Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2023 | Apr. 28, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity Registrant Name | MILLER INDUSTRIES, INC. | |
Entity File Number | 001-14124 | |
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 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | MLR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock Shares Outstanding | 11,441,036 | |
Entity Central Index Key | 0000924822 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
CURRENT ASSETS: | ||
Cash and temporary investments | $ 29,720 | $ 40,153 |
Accounts receivable, net of allowance for credit losses of $1,364 and $1,319 at March 31, 2023 and December 31, 2022, respectively | 233,115 | 177,663 |
Inventories, net | 164,431 | 153,656 |
Prepaid expenses | 6,771 | 4,576 |
Total current assets | 434,037 | 376,048 |
NONCURRENT ASSETS: | ||
Property, plant and equipment, net | 110,976 | 112,145 |
Right-of-use assets - operating leases | 847 | 909 |
Goodwill | 11,619 | 11,619 |
Other assets | 686 | 708 |
TOTAL ASSETS | 558,165 | 501,429 |
CURRENT LIABILITIES: | ||
Accounts payable | 169,458 | 125,500 |
Accrued liabilities | 30,264 | 27,904 |
Income taxes payable | 4,741 | 2,430 |
Current portion of operating lease obligation | 307 | 311 |
Total current liabilities | 204,770 | 156,145 |
NONCURRENT LIABILITIES: | ||
Long-term obligations | 45,000 | 45,000 |
Noncurrent portion of operating lease obligation | 569 | 597 |
Deferred income tax liabilities | 6,159 | 6,230 |
Total liabilities | 256,498 | 207,972 |
COMMITMENTS AND CONTINGENCIES (Note 5) | ||
SHAREHOLDERS' EQUITY: | ||
Preferred stock, $0.01 par value; 5,000,000 shares authorized, none issued or outstanding | ||
Common stock, $0.01 par value; 100,000,000 shares authorized, 11,416,716 and 11,410,728 outstanding at December 31, 2022 and December 31, 2021, respectively | 114 | 114 |
Additional paid-in capital | 152,462 | 152,392 |
Accumulated surplus | 157,285 | 150,124 |
Accumulated other comprehensive loss | (8,194) | (9,173) |
Total shareholders' equity | 301,667 | 293,457 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 558,165 | $ 501,429 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Allowance for doubtful accounts (in dollars) | $ 1,364 | $ 1,319 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares outstanding | 11,441,036 | 11,416,716 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME | ||
NET SALES | $ 282,275 | $ 215,545 |
COSTS OF OPERATIONS | 251,858 | 200,205 |
GROSS PROFIT | 30,417 | 15,340 |
OPERATING EXPENSES: | ||
Selling, general and administrative expenses | 17,924 | 12,386 |
NON-OPERATING (INCOME) EXPENSES: | ||
Interest expense, net | 1,012 | 418 |
Other (income) expense, net | (318) | 52 |
Total expense, net | 18,618 | 12,856 |
INCOME BEFORE INCOME TAXES | 11,799 | 2,484 |
INCOME TAX PROVISION | 2,579 | 419 |
NET INCOME | $ 9,220 | $ 2,065 |
BASIC INCOME PER COMMON SHARE (in dollars per share) | $ 0.81 | $ 0.18 |
DILUTED INCOME PER COMMON SHARE (in dollars per share) | 0.81 | 0.18 |
CASH DIVIDENDS DECLARED PER COMMON SHARE (in dollars per share) | $ 0.18 | $ 0.18 |
WEIGHTED AVERAGE SHARES OUTSTANDING: | ||
Basic (in shares) | 11,425 | 11,417 |
Diluted (in shares) | 11,431 | 11,421 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||
NET INCOME | $ 9,220 | $ 2,065 |
OTHER COMPREHENSIVE INCOME (LOSS): | ||
Foreign currency translation adjustment | 979 | 25 |
Total other comprehensive income (loss) | 979 | 25 |
COMPREHENSIVE INCOME | $ 10,199 | $ 2,090 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Surplus | Accumulated Other Comprehensive Income (Loss) | Total |
BALANCE at Dec. 31, 2021 | $ 114 | $ 151,449 | $ 137,998 | $ (4,945) | $ 284,616 |
Components of comprehensive income: | |||||
Net income | 2,065 | 2,065 | |||
Foreign currency translation adjustment | 25 | 25 | |||
COMPREHENSIVE INCOME | 2,065 | 25 | 2,090 | ||
Issuance of common stock to non-employee directors | 200 | 200 | |||
Stock-based compensation on nonvested restricted stock units | 75 | 75 | |||
Dividends paid | (2,055) | (2,055) | |||
BALANCE at Mar. 31, 2022 | 114 | 151,724 | 138,008 | (4,920) | 284,926 |
BALANCE at Dec. 31, 2022 | 114 | 152,392 | 150,124 | (9,173) | 293,457 |
Components of comprehensive income: | |||||
Net income | 9,220 | 9,220 | |||
Foreign currency translation adjustment | 979 | 979 | |||
COMPREHENSIVE INCOME | 9,220 | 979 | 10,199 | ||
Issuance of common stock to non-employee directors | 61 | 61 | |||
Stock-based compensation on nonvested restricted stock units | 223 | 223 | |||
Vesting of executive restricted stock units | (214) | (214) | |||
Dividends paid | (2,059) | (2,059) | |||
BALANCE at Mar. 31, 2023 | $ 114 | $ 152,462 | $ 157,285 | $ (8,194) | $ 301,667 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY (Parentheticals) - $ / shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY | ||
Issuance of common stock to non-employee directors (in shares) | (2,302) | (5,988) |
Dividends paid (in dollars per share) | $ 0.18 | $ 0.18 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
OPERATING ACTIVITIES: | ||
Net Income | $ 9,220 | $ 2,065 |
Adjustments to reconcile net income to net cash flows from operating activities: | ||
Depreciation and amortization | 3,148 | 2,793 |
Provision for credit losses | 45 | 45 |
Issuance of non-employee director shares | 61 | 200 |
Stock-based compensation on nonvested restricted stock units | 223 | 75 |
Deferred tax provision | (66) | (37) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (55,235) | (39,960) |
Inventories | (10,320) | (9,434) |
Prepaid expenses | (2,193) | (2,992) |
Other assets | 88 | (38) |
Accounts payable | 44,003 | 21,363 |
Accrued liabilities | 1,895 | (1,925) |
Income taxes payable | 2,367 | (1,091) |
Net cash flows from operating activities | (6,764) | (28,936) |
INVESTING ACTIVITIES: | ||
Purchases of property, plant and equipment | (1,749) | (4,091) |
Proceeds from sale of property, plant and equipment | 8 | |
Net cash flows from investing activities | (1,749) | (4,083) |
FINANCING ACTIVITIES: | ||
Net borrowings under credit facility | 10,000 | |
Payments of cash dividends | (2,059) | (2,055) |
Finance lease obligation payments | (6) | |
Net cash flows from financing activities | (2,059) | 7,939 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND TEMPORARY INVESTMENTS | 139 | 40 |
NET CHANGE IN CASH AND TEMPORARY INVESTMENTS | (10,433) | (25,040) |
CASH AND TEMPORARY INVESTMENTS, beginning of period | 40,153 | 54,332 |
CASH AND TEMPORARY INVESTMENTS, end of period | 29,720 | 29,292 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash payments for interest | 1,493 | 467 |
Cash payments for income taxes, net of refunds | $ 495 | $ 572 |
ORGANIZATION AND NATURE OF OPER
ORGANIZATION AND NATURE OF OPERATIONS | 3 Months Ended |
Mar. 31, 2023 | |
BASIS OF PRESENTATION | |
BASIS OF PRESENTATION | 1. BASIS OF PRESENTATION The condensed consolidated financial statements of Miller Industries, Inc. and subsidiaries (the “Company”) included herein have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. Nevertheless, the Company believes that the disclosures are adequate to make the financial information presented not misleading. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, to present fairly the Company’s financial position, results of operations and cash flows at the dates and for the periods presented. Interim results of operations are not necessarily indicative of results to be expected for the fiscal year. These condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The condensed consolidated financial statements include accounts of certain subsidiaries whose fiscal closing dates differ from December 31 st |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Mar. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. RECENT ACCOUNTING PRONOUNCEMENTS Recently Adopted Standards During the first quarter of 2023, the Company adopted ASU 2021-08, Business Combinations (Topic 805) which requires the Company to measure and recognize contract assets and contract liabilities when purchased as part of a business combination. According to the guidance, the acquirer must follow ASC Topic 606 in accounting for the contract asset or contract liability being purchased. The amendments in the update were effective for financial statements beginning after December 15, 2022, including interim periods within those fiscal years. The Company has applied the amendments prospectively. The adoption of this update did not have a material impact on the Company’s consolidated financial statements and related disclosures. Also during the first quarter of 2023, the Company adopted ASU 2022-02, Financial Instruments – Credit Losses (Topic 326). The update requires entities with financing receivables to disclose gross write-offs by year of origination of the receivable. The amendments in the update were effective for financial statements beginning after December 15, 2022, including interim periods within those fiscal years, and has been applied prospectively. The adoption of this update did not have a material impact on the Company’s consolidated financial statements and related disclosures. |
10Q BASIC AND DILUTED INCOME PE
10Q BASIC AND DILUTED INCOME PER COMMON SHARE | 3 Months Ended |
Mar. 31, 2023 | |
BASIC AND DILUTED INCOME PER COMMON SHARE | |
BASIC AND DILUTED INCOME PER COMMON SHARE | 3. BASIC AND DILUTED INCOME PER COMMON SHARE Basic and diluted income per common share were calculated using the following: Three Months Ended March 31 2023 2022 Net Income $ 9,220 $ 2,065 Basic and Diluted Common Shares Weighted Average Shares Outstanding - Basic 11,425 11,417 Dilution for Assumed Exercises of Nonvested Restricted Stock Units 6 4 Weighted Average Common Shares Outstanding - Diluted 11,431 11,421 Basic income per common share is computed by dividing net income by the weighted average number of common shares outstanding. Diluted income per common share is calculated by dividing net income by the weighted average number of common and potential dilutive common shares outstanding. The Company uses the treasury stock method to account for the effect of nonvested restricted stock units on the computation of diluted income per share. For the three months ended March 31, 2023, 128 nonvested restricted stock units would have been anti-dilutive. There were 32 restricted stock units that vested in March 2023, with 24 shares being issued and 8 shares being forfeited to provide for payment of applicable taxes. There were no restricted stock units granted during the three months ended March 31, 2023, but 96 non-vested shares of the previously granted restricted stock units remained outstanding during the period. |
10Q INVENTORIES
10Q INVENTORIES | 3 Months Ended |
Mar. 31, 2023 | |
INVENTORIES | |
INVENTORIES | 5. 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, at March 31, 2023 and December 31, 2022 consisted of the following: March 31, December 31, 2023 2022 Chassis $ 18,125 $ 18,604 Raw materials 77,852 75,934 Work in process 42,588 40,655 Finished goods 25,866 18,463 $ 164,431 $ 153,656 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2023 | |
COMMITMENTS AND CONTINGENCIES. | |
COMMITMENTS AND CONTINGENCIES | 7. COMMITMENTS AND CONTINGENCIES Leasing Activities The Company leases certain equipment and facilities under long-term non-cancellable operating and finance lease agreements. The leases expire at various dates through 2027. Certain of the lease agreements contain renewal options. For those leases that have renewal options, the Company included these renewal periods in the lease term if the Company determined it was reasonably certain to exercise the renewal option. Lease payments during such renewal periods were also considered in the calculation of right-of-use assets and lease obligations. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease obligations represent the Company’s obligation to make lease payments arising from the lease. Lease obligations are recognized at the commencement date based on the present value of lease payments over the lease term. Right-of-use assets are recognized at the commencement date as the initial measurement of the lease liability, plus payments made prior to lease commencement and any initial direct costs. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Expense is recognized on a straight-line basis over the lease term for operating leases. For finance leases, expense is recognized as the expense from straight-line amortization of the right-of-use asset plus the periodic interest expense from the lease obligation. Short-term leases have a lease term of twelve months or less. The Company recognizes short-term leases on a straight-line basis and does not record a related right-of-use asset or lease obligation for such contracts. Right-of-use assets related to finance leases are included as a component of property, plant and equipment, net on the condensed consolidated balance sheets. A maturity analysis of the undiscounted cash flows of operating lease obligations is as follows: Operating Lease Obligation Remaining lease payments to be paid during the year ended December 31, 2023 $ 254 2024 292 2025 254 2026 83 2027 1 Thereafter — Total lease payments 884 Less imputed interest (8) Lease obligation at March 31, 2023 $ 876 The lease cost and certain other information during the three months ended March 31, 2023 and 2022 were as follows: Three Months Ended March 31 2023 2022 Lease Cost Finance lease cost: Amortization of right-of-use assets $ 9 $ 5 Interest on lease obligation 1 1 Total finance lease cost 10 6 Total long-term operating lease cost 88 106 Total short-term operating lease cost 86 166 Total lease cost $ 184 $ 278 Other Information Cash paid for amounts included in the measurement of lease obligation: Operating cash flows from operating leases $ 88 $ 107 Financing cash flows from finance leases — 6 Right-of-use assets obtained in exchange for new operating lease obligations — 31 The weighted average remaining lease term for operating leases at March 31, 2023 was 3.2 years. The weighted average remaining lease term for operating leases at December 31, 2022 was 3.7 years. The weighted average discount rate for operating leases at March 31, 2023 was 3.2%. The weighted average discount rate for operating leases at December 31, 2022 was 3.9%. The Company’s subsidiary in the United Kingdom leased facilities used for manufacturing and office space from a related party with related lease costs during the three months ended March 31, 2023 and 2022 of $50 and $55, respectively. The Company’s French subsidiary leased a fleet of vehicles from a related party with related lease costs of $57 and $33 during the three months ended March 31, 2023 and 2022, respectively. Other Commitments At March 31, 2023 and December 31, 2022, the Company had commitments of approximately $9,159 and $6,351 , respectively, for construction and acquisition of property, plant and equipment. The Company migrated its enterprise resource planning (ERP) system to a multi-tenant cloud environment in 2021 and is continuing to implement additional modules such as enterprise performance management, human capital management, data analytics and the use of artificial intelligence. Related to the continuing implementation project, at March 31, 2023 and December 31, 2022, the Company had commitments of approximately $2,874 and $2,565 , respectively, in software license fees payable in installments through 2025. Contingencies The Company has entered into arrangements with third-party lenders where it has agreed, in the event of default by a distributor within the independent distributor network, to repurchase from the third-party lender Company products repossessed from the independent distributor customer. These arrangements are typically subject to a maximum repurchase amount. The maximum amount of collateral that the Company could be required to purchase was approximately $88,619 at March 31, 2023, and $74,122 at December 31, 2022. The increase during 2023 is due to increases in sales and supply chain issues that delay payment until all parts and components are received. The Company’s risk under these arrangements is mitigated by the value of the products that would be repurchased as part of the transaction. The Company considered the fair value at inception of its commitment under these arrangements and concluded that there is no probable loss associated with these potential repurchase obligations and thus no associated liability was recognized at March 31, 2023 or December 31, 2022. The Company is, from time to time, a party to litigation arising in the normal course of its business. Litigation is subject to various inherent uncertainties, and it is possible that some of such matters could be resolved unfavorably to the Company, which could result in substantial damages against the Company. The Company establishes accruals for matters that are probable and reasonably estimable and maintains product liability and other insurance that management believes to be adequate. Management believes that any liability that may ultimately result from the resolution of any such matters in excess of available insurance coverage and accruals will not have a material adverse effect on the consolidated financial position or results of operations of the Company. |
LONG-TERM OBLIGATIONS
LONG-TERM OBLIGATIONS | 3 Months Ended |
Mar. 31, 2023 | |
LONG-TERM OBLIGATIONS | |
LONG-TERM OBLIGATIONS | 6. LONG-TERM OBLIGATIONS Credit Facility The Company’s current loan agreement with First Horizon Bank, which governs its existing $100.0 million 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. The Company has been in compliance with these covenants throughout 2022 and during the first three months of 2023, and it is anticipated that the Company will continue to be in compliance for the foreseeable future. In absence of a default, all borrowings under the credit facility bear interest at the one month Term SOFR Rate plus 1.00% or 1.25% per annum, depending on the leverage ratio. 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. During the first three months of 2023, the Company retained $45,000 in outstanding borrowings under its credit facility at March 31, 2023. At March 31, 2023 and December 31, 2022, the Company had cash and temporary investments of $29,720 and $40,153, respectively. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2023 | |
INCOME TAXES | |
INCOME TAXES | 8. INCOME TAXES As of March 31, 2023, the Company had no federal net operating loss carryforwards. State net operating loss carryforwards were $1,135 at March 31, 2023. |
REVENUE AND LONG-LIVED ASSETS
REVENUE AND LONG-LIVED ASSETS | 3 Months Ended |
Mar. 31, 2023 | |
REVENUE | |
REVENUE | 4. REVENUE Substantially all of our revenue is generated from sales of towing and recovery equipment. As such, disaggregation of revenue by product line would not provide useful information because all product lines have substantially similar characteristics. However, revenue streams are tracked by the geographic location of customers. This disaggregated information is presented in the table below. For the Three Months Ended March 31, 2023 2022 Net Sales: North America $ 258,167 $ 194,351 Foreign 24,108 21,194 $ 282,275 $ 215,545 Revenue is recognized when obligations under the terms of a contract with a customer are satisfied. Except for certain extended service contracts on a small percentage of units sold, the Company’s performance obligations are satisfied, and sales revenue is recognized when products are shipped from the Company’s facilities. From time to time, revenue is recognized under a bill and hold arrangement. Recognition of revenue on bill and hold arrangements occurs when control transfers to the customer. The bill and hold arrangement must be substantive, and the product must be separately identified as belonging to the customer, ready for physical transfer, and unavailable to be used or directed to another customer. Revenue is measured as the amount of consideration expected to be received in exchange for the transfer of products. Sales and other taxes collected concurrent with revenue-producing activities are excluded from revenue. Warranty related costs are recognized as an expense at the time products are sold and a reserve is established. Depending on the terms of the arrangement, for certain contracts the Company may defer the recognition of a portion of the consideration received because a future obligation has not yet been satisfied, such as an extended service contract. An observable price is used to determine the stand-alone selling price for separate performance obligations or a cost plus margin approach is utilized when one is not available. Contract assets primarily relate to the Company’s rights to consideration for work completed but not billed at the reporting date. The contract assets are transferred to receivables when the rights become unconditional. Contract liabilities primarily relate to performance obligations to be satisfied in the future. For both March 31, 2023 and December 31, 2022, contract liability balances were $242, and are included in accrued liabilities on the condensed consolidated balance sheets. No revenue related to contract liability balances was recognized during the three months ended March 31, 2023, or during the three months ended March 31, 2022. The Company did not have any contract assets at March 31, 2023 or December 31, 2022. The Company extends credit to customers in the normal course of business. Collections from customers are continuously monitored and an allowance for credit losses is maintained based on historical experience adjusted for current conditions and forecasts capturing country and industry-specific economic factors. The Company also considers any specific customer collection issues. Since the Company’s trade receivables are largely similar, the Company evaluates its allowance for credit losses as one portfolio segment. At origination, the Company evaluates credit risk based on a variety of credit quality factors including prior payment experience, customer financial information, credit ratings, probabilities of default, industry trends and other internal metrics. On an ongoing basis, data by each major customer is regularly reviewed based on past-due status to evaluate the adequacy of the allowance for credit losses and actual write-offs are charged against the allowance. Trade accounts receivable are generally diversified due to the number of entities comprising the Company’s customer base and their dispersion across many geographic regions. The Company also frequently monitors the creditworthiness of the customers to whom the credit is granted in the normal course of business. Sales from one customer made up approximately 11% of total Company sales during the three months ended March 31, 2023. Sales from one customer made up approximately 10% of total Company sales during the three months ended March 31, 2022. There were no customers with accounts receivable greater than 10% of total accounts receivable at March 31, 2023. Accounts receivable from one customer made up approximately 10% of total Company trade accounts receivable at March 31, 2023 or December 31, 2022. |
CORRECTION OF PRIOR PERIOD ERRO
CORRECTION OF PRIOR PERIOD ERRORS | 3 Months Ended |
Mar. 31, 2023 | |
CORRECTION OF PRIOR PERIOD ERRORS | |
CORRECTION OF PRIOR PERIOD ERRORS | 9. CORRECTION OF PRIOR PERIOD ERRORS As previously disclosed in Note 11 to the Company’s consolidated financial statements as of and for the fiscal year ended December 31, 2022, the Company identified prior period accounting errors that the Company has concluded are not material to the Company’s previously reported consolidated financial statements and unaudited condensed consolidated financial statements. During the prior fiscal year-end financial reporting process, the Company identified prior period accounting errors that the Company concluded were not material to the Company’s previously reported consolidated financial statements and unaudited interim condensed consolidated financial statements. The financial reporting periods affected by these errors include the Company’s previously reported consolidated financial statements for the fiscal years ended December 31, 2021, and the Company’s previously reported unaudited interim condensed consolidated financial information for each of the quarterly and fiscal year-to-date periods in the fiscal year ended December 31, 2022 (collectively the “previously reported financial statements”). Based on management’s evaluation of the accounting errors under the SEC Staff’s Accounting Bulletins Nos. 99 (“SAB 99”) and 108 (“SAB 208”) and interpretations thereof, the Company concluded the errors were not material, on an individual or aggregate basis, to the Company’s previously reported financial statements. The errors originated many years ago, were less than 3.6% March 31, 2022 As Reported Adjustment Revised Property, plant and equipment, net $ 97,877 $ (1,203) $ 96,674 Accounts payable 139,311 2,717 142,028 Accumulated surplus 141,928 (3,920) 138,008 December 31, 2021 As Reported Adjustment Revised Property, plant and equipment, net $ 96,496 $ (1,203) $ 95,293 Accounts payable 119,029 2,717 121,746 Accumulated surplus 141,918 (3,920) 137,998 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2023 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | 10. SUBSEQUENT EVENTS Dividends On May 1, 2023, the Board of Directors (the “Board”) of the Company declared a quarterly cash dividend of $0.18 per share. The dividend is payable June 12, 2023, to shareholders of record as of June 5, 2023. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
BASIS OF PRESENTATION | The condensed consolidated financial statements of Miller Industries, Inc. and subsidiaries (the “Company”) included herein have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. Nevertheless, the Company believes that the disclosures are adequate to make the financial information presented not misleading. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, to present fairly the Company’s financial position, results of operations and cash flows at the dates and for the periods presented. Interim results of operations are not necessarily indicative of results to be expected for the fiscal year. These condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The condensed consolidated financial statements include accounts of certain subsidiaries whose fiscal closing dates differ from December 31 st |
Recent Accounting Pronouncements | Recently Adopted Standards During the first quarter of 2023, the Company adopted ASU 2021-08, Business Combinations (Topic 805) which requires the Company to measure and recognize contract assets and contract liabilities when purchased as part of a business combination. According to the guidance, the acquirer must follow ASC Topic 606 in accounting for the contract asset or contract liability being purchased. The amendments in the update were effective for financial statements beginning after December 15, 2022, including interim periods within those fiscal years. The Company has applied the amendments prospectively. The adoption of this update did not have a material impact on the Company’s consolidated financial statements and related disclosures. Also during the first quarter of 2023, the Company adopted ASU 2022-02, Financial Instruments – Credit Losses (Topic 326). The update requires entities with financing receivables to disclose gross write-offs by year of origination of the receivable. The amendments in the update were effective for financial statements beginning after December 15, 2022, including interim periods within those fiscal years, and has been applied prospectively. The adoption of this update did not have a material impact on the Company’s consolidated financial statements and related disclosures. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of inventories, net of reserves | March 31, December 31, 2023 2022 Chassis $ 18,125 $ 18,604 Raw materials 77,852 75,934 Work in process 42,588 40,655 Finished goods 25,866 18,463 $ 164,431 $ 153,656 |
BASIC AND DILUTED INCOME PER CO
BASIC AND DILUTED INCOME PER COMMON SHARE (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
BASIC AND DILUTED INCOME PER COMMON SHARE | |
Schedule of basic and diluted income per common share | Three Months Ended March 31 2023 2022 Net Income $ 9,220 $ 2,065 Basic and Diluted Common Shares Weighted Average Shares Outstanding - Basic 11,425 11,417 Dilution for Assumed Exercises of Nonvested Restricted Stock Units 6 4 Weighted Average Common Shares Outstanding - Diluted 11,431 11,421 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
COMMITMENTS AND CONTINGENCIES. | |
Summary of components of our lease cost | Three Months Ended March 31 2023 2022 Lease Cost Finance lease cost: Amortization of right-of-use assets $ 9 $ 5 Interest on lease obligation 1 1 Total finance lease cost 10 6 Total long-term operating lease cost 88 106 Total short-term operating lease cost 86 166 Total lease cost $ 184 $ 278 Other Information Cash paid for amounts included in the measurement of lease obligation: Operating cash flows from operating leases $ 88 $ 107 Financing cash flows from finance leases — 6 Right-of-use assets obtained in exchange for new operating lease obligations — 31 |
Summary of maturities of operating lease liabilities | Operating Lease Obligation Remaining lease payments to be paid during the year ended December 31, 2023 $ 254 2024 292 2025 254 2026 83 2027 1 Thereafter — Total lease payments 884 Less imputed interest (8) Lease obligation at March 31, 2023 $ 876 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
INVENTORIES | |
Schedule of inventories, net of reserves | March 31, December 31, 2023 2022 Chassis $ 18,125 $ 18,604 Raw materials 77,852 75,934 Work in process 42,588 40,655 Finished goods 25,866 18,463 $ 164,431 $ 153,656 |
CORRECTION OF PRIOR PERIOD ER_2
CORRECTION OF PRIOR PERIOD ERRORS - Impact of correcting errors (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
CORRECTION OF PRIOR PERIOD ERRORS | |
Schedule of impact of correcting prior period errors | March 31, 2022 As Reported Adjustment Revised Property, plant and equipment, net $ 97,877 $ (1,203) $ 96,674 Accounts payable 139,311 2,717 142,028 Accumulated surplus 141,928 (3,920) 138,008 December 31, 2021 As Reported Adjustment Revised Property, plant and equipment, net $ 96,496 $ (1,203) $ 95,293 Accounts payable 119,029 2,717 121,746 Accumulated surplus 141,918 (3,920) 137,998 |
REVENUE AND LONG-LIVED ASSETS (
REVENUE AND LONG-LIVED ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
REVENUE | |
Schedule of disaggregation of revenue by the geographic region for customers | For the Three Months Ended March 31, 2023 2022 Net Sales: North America $ 258,167 $ 194,351 Foreign 24,108 21,194 $ 282,275 $ 215,545 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Chassis | $ 18,125 | $ 18,604 |
Raw materials | 77,852 | 75,934 |
Work in process | 42,588 | 40,655 |
Finished goods | 25,866 | 18,463 |
Inventories | $ 164,431 | $ 153,656 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Property, plant and equipment, net | $ 110,976 | $ 112,145 | $ 96,674 | $ 95,293 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Estimated Useful Life (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Depreciation and amortization | $ 3,148 | $ 2,793 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Accrued taxes | $ 4,741 | $ 2,430 |
Accrued liabilities | $ 30,264 | $ 27,904 |
BASIC AND DILUTED INCOME PER _2
BASIC AND DILUTED INCOME PER COMMON SHARE (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Net income | $ 9,220 | $ 2,065 |
Basic and Diluted Common Shares | ||
Weighted Average Shares Outstanding - Basic | 11,425,000 | 11,417,000 |
Dilution for Assumed Exercises of Nonvested Restricted Stock Units | 6,000 | 4,000 |
Weighted Average Common Shares Outstanding - Diluted | 11,431,000 | 11,421,000 |
Restricted stock units forfeited | 8 | |
Restricted Stock Units | ||
Basic and Diluted Common Shares | ||
Antidilutive securities excluded from computation of earnings per share | 128,000 | |
Restricted stock units that vested | 32 | |
Restricted stock issued | 24 | |
Nonvested restricted stock units granted | 0 | |
Nonvested restricted stock units outstanding | 96,000 |
LONG-TERM OBLIGATIONS (Details)
LONG-TERM OBLIGATIONS (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | |
Line of Credit Facility [Line Items] | ||||
Cash and temporary investments | $ 29,720 | $ 40,153 | $ 29,292 | $ 54,332 |
First Tennessee Bank National Association | Credit facility | ||||
Line of Credit Facility [Line Items] | ||||
Revolving credit facility | 100,000 | |||
Line of credit outstanding borrowings | $ 45,000 | |||
First Tennessee Bank National Association | Credit facility | Minimum | Secured Overnight Financing Rate (SOFR) [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate in addition to reference rate | 1% | |||
Non-usage fee for current loan agreement in annual amount percentage | 0.15% | |||
First Tennessee Bank National Association | Credit facility | Maximum | Secured Overnight Financing Rate (SOFR) [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate in addition to reference rate | 1.25% | |||
Non-usage fee for current loan agreement in annual amount percentage | 0.35% |
10Q INVENTORIES (Schedule of In
10Q INVENTORIES (Schedule of Inventories, Net of Reserves) (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
INVENTORIES | ||
Chassis | $ 18,125 | $ 18,604 |
Raw materials | 77,852 | 75,934 |
Work in process | 42,588 | 40,655 |
Finished goods | 25,866 | 18,463 |
Inventories | $ 164,431 | $ 153,656 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Maturity of Undiscounted Cash Flows of Operating Lease Obligations) (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Operating Lease Obligation | |
2023 | $ 254 |
2024 | 292 |
2025 | 254 |
2026 | 83 |
2027 | 1 |
Total lease payments | 884 |
Less: Imputed Interest | (8) |
Lease obligation at end of period | $ 876 |
Lessee, Operating Lease, Existence of Option to Extend [true false] | true |
Lessee, Operating Lease, Existence of Option to Terminate [true false] | true |
Finance Lease Obligation | |
Lessee, Finance Lease, Existence of Option to Extend [true false] | true |
Lessee, Finance Lease, Existence of Option to Terminate [true false] | true |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES (Lease Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Lease Cost | |||
Amortization of right-of-use assets | $ 9 | $ 5 | |
Interest on lease obligation | 1 | 1 | |
Total finance lease cost | 10 | 6 | |
Total long-term operating lease cost | 88 | 106 | |
Total short-term operating lease cost | 86 | 166 | |
Total lease cost | 184 | 278 | |
Cash paid for amounts included in the measurement of lease obligation: | |||
Operating cash flows from operating leases | $ 88 | 107 | |
Financing cash flows from finance leases | 6 | ||
Right-of-use assets obtained in exchange for new operating lease obligations | 31 | ||
Weighted average remaining lease term for operating leases | 3 years 2 months 12 days | 3 years 8 months 12 days | |
Weighted average discount rate for operating leases | 3.20% | 3.90% | |
Boniface Engineering, Ltd. | |||
Lease Cost | |||
Total lease cost | $ 50 | 55 | |
Jige International S.A | |||
Lease Cost | |||
Total lease cost | $ 57 | $ 33 |
COMMITMENTS AND CONTINGENCIES_4
COMMITMENTS AND CONTINGENCIES (Other Commitments and Contingencies) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Maximum | ||
Long-term Purchase Commitment [Line Items] | ||
Repurchase collateral amount | $ 88,619 | $ 74,122 |
Capital Addition Purchase Commitments | ||
Long-term Purchase Commitment [Line Items] | ||
Commitment amount | 9,159 | 6,351 |
Software License Fee Arrangement | ||
Long-term Purchase Commitment [Line Items] | ||
Commitment amount | $ 2,874 | $ 2,565 |
10Q INCOME TAXES (Details)
10Q INCOME TAXES (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
INCOME TAXES | |
Federal net operating loss carryforward | $ 0 |
State net operating loss carryforward | $ 1,135 |
CORRECTION OF PRIOR PERIOD ER_3
CORRECTION OF PRIOR PERIOD ERRORS (Details) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Property, plant and equipment, net | $ 110,976 | $ 112,145 | $ 96,674 | $ 95,293 |
Accounts payable | 169,458 | 125,500 | 142,028 | 121,746 |
Accumulated Surplus | $ 157,285 | $ 150,124 | 138,008 | 137,998 |
Percent of accounts | 0.036 | |||
As reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Property, plant and equipment, net | 97,877 | 96,496 | ||
Accounts payable | 139,311 | 119,029 | ||
Accumulated Surplus | 141,928 | 141,918 | ||
Adjustment | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Property, plant and equipment, net | (1,203) | (1,203) | ||
Accounts payable | 2,717 | 2,717 | ||
Accumulated Surplus | $ (3,920) | $ (3,920) |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Millions | Jun. 12, 2023 | Jun. 05, 2023 | May 01, 2023 | Mar. 31, 2023 |
Subsequent Event [Line Items] | ||||
Dividends payable, declared date | May 01, 2023 | |||
Dividends payable, amount per share | $ 0.18 | |||
Dividends payable, payment date | Jun. 12, 2023 | |||
Dividends payable, record date | Jun. 05, 2023 | |||
First Tennessee Bank National Association | Credit facility | ||||
Subsequent Event [Line Items] | ||||
Revolving credit facility | $ 100 |
10Q REVENUE (Schedule of Disagg
10Q REVENUE (Schedule of Disaggregation of Revenue by Geographic Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Net Sales | $ 282,275 | $ 215,545 |
North America | ||
Disaggregation of Revenue [Line Items] | ||
Net Sales | 258,167 | 194,351 |
Foreign | ||
Disaggregation of Revenue [Line Items] | ||
Net Sales | $ 24,108 | $ 21,194 |
10Q REVENUE (Narrative) (Detail
10Q REVENUE (Narrative) (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 USD ($) customer | Dec. 31, 2022 USD ($) | |
Concentration Risk [Line Items] | ||
Contract liability balances related to performance obligations | $ 242 | |
Recognized revenue related to contract liability balances | 0 | |
Contract assets | $ 0 | $ 0 |
Net sales | Customer Concentration Risk | Customer one | ||
Concentration Risk [Line Items] | ||
Number of customer | customer | 1 | |
Concentration Risk, Percentage | 11% |