0001167966-05-000405.txt : 20120622 0001167966-05-000405.hdr.sgml : 20120622 20050321121249 ACCESSION NUMBER: 0001167966-05-000405 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050321 DATE AS OF CHANGE: 20050321 GROUP MEMBERS: HARBOURSIDE INVESTMENTS, LLLP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MILLER INDUSTRIES INC /TN/ CENTRAL INDEX KEY: 0000924822 STANDARD INDUSTRIAL CLASSIFICATION: TRUCK & BUS BODIES [3713] IRS NUMBER: 621566286 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-51877 FILM NUMBER: 05693501 BUSINESS ADDRESS: STREET 1: 8503 HILLTOP DR STREET 2: STE 100 CITY: OOLTEWAH STATE: TN ZIP: 37363 BUSINESS PHONE: 4232384171 MAIL ADDRESS: STREET 1: 8503 HILLTOP DR STREET 2: STE 100 CITY: OOLTEWAH STATE: TN ZIP: 37363 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MILLER WILLIAM G CENTRAL INDEX KEY: 0000946723 IRS NUMBER: 375501074 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O STREET 2: 5025 HARRINGTON ROAD CITY: ALPHARETTA STATE: GA ZIP: 30022 BUSINESS PHONE: 4232384171 SC 13D/A 1 t5378_13da.htm SCHEDULE 13D AMENDMENT Schedule 13D Amendment



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D
Under the Securities Exchange Act of 1934
 
(Amendment No. 3)
 
 
 MILLER INDUSTRIES, INC.
 (Name of Issuer)
 
 
Common Stock, par value $.01 per share
 (Title of Class of Securities)
 
 
600551 10 5
 (CUSIP Number)
 
 
William G. Miller
5025 Harrington Road
Alpharetta, Georgia 30022
(770) 988-0797
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
 
 
 March 18, 2005
(Date of Event Which Requires Filing of This Statement)
 
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box .   o
 
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
 
(Continued on following pages)
 
(Page 1 of 5 pages)
 
 

 
CUSIP No. 600551 10 5
13D
Page 2 of 5 Pages
 

 
1
 
NAMES OF REPORTING PERSONS: WILLIAM G. MILLER
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
 
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: 
(a)     o
 (b)    o
 
 
3
 
SEC USE ONLY
 
 
4
 
SOURCE OF FUNDS: PF
 
 
5
 
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) OR 2(e):
 o  
 
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION: UNITED STATES OF AMERICA
 
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER: 1,999,713(1)
 
 
8
 
SHARED VOTING POWER:
 
 
9
 
SOLE DISPOSITIVE POWER: 1,999,713(1)
 
 
10
 
SHARED DISPOSITIVE POWER:
 
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 1,999,713(1)
 
 
12
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES:
o  
 
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 17.9%(2)
 
 
14
 
TYPE OF REPORTING PERSON: IN
 

 
(1)
 
Includes: (i) 109,288 shares held by the Miller Family Foundation, Inc., a Georgia non-profit corporation of which Mr. Miller is the sole director; (ii) 2,800 shares held by Mr. Miller’s minor son; and (iii) 483,556 shares held by Harbourside Investments, LLLP, a Georgia limited liability limited partnership of which Mr. Miller is both the sole general partner and a limited partner.
 
(2)
Based on 11,194,782 shares of common stock outstanding at March 9, 2005, as reported in the Issuer’s Annual Report on Form 10-K for the year ended December 31, 2004.

 
CUSIP No. 600551 10 5
13D
Page 3 of 5 Pages

 
 
1
 
NAMES OF REPORTING PERSONS: HARBOURSIDE INVESTMENTS, LLLP
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): 20-0420267
 
 
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: 
(a)  o  
 (b)  o  
 
 
3
 
SEC USE ONLY
 
 
4
 
SOURCE OF FUNDS: WC
 
 
5
 
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) OR 2(e)
o  
 
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION: STATE OF GEORGIA
 
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER: 483,556
 
 
8
 
SHARED VOTING POWER:
 
 
9
 
SOLE DISPOSITIVE POWER: 483,556
 
 
10
 
SHARED DISPOSITIVE POWER:
 
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 483,556
 
 
12
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES:
o  
 
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):  4.3%(1)
 
 
14
 
TYPE OF REPORTING PERSON: PN
 
 
(1)
Based on 11,194,782 shares of common stock outstanding at March 9, 2005, as reported in the Issuer’s Annual Report on Form 10-K for the year ended December 31, 2004.

 

CUSIP No. 600551 10 5
13D
Page 4 of 5 Pages
 
 

EXPLANATORY NOTES
 
This Amendment No. 3 to Schedule 13D (this “Amendment No. 3”) amends the statement on Schedule 13D that was originally filed with the Securities and Exchange Commission (the “Commission”) on December 2, 2003, and was amended by those statements on Schedule 13D/A filed with the Commission on January 28, 2004 and February 17, 2004 (collectively, the “Statement”), with respect to the common stock, par value $.01 per share, of Miller Industries, Inc. (the “Issuer”).
 
This Amendment No. 3 is being filed to report that on March 18, 2005, Harbourside Investments, LLLP (the “Partnership”) sold 100,000 shares of the Issuer’s common stock.
 
This Amendment No. 3 amends the Statement as specifically set forth herein. Unless otherwise indicated herein, each capitalized term used but not otherwise defined herein shall have the meaning assigned to such term in the Statement.
 
Item 5. Interest in Securities of the Issuer.
 
Item 5 is hereby amended and restated to read as follows:
 
(a) and (b) Please see Items 7 through 11 and 13 of the cover sheet for each Reporting Person.
 
(c) On March 18, 2005, the Partnership sold 100,000 shares of the Issuer’s common stock at $13.00 per share for aggregate proceeds of $1,300,000. The sale was effected to raise funds to satisfy the tax obligations of the partners in the Partnership arising from the Partnership’s exchange of debt for equity of the Company that was approved by the Company’s shareholders and closed in February 2004.
 
(d) Not applicable.
 
(e) As of March 18, 2005, the Partnership no longer beneficially owned more than 5% of the outstanding shares of the Issuer’s common stock.
 


  

CUSIP No. 600551 10 5
13D
Page 5 of 5 Pages
 

Signatures
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.
 
Dated: March 18, 2005.
 
 
 
/s/ William G. Miller

William G. Miller
 
 
     
 
HARBOURSIDE INVESTMENTS, LLLP
 
 
 
 
 
 
By:   /s/ William G. Miller
 
William G. Miller
General Partner