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$
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0.14
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$
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0.05
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$
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0.11
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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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(1,679
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)
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$
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2,962
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$
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1,163
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$
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2,531
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Income tax expense (benefit)
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(436
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)
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792
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518
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676
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Realized investment (gains) losses, net
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62
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(50
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72
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(171
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)
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Unrealized (gains) losses on equity securities, net
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4,866
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(4,003
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)
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2,673
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(4,747
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)
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Non-GAAP Operating income (loss)
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$
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2,813
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$
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(299
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)
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$
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4,426
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$
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(1,711
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)
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Selected Balance Sheet Data
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June 30,
2022
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December 31,
2021
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Total cash and investments
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$
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259,845
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$
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308,195
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Insurance subsidiaries
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254,032
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302,302
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Parent and other
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5,813
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5,893
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Total assets
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379,274
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402,286
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Insurance reserves and policyholder funds
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211,874
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201,797
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Debt
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34,738
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33,738
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Total shareholders' equity
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109,101
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141,286
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Book value per common share
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5.08
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6.66
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Statutory capital and surplus
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Life and health
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35,946
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38,625
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Property and casualty
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52,534
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52,724
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