Business Context and Reporting Period
Company: Atlantic American Corporation (AAME)
Filing Type: Form 8-K (Current Report)
Report Date: May 22, 2023 (Earliest event reported: May 18, 2023)
Context: The Company is reporting the receipt of a notice from The Nasdaq Stock Market LLC regarding non-compliance with listing rules due to delinquent periodic financial filings.
Key Financial Metrics
This filing is a current report regarding regulatory compliance and does not contain financial statements. Consequently, the filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes
- Delinquency Status: The Company is delinquent in filing its Annual Report on Form 10-K for the year ended December 31, 2022, and its Quarterly Report on Form 10-Q for the period ended March 31, 2023.
- Regulatory Action: Received a notice from Nasdaq on May 18, 2023, stating non-compliance with Nasdaq Listing Rule 5250(c)(1), which requires timely filing of all required periodic financial reports.
Outlook, Risks, and Management Commentary
- Compliance Plan Deadline: The Company has until June 20, 2023, to submit a plan to Nasdaq to regain compliance.
- Potential Timeline: If a plan is accepted, Nasdaq may grant up to 180 calendar days from the original Form 10-K due date (October 16, 2023) to regain compliance.
- Appeal Rights: If the plan is not accepted, the Company retains the right to appeal the decision to a Nasdaq Hearings Panel.
- Current Listing Status: The notice has no immediate effect on the listing of the Company's common stock on The Nasdaq Global Market.
- Management Action: Management states the Company is working diligently to file the delinquent reports as promptly as practicable.
Investor Verification Checklist
- Verify the status of the Form 10-K for the year ended December 31, 2022, and the Form 10-Q for the quarter ended March 31, 2023, on the SEC EDGAR database.
- Monitor for the submission of a compliance plan to Nasdaq by the June 20, 2023 deadline.
- Watch for any subsequent Nasdaq communications regarding the acceptance or rejection of the compliance plan.
- Review the attached press release (Exhibit 99.1) for additional details on the Company's response strategy.