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AAME > SEC Filings for AAME > Form 8-K on 31-Oct-2008All Recent SEC Filings

Show all filings for ATLANTIC AMERICAN CORP | Request a Trial to NEW EDGAR Online Pro

Form 8-K for ATLANTIC AMERICAN CORP


31-Oct-2008

Entry into a Material Definitive Agreement, Financial Statements and Exhib


Item 1.01 Entry into a Material Definitive Agreement

On October 28, 2008, Atlantic American Corporation (the "Company") redeemed (the "Redemption") all 134,000 issued and outstanding shares of the Company's Series B Preferred Stock, par value $1.00 per share (the "Series B Stock"). The Series B Stock has a stated value of $100.00 per share.

The Company paid to the holders of the Series B Stock an aggregate of $13,400,000 to redeem the shares of Series B Stock at their stated value. In addition, the Company paid the holders of the Series B Stock, on a pro rata basis, an aggregate of $1,675,000 in satisfaction of a portion of the $15,376,500 of accrued but unpaid dividends on the outstanding shares of Series B Stock, and the holders of the Series B Stock waived their rights to, and discharged the Company from any obligation to pay, the remaining amount of accrued but unpaid dividends on the Series B Stock, which was deemed contributed to the capital of the Company.

In connection with the foregoing, the Company entered into the Second Amendment to Credit Agreement, dated as of October 28, 2008, by and between the Company and Wachovia ("Wachovia") (the "Second Amendment"). The Second Amendment allowed for the Redemption and the related payment of the portion of the accrued but unpaid dividends thereon. A copy of the Second Amendment is attached hereto and incorporated herein by this reference.

Also in connection with the Redemption, the Company entered into a letter agreement with the holders of its Series D Preferred Stock, par value $1.00 per share ("Series D Stock") pursuant to which the holders of Series D Stock consented to the Redemption.

All of the shares of Series B Stock were held by, and all of the shares of Series D Stock are held by, affiliates of Mr. J. Mack Robinson, the chairman of the board of directors of the Company, Mrs. Harriett J. Robinson, wife of Mr. Robinson and a director of the Company, and Mr. Hilton H. Howell, Jr., the Company's chief executive officer.



Item 9.01 Financial Statements and Exhibits

(d)      Exhibits.
         Exhibit No.      Exhibit Description

         10.1             Second Amendment to Credit Agreement, dated
                          as of October 28, 2008, by and between
                          Atlantic American Corporation and Wachovia
                          Bank, National Association.

         10.2             Form of Redemption Letter Agreement entered
                          into by the Company and each holder of shares
                          of Series B Preferred Stock.


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