Form 8-K - Current report

0000924822falseMILLER INDUSTRIES INC /TN/00009248222024-11-122024-11-12

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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): November 12, 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 November 12, 2024, Miller Industries, Inc., (the “Company”) issued a press release (the “Earnings Release”) announcing its financial results for the quarter ended September 30, 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 November 12, 2024, announcing its financial results for the quarter ended September 30, 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: November 12, 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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​	​	Frank Madonia, General Counsel [phone]
​	​	FTI Consulting, Inc.
​	​	Mike Gaudreau [e-mail]

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MILLER INDUSTRIES REPORTS 2024 THIRD QUARTER RESULTS

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CHATTANOOGA, Tenn., November 12, 2024/PRNewswire/ -- Miller Industries, Inc. (NYSE: MLR) (the "Company") today announced financial results for the third quarter ended September 30, 2024.

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For the third quarter of 2024, net sales were $314.3 million, an increase of 14.5%, compared to $274.6 million for the third quarter of 2023. The year over year improvement was predominantly due to increases in original equipment manufacturer (“OEM”) chassis deliveries after a normalization of the chassis market, compared to the prior year period. The increase was partially offset by delays in delivery of finished goods related to Hurricane Helene, which had an immaterial impact on our quarterly revenues in the low single-digit millions.

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Gross profit for the third quarter of 2024 was $42.0 million, or 13.4% of net sales, compared to $42.9 million, or 15.6% of net sales, for the third quarter of 2023. The decrease in gross margin was driven by increased chassis shipments, compared to the third quarter of last year, when chassis shipments were significantly depressed.

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Selling, general and administrative expenses were $22.3 million, or 7.1% of net sales, compared to $19.3 million, or 7.0% of net sales, in the prior year period. The increase in selling, general and administrative expenses was primarily due to additional executive compensation expense and incentives for all employees, including training and more competitive compensation to improve employee retention.

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Net income in the third quarter of 2024 was $15.4 million, or $1.33 per diluted share, compared to net income of $17.5 million, or $1.52 per diluted share, in the prior year period, a decrease of 11.7% and 12.3%, 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 December 9, 2024, to shareholders of record at the close of business on December 2, 2024, the fifty-sixth consecutive quarter that the Company has paid a dividend. In addition, during the first three quarters of 2024, the Company has repurchased 45,000 shares of its common stock, representing $2.9 million of the $25.0 million repurchase program authorized by the Board of Directors in April 2024.

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MILLER INDUSTRIES REPORTS 2024 THIRD QUARTER RESULTS	PAGE 2

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“I want to extend my sympathies to those impacted by the recent hurricanes in the Southeast and the extreme loss of life and property,” said William G. Miller, II, Chief Executive Officer of the Company. “We are not immune to these extreme weather events, and Hurricane Helene, in particular, had an impact on our operations. While the financial impact was thankfully marginal, our focus was on ensuring that our employees were safe, secure, and able to perform their jobs to the best of their ability. We are still assessing the hurricane’s impact on our production but expect its effect on fourth-quarter results to be minimal and expect that the marginal impact to revenue in the third quarter will be largely offset by a catch-up in invoicing in the fourth quarter.”

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“Now moving to our quarterly results, we continue to see strong year-over-year revenue increases due to demand for our products across all regions. Our chassis shipments have normalized compared to the prior year and our production volumes were boosted by our operational efficiencies. While distributor retail deliveries remain consistent with 2023 levels, we have seen a decrease in order entry this quarter, though we believe that is largely due to timing of OEM chassis deliveries, distributor throughput capacity, and political uncertainty rather than a slowdown in retail demand. Fundamental demand drivers for our products remain strong, and we plan to continue manufacturing product at near record levels until our backlog returns to pre-pandemic and supply chain crisis levels. We will continue to analyze order intake and retail activity levels over the next few quarters as we reduce backlog closer to historical levels, to ensure that we provide our distribution network with maximum flexibility as we continue to focus on meeting the needs of our customers. Nevertheless, we feel confident that the stability of our supply chain and productivity improvements leave us well-positioned to continue driving improved results in the long term. We remain confident in our ability to achieve low double-digit topline growth along with significant improvement in profitability and free cash flow for full year 2024,” said Mr. Miller, II.

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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, November 13, 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/XBb45Go5Oy7

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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 November 20, 2024. The replay number is 1-844-512-2921, Passcode 13749822.

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About Miller Industries

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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 THIRD QUARTER RESULTS	PAGE 3

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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, profitability, backlog, customer demand, and capital allocation plans, as well as expectations relating to the impacts of weather conditions or natural disasters, including hurricanes. 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 fiscal year ended December 31, 2023 as supplemented  in Part II, Item 1A, “Risk Factors” in our subsequent Quarterly Reports on Form 10-Q, which discussion is incorporated herein by this reference. Such factors are not exclusive. Except as required by law, we expressly disclaim any 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 share and per share data)

(Unaudited)

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Three Months Ended

Nine Months Ended

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September 30,

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September 30,

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%

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%

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2024

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2023

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Change

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2024

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2023

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Change

NET SALES

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$

314,271

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$

274,568

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14.5%

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$

1,035,593

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$

857,108

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20.8%

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COSTS OF OPERATIONS

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272,245

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231,700

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17.5%

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898,246

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743,894

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20.7%

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GROSS PROFIT

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42,026

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42,868

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-2.0%

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137,347

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113,214

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21.3%

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OPERATING EXPENSES:

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Selling, General and Administrative Expenses

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22,326

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19,318

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15.6%

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66,642

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56,721

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17.5%

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NON-OPERATING (INCOME) EXPENSES:

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Interest Expense, Net

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251

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1,813

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-86.2%

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3,544

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4,525

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-21.7%

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Other (Income) Expense, Net

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(321)

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(294)

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9.2%

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(341)

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(842)

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-59.5%

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Total Expense, Net

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22,256

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20,837

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6.8%

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69,845

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60,404

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15.6%

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INCOME BEFORE INCOME TAXES

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19,770

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22,031

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-10.3%

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67,502

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52,810

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27.8%

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INCOME TAX PROVISION

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4,345

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4,572

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-5.0%

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14,540

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11,214

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29.7%

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NET INCOME

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$

15,425

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$

17,459

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-11.7%

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$

52,962

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$

41,596

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27.3%

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BASIC INCOME PER SHARE OF COMMON STOCK

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$

1.35

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$

1.53

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-11.7%

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$

4.62

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$

3.64

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27.1%

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DILUTED INCOME PER SHARE OF COMMON STOCK

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$

1.33

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$

1.52

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-12.3%

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$

4.57

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$

3.62

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26.3%

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CASH DIVIDENDS DECLARED PER SHARE OF COMMON STOCK

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$

0.19

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$

0.18

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5.6%

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$

0.57

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$

0.54

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5.6%

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WEIGHTED AVERAGE SHARES OUTSTANDING:

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Basic

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11,447

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11,446

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0.0%

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11,453

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11,437

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0.1%

Diluted

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11,596

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11,515

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0.7%

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11,593

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11,495

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0.9%

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MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

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​	​			​
​		September 30,
​	​	2024		​	December 31,
​	​	(Unaudited)		​	2023
ASSETS	​	​	​	​	​	​
CURRENT ASSETS:	​	​	​	​	​	​
Cash and temporary investments	​	$	40,600	​	$	29,909
Accounts receivable, net of allowance for credit losses of $1,691 and $1,527 at September 30, 2024 and December 31, 2023, respectively	​	​	374,029	​	​	286,138
Inventories, net	​	​	190,345	​	​	189,807
Prepaid expenses	​	​	10,485	​	​	4,617
Total current assets	​	​	615,459	​	​	510,471
NON-CURRENT ASSETS:	​	​	​	​	​	​
Property, plant and equipment, net	​	​	118,569	​	​	115,072
Right-of-use assets – operating leases	​	​	595	​	​	826
Goodwill	​	​	19,998	​	​	20,022
Other assets	​	​	725	​	​	819
TOTAL ASSETS	​	$	755,346	​	$	647,210
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LIABILITIES AND SHAREHOLDERS’ EQUITY	​	​	​	​	​	​
CURRENT LIABILITIES:	​	​	​	​	​	​
Accounts payable	​	$	234,216	​	$	191,782
Accrued liabilities	​	​	54,801	​	​	40,793
Income taxes payable	​	​	1,462	​	​	1,819
Current portion of operating lease obligation	​	​	309	​	​	320
Total current liabilities	​	​	290,788	​	​	234,714
NON-CURRENT LIABILITIES:	​	​	​	​	​	​
Long-term obligations	​	​	65,000	​	​	60,000
Non-current portion of operating lease obligation	​	​	286	​	​	506
Deferred income tax liabilities	​	​	4,082	​	​	4,070
TOTAL LIABILITIES	​	​	360,156	​	​	299,290
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SHAREHOLDERS’ EQUITY:	​	​	​	​	​	​
Preferred stock, $0.01 par value per share:	​	​	​	​	​	​
Authorized – 5,000,000 shares, Issued – none	​	​	—	​	​	—
Common stock, $0.01 par value per share:	​	​	​	​	​	​
Authorized – 100,000,000 shares, Issued – 11,439,292 and 11,445,640 shares at September 30, 2024 and December 31, 2023, respectively	​	​	114	​	​	114
Additional paid-in capital	​	​	152,933	​	​	153,574
Retained earnings	​	​	246,578	​	​	200,165
Accumulated other comprehensive loss	​	​	(4,435)	​	​	(5,933)
TOTAL SHAREHOLDERS’ EQUITY	​	​	395,190	​	​	347,920
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	​	$	755,346	​	$	647,210

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Document and Entity Information	Nov. 12, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Nov. 12, 2024
Entity 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

Document Information	Nov. 12, 2024
Cover [Abstract]
Document Type	8-K
Amendment	false
CIK	0000924822
Registrant Name	MILLER INDUSTRIES INC /TN/
Period End Date	Nov. 12, 2024

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