Miller Industries Inc. Files 10-Q for Period Ending March 31, 2024

TL;DR

<b>Miller Industries Inc. filed its Q1 2024 10-Q report on May 8, 2024.</b>

AI Summary

MILLER INDUSTRIES INC /TN/ (MLR) filed a Quarterly Report (10-Q) with the SEC on May 8, 2024. Miller Industries Inc. filed a 10-Q report for the period ending March 31, 2024. The filing covers the first quarter of 2024. The company's fiscal year ends on December 31. Miller Industries Inc. is in the Truck & Bus Bodies industry. The filing was made on May 8, 2024.

Why It Matters

For investors and stakeholders tracking MILLER INDUSTRIES INC /TN/, this filing contains several important signals. This 10-Q filing provides investors with the latest financial performance and operational details for Miller Industries Inc. for the first quarter of 2024. Understanding the company's financial health and strategic positioning is crucial for investors evaluating its stock (MLR).

Risk Assessment

Risk Level: — MILLER INDUSTRIES INC /TN/ shows moderate risk based on this filing. The filing is a standard quarterly report (10-Q) and does not indicate any unusual or significant events that would elevate the risk profile.

Analyst Insight

Review the detailed financial statements and management discussion within the 10-Q to assess Miller Industries Inc.'s performance and outlook.

Key Numbers

• 2024-03-31 — Period End Date (Conformed Period of Report)
• 2024-05-08 — Filing Date (Filed as of Date)
• 10-Q — Form Type (SEC Filing Type)
• 3713 — SIC Code (Standard Industrial Classification)

Key Players & Entities

• MILLER INDUSTRIES INC /TN/ (company) — Filer
• MLR (company) — Ticker Symbol
• 2024-03-31 (date) — Conformed Period of Report
• 2024-05-08 (date) — Filed as of Date
• 3713 (industry) — Standard Industrial Classification

FAQ

Industry Context

Miller Industries Inc. operates in the Truck & Bus Bodies industry, manufacturing specialized vehicles.

Regulatory Implications

The filing is made in accordance with SEC regulations for quarterly reporting by public companies.

What Investors Should Do

1. Analyze the financial statements for revenue, net income, and cash flow.
2. Review management's discussion and analysis for insights into business performance and outlook.
3. Check for any new risk factors or material changes disclosed in the report.

Key Dates

• 2024-05-08: 10-Q Filing — Submission of quarterly financial report for the period ending March 31, 2024.

Year-Over-Year Comparison

This is the initial 10-Q filing for the fiscal year 2024, following the 2023 annual report.

Key Financial Figures

• $0.01 — ch Registered Common Stock, par value $0.01 per share MLR New York Stock Exchan

Filing Documents

• mlr-20240331x10q.htm (10-Q) — 906KB
• mlr-20240331xex31d1.htm (EX-31.1) — 13KB
• mlr-20240331xex31d2.htm (EX-31.2) — 13KB
• mlr-20240331xex32d1.htm (EX-32.1) — 4KB
• mlr-20240331xex32d2.htm (EX-32.2) — 4KB
• mlr-20240331x10q001.jpg (GRAPHIC) — 9KB
• mlr-20240331x10q003.jpg (GRAPHIC) — 2KB
• 0001558370-24-007367.txt (&nbsp;) — 4530KB
• mlr-20240331.xsd (EX-101.SCH) — 33KB
• mlr-20240331_cal.xml (EX-101.CAL) — 50KB
• mlr-20240331_def.xml (EX-101.DEF) — 121KB
• mlr-20240331_lab.xml (EX-101.LAB) — 294KB
• mlr-20240331_pre.xml (EX-101.PRE) — 240KB
• mlr-20240331x10q_htm.xml (XML) — 633KB

Financial Statements

Financial Statements 4 Condensed Consolidated Balance Sheets 4 Condensed Consolidated Statements of Income 5 Condensed Consolidated Statements of Comprehensive Income 6 Condensed Consolidated Statements of Shareholders' Equity 7 Condensed Consolidated Statements of Cash Flows 8 Notes to the Condensed Consolidated Financial Statements 9 Note 1. Basis of Presentation and Significant Accounting Policies 9 Note 2. Business Combination s 10 Note 3. Inventories 11 Note 4. Property, Plant and Equipment 11 Note 5. Long-Term Obligations 12 Note 6. Income Taxes 12 Note 7. Leases 12 Note 8. Commitments and Contingencies 13 Note 9. Stock Incentive Plan 14 Note 10. Revenue 14 Note 11. Earnings Per Share 15 Note 12. Subsequent Events 15 Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 16 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 20 Item 4.

Controls and Procedures

Controls and Procedures 20 Part II. Other Information 21 Item 1.

Legal Proceedings

Legal Proceedings 21 Item 1A.

Risk Factors

Risk Factors 21 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 21 Item 3. Defaults Upon Senior Securities 21 Item 4. Mine Safety Disclosures 21 Item 5. Other Information 21 Item 6. Exhibits 22

Signatures

Signatures 23 2 | Q1 FY 2024 FORM 10-Q Table of Contents

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS Certain statements in this Quarterly Report on Form 10-Q, including but not limited to statements made in Part I, Item 2–"Management's Discussion and Analysis of Financial Condition and Results of Operations," statements made with respect to future operating results, expectations of future customer orders and the availability of resources necessary for our business are forward-looking statements. 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. 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 set forth in Part I, Item 1A, "Risk Factors" in our most recent Annual Report on Form 10-K for the year ended December 31, 2023, those discussed elsewhere in this Quarterly Report on Form 10-Q, and in our other filings with the Securities and Exchange Commission. Given these uncertainties, you should not place undue reliance on these forward-looking statements. You should read this Quarterly Report and the documents that we reference in this Quarterly Report and documents we have filed as exhibits to this Quarterly Report completely and with the understanding that our actual future results may be materially different from what we expect. Also, forward-looking statements represent our management's beliefs and assumptions only as of the date of this Quarterly Report. Except as required by law, we assume no obliga

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION

FINANCIAL STATEMENTS

ITEM 1. FINANCIAL STATEMENTS MILLER INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS March 31, 2024 December 31, 2023 (in thousands, except per share amounts) (Unaudited) 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 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 334,172 299,290 Commitments and contingencies (Note 8) Shareholders' equity: Preferred shares, $ 0.01 par value per share: Authorized – 5,000,000 shares, Issued–none — — Common shares, $ 0.01 par value per share: Authorized – 100,000,000 shares, Issued and outstanding 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 See notes to condensed consolidated financial statements. 4 | Q1 FY 2024 FO

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS MILLER INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three Months Ended March 31, (in thousands, except per share amounts) 2024 2023 Net sales $ 349,871 $ 282,275 Cost of operations 305,628 251,858 Gross profit 44,243 30,417 Operating expenses: Selling, general and administrative expenses 21,543 17,924 Non-operating (income) expenses: Interest expense, net 1,245 1,012 Other (income) expense, net ( 33 ) ( 318 ) Total expense, net 22,755 18,618 Income before income taxes 21,488 11,799 Income tax provision 4,465 2,579 Net income 17,023 9,220 Income per common share: Basic $ 1.49 $ 0.81 Diluted $ 1.47 $ 0.81 Cash dividends declared per common share $ 0.19 $ 0.18 Weighted average shares outstanding: Basic 11,452 11,425 Diluted 11,556 11,431 See notes to condensed consolidated financial statements. 5 Table of Contents

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS MILLER INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) Three Months Ended March 31, (in thousands) 2024 2023 Net income $ 17,023 $ 9,220 Other comprehensive (loss) income: Foreign currency translation adjustment ( 575 ) 979 Total other comprehensive (loss) income ( 575 ) 979 Total comprehensive income $ 16,448 $ 10,199 See notes to condensed consolidated financial statements. 6 | Q1 FY 2024 FORM 10-Q Table of Contents

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS MILLER INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited) Common Stock Additional Retained Accumulated Other (in thousands, except share amounts) Shares Amount Paid-in Capital Earnings Comprehensive Gain (Loss) Total Equity Balance, December 31, 2022 11,416,716 $ 114 $ 152,392 $ 150,124 $ ( 9,173 ) $ 293,457 Issuance of common stock, net of shares withheld for employee taxes 24,320 — ( 214 ) — — ( 214 ) Stock-based compensation — — 284 — — 284 Dividends paid ($ 0.18 ) — — — ( 2,059 ) — ( 2,059 ) Foreign currency translation gain (loss) — — — — 979 979 Net income — — — 9,220 — 9,220 Balance, March 31, 2023 11,441,036 $ 114 $ 152,462 $ 157,285 $ ( 8,194 ) $ 301,667 Balance, December 31, 2023 11,445,640 114 153,574 200,165 ( 5,933 ) 347,920 Issuance of common stock, net of shares withheld for employee taxes 24,320 1 ( 214 ) — — ( 213 ) Stock-based compensation — — 383 — — 383 Dividends paid ($ 0.19 ) — — — ( 2,179 ) — ( 2,179 ) Foreign currency translation gain (loss) — — — — ( 575 ) ( 575 ) Net income — — — 17,023 — 17,023 Balance, March 31, 2024 11,469,960 $ 115 $ 153,743 $ 215,009 $ ( 6,508 ) $ 362,359 See notes to condensed consolidated financial statements. 7 Table of Contents

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS MILLER INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Three Months Ended March 31, (in thousands) 2024 2023 Cash flows from operating activities: Net income $ 17,023 $ 9,220 Adjustments to reconcile net income to net cash flows from operating activities: Depreciation and amortization 3,506 3,148 (Gain) Loss on disposal of property, plant and equipment ( 7 ) — Provision for credit losses 52 45 Issuance of common stock, net of shares withheld for employee taxes ( 214 ) 61 Stock-based compensation 383 223 Deferred tax provision 37 ( 66 ) Changes in operating assets and liabilities: Accounts receivable ( 52,972 ) ( 55,235 ) Inventories 5,003 ( 10,320 ) Prepaid expenses ( 4,230 ) ( 2,193 ) Other assets 116 88 Accounts payable 37,588 44,003 Accrued liabilities 2,738 1,895 Income taxes payable ( 46 ) 2,367 Net cash flows provided by (used in) operating activities 8,977 ( 6,764 ) Cash flows from investing activities: Purchases of property, plant and equipment ( 4,672 ) ( 1,749 ) Proceeds from sale of property, plant and equipment 9 — Net cash flows provided by (used in) investing activities ( 4,663 ) ( 1,749 ) Cash flows from financing activities: Payments on credit facility ( 5,000 ) — Payments of cash dividends ( 2,179 ) ( 2,059 ) Net cash flows provided by (used in) financing activities ( 7,179 ) ( 2,059 ) Effect of exchange rate changes on cash and temporary investments ( 235 ) 139 Net change in cash and temporary investments ( 3,100 ) ( 10,433 ) Cash and temporary investments, beginning of period 29,909 40,153 Cash and temporary investments, end of period $ 26,809 $ 29,720 Supplemental information: Cash payments for interest $ 1,003 $ 1,493 Cash payments for income taxes, net of refunds $ 277 $ 495 See notes to condensed consolidated financial statements. 8

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MILLER INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The condensed consolidated financial statements of Miller Industries, Inc. include the accounts of all consolidated subsidiaries (the "Company"). All significant intercompany transactions and amounts have been eliminated. The results of businesses acquired or disposed of are included in the condensed consolidated financial statements from the date of the acquisition or up to the date of disposal, respectively. References to "we," "our," and similar pronouns in this Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 (this "Form 10-Q") are to Miller Industries, Inc. and its consolidated subsidiaries unless the context requires otherwise. Our condensed consolidated financial statements have been prepared in accordance with the U.S. Securities and Exchange Commission ("SEC") instructions to Quarterly Reports on Form 10-Q and include the information and disclosures required by accounting principles generally accepted in the United States ("GAAP") for interim financial reporting. The preparation of financial statements in conformity with GAAP requires us to make estimates, judgments and assumptions that affect amounts reported in the condensed consolidated financial statements and accompanying notes. Actual amounts may differ from these estimated amounts. In the opinion of management, all adjustments necessary for a fair presentation of the condensed consolidated financial statements have been included. Except as disclosed elsewhere in this Form 10-Q, all such adjustments are of a normal and recurring nature. Financial results presented for this fiscal 2024 interim period are not necessarily indicative of the results that may be expected for the full fiscal year ending December 31, 2024. These condensed consolidat

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The amendments in this Update are effective for fiscal years beginning after December 15, 2024, with early adoption permitted for annual financial statements that have not been issued or made available for issuance. We are currently evaluating the impact this standard will have on our disclosures. 2. BUSINESS COM BINATIONS On May 31, 2023, the Company acquired substantially all of the assets and assumed certain liabilities of Southern Hydraulic Cylinder, Inc. through an acquisition subsidiary formed as a Tennessee corporation, which then changed its name to SHC, Inc. ("SHC"). SHC manufactures, sells and services hydraulic cylinders and related components. The operations of SHC align with those of the Company, which management believes will strengthen its efforts to enhance the stability of the Company's supply chain. The purchase price totaling approximately $ 17.4 million was comprised of cash on hand and by drawing on the existing revolving credit facility. The preliminary allocation of the consideration for the net assets acquired from the acquisition of SHC were as follows: (in thousands) Sources of financing Cash $ 17,376 Fair value of consideration transferred 17,376 Fair value of assets and liabilities Accounts receivable 2,245 Fixed assets 3,735 Inventory 3,467 Prepaid insurance 71 Intangibles 193 Total identifiable assets acquired 9,711 Assumed liabilities 738 Goodwill $ 8,403 Goodwill represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired and is deductible for tax purposes. The acquisition of SHC resulted in the recognition of $ 8.4 million of goodwill. The Company believes goodwill is attributable to the investment for its ability to stabilize supply chain through vertical integration and introducing automation and improving production efficiency, as well as the workforce of the acquired business. For fixed as

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Pro Forma Consolidated Financial Information (Unaudited) The results of operations for SHC, and the estimated fair values of the assets acquired and liabilities assumed, have been included in the Company's condensed consolidated financial statements since the date of acquisition. For the period ended March 31, 2024, SHC contributed approximately $ 1.9 million to the Company's revenues and increased pretax income by approximately $ 0.1 million. Earnings for the period include adjustments made for the elimination of intercompany sales and profits. The unaudited pro forma financial information in the table below summarizes the combined results of the Company's operations and those of SHC for the periods as shown as if the acquisition of SHC had occurred on January 1, 2023. The pro forma financial information presented below is for informational purposes only, and is subject to a number of estimates, assumptions and other uncertainties. Three Months Ended March 31, (in thousands) 2024 2023 Revenue $ 349,871 $ 285,244 Income before income taxes $ 21,488 $ 12,973 3. INVENTORIES Inventory costs include materials, labor and factory overhead. Inventories are stated at the lower of cost or net realizable value, determined on a moving average unit cost basis. Appropriate consideration is given to obsolescence, valuation and other factors in determining net realizable value. Revisions of these estimates could result in the need for adjustments. Inventories, net of reserves, consisted of the following: March 31, December 31, (in thousands) 2024 2023 Raw materials $ 86,624 $ 89,048 Work in process 44,587 47,934 Finished goods 23,948 23,077 Chassis 29,115 29,748 Total inventory $ 184,274 $ 189,807 For the three months ended March 31, 2024 and 2023, the Company did not recognize impairment of inventory. For the three months ended March 31, 2024 and fiscal year ended De

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 5. LONG-TERM OBLIGATIONS Credit Facility The Company's loan agreement with First Horizon Bank, which governs its $ 100.0 million amended unsecured revolving credit facility with a maturity date of May 31, 2027, contains customary representations and warranties, events of default and financial, affirmative and negative covenants for loan agreements of this kind. The credit facility restricts the payment of cash dividends if the payment would cause the Company to be in violation of the minimum tangible net worth test or the leverage ratio test in the loan agreement, among various other customary covenants. In absence of default, all borrowings under the amended credit facility bear interest at the one-month Term SOFR Rate plus 1.00 % or 1.25 % per annum. We were in compliance with all covenants under the credit facility throughout 2023 and as of March 31, 2024. The Company pays a non-usage fee under the current loan agreement at a rate per annum equal to between 0.15 % and 0.35 % of the unused amount of the credit facility, which fee is paid quarterly. Interest expense on the credit facility was $ 0.9 million and $ 0.7 million for the periods ended March 31, 2024 and 2023, respectively. The Company had outstanding borrowings of $ 55.0 million and $ 60.0 million under the credit facility at March 31, 2024 and December 31, 2023, respectively. 6. INCOME TAXES As of March 31, 2024 and 2023, the Company had no federal net operating loss carryforwards. State net operating loss carryforwards were $ 3.7 million and $ 1.1 million at March 31, 2024 and 2023, respectively. 7. LEASES We have lease agreements for equipment and facilities under long-term non-cancelable leases. We determine if an arrangement is a lease at inception by evaluating whether the arrangement conveys the right to use an identified asset and whether we obtain substantially all of the economic benefits from and have the ability to direct the use of

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following table summarizes supplemental cash flow information related to leases: Three Months Ended March 31, (in

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