Form 8-K - Current report

0000924822falseMILLER INDUSTRIES INC /TN/00009248222024-05-082024-05-08

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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Current Report

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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): May 8, 2024

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MILLER INDUSTRIES, INC.

(Exact Name of Registrant as Specified in Its Charter)

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Tennessee	001-14124	62-1566286
(State or Other Jurisdiction of Incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

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8503 Hilltop Drive, Ooltewah, Tennessee

(Address of Principal Executive Offices)

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37363

(Zip Code)

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[phone]

(Registrant’s telephone number, including area code)

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Not Applicable

(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:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐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	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per share	MLR	New York Stock Exchange

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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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Item 2.02Results of Operations and Financial Condition.

On May 8, 2024, Miller Industries, Inc., (the “Company”) issued a press release (the “Earnings Release”) announcing its financial results for the quarter ended March 31, 2024. A copy of the Earnings Release is furnished as Exhibit 99.1 to this Form 8-K.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits.

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Exhibit No.		Exhibit Description
99.1	​	Press Release of Miller Industries, Inc., dated May 8, 2024, announcing its financial results for the quarter ended March 31, 2024.
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104	​	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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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​	Miller Industries, Inc. (Registrant)
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​	By:	/s/ Deborah L. Whitmire
​	​	Deborah L. Whitmire
​	​	Executive Vice President, Chief Financial Officer and Treasurer
​ Dated: May 8, 2024	​	​

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Exhibit 99.1

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	​	​ ​ ​ ​ 8503 Hilltop Drive, Ooltewah, TN 37363 Telephone [phone]

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​	CONTACT:	Miller Industries, Inc.
​	​	Debbie Whitmire, Chief Financial Officer [phone]
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​	​	FTI Consulting, Inc.
​	​	Mike Gaudreau [e-mail]

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MILLER INDUSTRIES REPORTS 2024 FIRST QUARTER RESULTS

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CHATTANOOGA, Tenn., May 8, 2024/PRNewswire/ -- Miller Industries, Inc. (NYSE: MLR) (“Miller Industries” or the "Company") today announced financial results for the first quarter ended March 31, 2024.

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For the first quarter of 2024, net sales were $349.9 million, an increase of 23.9%, compared to $282.3 million for the first quarter of 2023. The year over year growth was predominantly due to increased production volume as a result of supply chain improvements and continued strong customer demand for the Company’s products.

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Gross profit for the first quarter of 2024 was $44.2 million, or 12.6% of net sales, compared to $30.4 million, or 10.8% of net sales, for the first quarter of 2023. The increase in gross margin was driven primarily by higher revenue levels and margin improvements across all of our product lines, offset slightly by our product mix.

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Selling, general and administrative expenses were $21.5 million, or 6.2% of net sales, compared to $17.9 million, or 6.3% of net sales, in the prior year period. The year over year increase in selling, general and administrative expenses was driven by several factors including incentive programs for all employees, investor relations activity, higher costs related to the increased sales volume, and additional training and talent retention programs.

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Net income in the first quarter of 2024 was $17.0 million, or $1.47 per diluted share, compared to net income of $9.2 million, or $0.81 per diluted share, in the prior year period, for increases of 84.6% and 81.5%, respectively.

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The Company also announced that its Board of Directors has declared a quarterly cash dividend of $0.19 per share, payable June 10, 2024, to shareholders of record at the close of business on June 3, 2024, the fifty-fourth consecutive quarter that the Company has paid a dividend.

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“After a record year in 2023, our sustained topline growth demonstrates a promising start to 2024,” said William G. Miller, II, Chief Executive Officer of the Company. “Our revenue this quarter was another quarterly record for the Company, driven by a strong demand environment for all of our products. While our product mix this quarter was a headwind, margins for all of our product lines are up compared to the prior year. As we proceed in 2024, we expect to maintain a more moderate, but healthy year over year growth rate, consistent with the guidance of high single-digit growth for 2024 that we provided last quarter.”

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MILLER INDUSTRIES REPORTS 2024 FIRST QUARTER RESULTS

PAGE 2

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Mr. Miller, II, concluded, “With our backlog and demand environment steady, coupled with our strong financial results, we have made strides in returning capital to our shareholders. Last quarter, we raised our dividend by 5.6%. Additionally, in April we announced that our Board of Directors authorized a $25 million share repurchase program. Going forward, given the strong demand environment I mentioned earlier, we are closely monitoring our production capacity both in the U.S. and internationally as we consider our future capital allocation plans.”

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The Company will host a conference call, which will be simultaneously broadcast live over the Internet. The call is scheduled for tomorrow, May 9, 2024, at 10:00 AM ET. Listeners can access the conference call live and archived over the Internet through the following link:

https://app.webinar.net/Kzka3mjLg4X

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Please allow 15 minutes prior to the call to visit the site, download, and install any necessary audio software. A replay of this call will be available approximately one hour after the live call ends through May 16, 2024. The replay number is 1-844-512-2921, Passcode 13745934

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About Miller Industries, Inc.

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Miller Industries is The World's Largest Manufacturer of Towing and Recovery Equipment®, and markets its towing and recovery equipment under a number of well-recognized brands, including Century®, Vulcan®, Chevron™, Holmes®, Challenger®, Champion®, Jige™, Boniface™, Titan® and Eagle®.

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MILLER INDUSTRIES REPORTS 2024 FIRST QUARTER RESULTS ​	PAGE 3

Certain statements in this news release may be deemed to be forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by the use of words such as “may,” “will,” “should,” “could,” “continue,” “future,” “potential,” “believe,” “project,” “plan,” “intend,” “seek,” “estimate,” “predict,” “expect,” “anticipate” and similar expressions, or the negative of such terms, or other comparable terminology and include without limitation any statements relating to the Company’s 2024 revenues or margins, backlog or customer demand environment, and capital allocation plans. Forward-looking statements also include the assumptions underlying or relating to any of the foregoing statements. Such forward-looking statements are made based on our management’s beliefs as well as assumptions made by, and information currently available to, our management. Our actual results may differ materially from the results anticipated in these forward-looking statements due to, among other things the risks discussed in our filings with the Securities and Exchange Commission, including the risks set forth in Part I, Item 1A, “Risk Factors”  in our Annual Report on Form 10-K for the year ended December 31, 2023  and in Part II, Item 1A, “Risk Factors” in our subsequent Quarterly Reports on Form 10-Q. Except as required by law, we assume no obligation to update these forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

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​ MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data) (Unaudited)

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​	​	​	​	​	​	​	​	​
​	​	​	Three Months Ended
​	​	​	March 31
​	​	​	​	​	​	​	​	%
​		​	2024		​	2023		Change
NET SALES	​	$	349,871	​	$	282,275	​	23.9%
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COST OF OPERATIONS	​	​	305,628	​	​	251,858	​	21.3%
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GROSS PROFIT	​	​	44,243	​	​	30,417	​	45.5%
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OPERATING EXPENSES:	​	​	​	​	​	​	​	​
Selling, General and Administrative Expenses	​	​	21,543	​	​	17,924	​	20.2%
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NON-OPERATING (INCOME) EXPENSES:	​	​	​	​	​	​	​	​
Interest Expense, Net	​	​	1,245	​	​	1,012	​	23.0%
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Other (Income) Expense, Net	​	​	(33)	​	​	(318)	​	-89.6%
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Total Expense, Net	​	​	22,755	​	​	18,618	​	22.2%
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INCOME BEFORE INCOME TAXES	​	​	21,488	​	​	11,799	​	82.1%
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INCOME TAX PROVISION	​	​	4,465	​	​	2,579	​	73.1%
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NET INCOME	​	$	17,023	​	$	9,220	​	84.6%
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BASIC INCOME PER COMMON SHARE	​	$	1.49	​	$	0.81	​	84.0%
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DILUTED INCOME PER COMMON SHARE	​	$	1.47	​	$	0.81	​	81.5%
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CASH DIVIDENDS DECLARED PER COMMON SHARE	​	$	0.19	​	$	0.18	​	5.6%
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WEIGHTED AVERAGE SHARES OUTSTANDING:	​	​	​	​	​	​	​	​
Basic	​	​	11,452	​	​	11,425	​	0.2%
Diluted	​	​	11,556	​	​	11,431	​	1.0%

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​ MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)

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​	​	​	​	​	​
​	March 31,		​	​
​	2024		​	December 31,
​	(Unaudited)			2023
ASSETS	​	​	​	​	​
CURRENT ASSETS:	​	​	​	​	​
Cash and temporary investments	$	26,809	​	$	29,909
Accounts receivable, net of allowance for credit losses of $1,578 and $1,527 at March 31, 2024 and December 31, 2023, respectively	​	338,887	​	​	286,138
Inventories, net	​	184,274	​	​	189,807
Prepaid expenses	​	8,843	​	​	4,617
Total current assets	​	558,813	​	​	510,471
NONCURRENT ASSETS:	​	​	​	​	​
Property, plant and equipment, net	​	116,172	​	​	115,072
Right-of-use assets - operating leases	​	738	​	​	826
Goodwill	​	20,022	​	​	20,022
Other assets	​	786	​	​	819
TOTAL ASSETS	$	696,531	​	$	647,210
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LIABILITIES AND SHAREHOLDERS' EQUITY	​	​	​	​	​
CURRENT LIABILITIES:	​	​	​	​	​
Accounts payable	$	229,040	​	$	191,782
Accrued liabilities	​	43,512	​	​	40,793
Income taxes payable	​	1,773	​	​	1,819
Current portion of operating lease obligation	​	311	​	​	320
Total current liabilities	​	274,636	​	​	234,714
NONCURRENT LIABILITIES:	​	​	​	​	​
Long-term obligations	​	55,000	​	​	60,000
Noncurrent portion of operating lease obligation	​	426	​	​	506
Deferred income tax liabilities	​	4,110	​	​	4,070
Total liabilities	​	333,172	​	​	299,290
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SHAREHOLDERS' EQUITY:	​	​	​	​	​
Preferred shares, $0.01 par value; 5,000,000 shares authorized, none issued or outstanding	​	—	​	​	—
Common shares, $0.01 par value; 100,000,000 shares authorized, 11,469,960 and 11,445,640 outstanding at March 31, 2024 and December 31, 2023, respectively	​	115	​	​	114
Additional paid-in capital	​	153,743	​	​	153,574
Retained earnings	​	215,009	​	​	200,165
Accumulated other comprehensive loss	​	(6,508)	​	​	(5,933)
Total shareholders' equity	​	362,359	​	​	347,920
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	696,531	​	$	647,210

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Document and Entity Information	May 08, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	May 08, 2024
Securities Act File Number	001-14124
Entity Registrant Name	MILLER INDUSTRIES INC /TN/
Entity Incorporation, State or Country Code	TN
Entity Tax Identification Number	62-1566286
Entity Address, Address Line One	8503 Hilltop Drive
Entity Address, City or Town	Ooltewah
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	37363
City Area Code	423
Local Phone Number	238-4171
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	MLR
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000924822
Amendment Flag	false

N-2	May 08, 2024
Cover [Abstract]
Entity Central Index Key	0000924822
Amendment Flag	false
Securities Act File Number	001-14124
Document Type	8-K
Entity Registrant Name	MILLER INDUSTRIES INC /TN/
Entity Address, Address Line One	8503 Hilltop Drive
Entity Address, City or Town	Ooltewah
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	37363
City Area Code	423
Local Phone Number	238-4171
Entity Emerging Growth Company	false

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