-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KmJ0r9hWBQ4mftGaUNdGUkYhex66QmS+Fmo4DejW+ZAtV/x0uMbwl2AMXveBKx4p fad4Nq4I8Hp6gUeveUn/dw== 0000950170-00-000827.txt : 20000516 0000950170-00-000827.hdr.sgml : 20000516 ACCESSION NUMBER: 0000950170-00-000827 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980731 FILED AS OF DATE: 20000515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MILLER INDUSTRIES INC CENTRAL INDEX KEY: 0000066388 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] IRS NUMBER: 621566286 STATE OF INCORPORATION: FL FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 001-05926 FILM NUMBER: 635039 BUSINESS ADDRESS: STREET 1: 16295 N W 13TH AVE CITY: MIAMI STATE: FL ZIP: 33169 BUSINESS PHONE: 3056210501 MAIL ADDRESS: STREET 1: 16295 NW 13TH AVE CITY: MIAMI STATE: FL ZIP: 33169 10QSB 1 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 1998 or [_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to _______________ Commission File No. 1-5926 MILLER INDUSTRIES, INC. ------------------------------------------- (Exact Name of Registrant as Specified in its Charter) FLORIDA 59-0996356 - ------------------------------- ------------------- (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 16295 N.W. 13TH AVE., MIAMI, FLORIDA 33169 ----------------------------------------------------- (Address of Principal Executive Offices) (305) 621-0501 ---------------------------------------- (Registrant's telephone number, including area code) NOT APPLICABLE --------------------------------------- (Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report) Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes _____ No X The number of shares outstanding of each of the issuer's classes of common stock, par value $.05 per share, as of March 15, 2000 is 2,982,662 shares. 1 MILLER INDUSTRIES, INC. ----------------------- FORM 10-QSB JULY 31, 1998 INDEX PAGE NO. -------- PART I: FINANCIAL INFORMATION Item 1. Financial Statements Balance Sheets - July 31, 1998 and April 30, 1998................................ 3 Statements of Operations and (Deficit) - Three Months Ended July 31, 1998 and 1997....................... 4 Statements of Cash Flows - Three Months Ended July 31, 1998 and 1997....................... 5 Notes to Financial Statements................................... 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations............................. 8 PART II: OTHER INFORMATION Items 1 to 6.............................................................. 10 Signatures................................................................ 11 2 MILLER INDUSTRIES, INC. BALANCE SHEETS AS OF JULY 31, 1998 AND APRIL 30, 1998 (Dollars in Thousands) --------------------------------- July 31, April 30, 1998 1998 -------- ------ ASSETS - ------ Investment Property: Land $ 161 $ 161 Building and Improvements 896 896 Furniture and Fixtures 11 11 Tenant Improvements 25 25 Machinery and Equipment 11 11 ------ ------- 1,104 1,104 Less Accumulated Depreciation (717) (717) ------ ------ 387 387 Other Assets: Cash 42 33 Inventory 16 16 Prepaid Expenses 6 9 Other Assets 10 9 ------ ----- 74 69 ------ ----- TOTAL ASSETS $ 461 $ 454 ====== ====== LIABILITIES AND SHAREHOLDERS' (DEFICIENCY) - ----------------------------- Liabilities: Mortgage Payable $1,422 $1,429 Officer Loan 50 50 Accounts Payable and Accrued Expenses 250 209 Deposits 49 49 ------ ------ TOTAL LIABILITIES 1,771 1,737 Shareholders' (Deficiency): Preferred stock $10 par, 250,000 shares authorized; none issued and outstanding, Common stock - $.05 par, 5,000,000 shares authorized, 2,982,662 shares issued and outstanding 149 149 Paid-in capital 1,126 1,126 (Deficit) (2,536) (2,559) ------ ------ TOTAL SHAREHOLDERS' (DEFICIENCY) (1,261) (1,283) ------ ------ $ 461 $ 454 ====== ====== The accompanying notes are an integral part of these financial statements. 3 MILLER INDUSTRIES, INC. STATEMENTS OF OPERATIONS AND (DEFICIT) THREE MONTHS ENDED JULY 31, 1998 AND 1997 (Dollars in Thousands Except Per Share Amounts) (Unaudited) --------------------------------- Three Months Ended July 31, --------------------------- 1998 1997 --------- --------- REVENUES: Rental $ 64 $ 46 Net Sales 9 11 Interest and other 10 7 --------- --------- TOTAL REVENUES 83 64 --------- --------- EXPENSES: Rental and Administration 38 40 Cost of Sales 1 1 Interest Expense 22 21 --------- --------- TOTAL EXPENSES 61 62 --------- --------- Net Income (Loss) $ 22 $ 2 ========= ========= EARNINGS PER COMMON SHARE: $ .01 $ .00 ========= ========= Shares used in computing earnings per share 2,982,662 2,982,662 ========= ========= The accompanying notes are an integral part of these financial statements. 4 MILLER INDUSTRIES, INC. STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED JULY 31, 1998 AND 1997 (Dollars in Thousands Except Per Share Amounts) (Unaudited) --------------------------- Three Months Ended July 31, ------------------------------ 1998 1997 --------- -------- OPERATING ACTIVITIES: Net Income (Loss) $ 22 $ 2 Depreciation and amortization 7 7 Realized gain on sale of fixed assets 0 0 Changes in operating assets and liabilities - Receivables 0 0 Inventories (11) (6) Prepaid expenses (4) (1) Accounts payable 9 18 Accrued expenses (24) 4 Tenants deposits 16 0 --------- -------- NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES 15 24 FINANCING ACTIVITIES: Reduction of long-term debt (7) (19) --------- -------- NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES 8 5 --------- -------- INVESTMENT ACTIVITIES: Proceeds from property, plant and equipment sales 0 0 --------- -------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 8 5 --------- -------- Cash and Cash Equivalents as of of April 30, 1997 and 1996 34 80 --------- -------- Cash and Cash Equivalents as of of July 31, 1997 and 1996 $ 42 $ 85 ========= ======== The accompanying notes are an integral part of these financial statements. 5 MILLER INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS JULY 31, 1998 (UNAUDITED) NOTE 1 - GENERAL In the opinion of the Company, the accompanying unaudited financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of July 31, 1998 and April 30, 1998 and the results of operations and cash flows for the three month periods ended July 31, 1998 and 1997. Balance sheet information as of April 30, 1998, is derived from the audited balance sheet as of April 30, 1998 contained in the Company's Annual Report on Form 10-KSB. The results of operations for the three months ended July 31, 1998 and 1997, are not necessarily indicative of the results to be expected for the full year. All footnotes and disclosures required under generally accepted accounting principles are not shown in this report. See the Company's notes to financial statements contained in its Annual Report on Form 10-KSB, for the year ended April 30, 1998, for disclosure of significant accounting policies and pertinent disclosures. NOTE 2 - OPERATIONS During its 1992 fiscal year, the Company discontinued its Mildoor sliding glass door and window operations. These activities comprised the Company's only business unit. However, effective September 15, 1994, the Company refinanced its mortgage debt, which allowed the Company to continue to operate in a new type of business. This consisted of leasing its building to third parties. Consequently, the results of the Company's operations for fiscal 1998 and 1997 are shown as continuing operations. Prior year results have been reclassified from discontinued operations to continuing operations. NOTE 3 - INVENTORIES The inventories at July 31, 1998 and at April 30, 1998 are valued at the lower of cost (first in, first out method) or market. 6 Inventories, by classification, at July 31, 1998 and April 30, 1998 were as follows: July 31, April 30, (Thousands of dollars) 1998 1998 ---------- --------- Raw Materials $ 0 $ 0 Work in process 0 0 Finished goods 16 16 ---------- -------- $ 16 $ 16 ========== ======== 7 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATION For the first quarter ended July 31, 1998, the Company had rental income of $64,000, compared with rental income of $46,000 for the same period in 1997. Rental income was offset by rental and administrative expense of $38,000 in the first quarter of 1998, compared to $40,000 in 1997. During the first quarter of 1998, the Company continued to operate a hardware sales business, in which it sells replacement parts for the sliding glass door and window products formerly sold by the Company. Sales in the first quarter of 1998 were $9,000 (with cost of goods sold of $1,000), compared to sales of $11,000 in 1997 (and cost of goods sold of $1,000). LIQUIDITY AND CAPITAL RESOURCES The Company's cash increased by $8,000 during the first three months of the 1998 fiscal year compared with an increase of $5,000 during the first three months of fiscal year 1997. The increase in cash in 1998 was primarily due to increased rental income. As of July 31, 1998, the Company's cash position was approximately $42,000. The Company's working capital remains extremely limited. The Company intends to generate cash flow by leasing its building and continuing hardware sales. The Company believes that its working capital needs over the next twelve months will consist of routine maintenance of its building, and alterations to the interior of the building to accommodate new tenants. The Company believes that it has enough cash to continue operations at their current level for at least 12 more months. However, the Company's long term prospects ultimately depend on the Company's ability to lease the remainder of its building at attractive rates. CURRENT OPERATIONS The Company operates as a real estate investment and management company. The Company is currently seeking to obtain additional commercial tenants for its existing building. The Company's principal operating expenses consist of management and professional fees associated with the administration of the Company, interest expense on the Company's new mortgage loan, real estate taxes and insurance. The Company believes that it can generate positive cash flow from operations if it is able to find additional tenants for the building. However, at the present time, the Company does not receive enough in lease payments to cover its expenses. The Company's business plan also contemplates the acquisition of additional income-producing properties. The Company hopes to acquire such properties through a combination of financing from third parties, seller financing and issuance of the Company's equity securities. 8 The Company's business plan is subject to significant uncertainty. There can be no assurance that the Company will be able to obtain a sufficient number of additional tenants in order to fully lease its existing building and to meet its debt service requirements and operating expenses. Furthermore, there can be no assurance that the Company will be able to locate or acquire suitable properties in order to expand its holdings of real property. PART II. OTHER INFORMATION Item 1. LEGAL PROCEEDINGS SEABOARD CHEMICAL CORPORATION Since September of 1991, the Company has been involved in the clean-up of a hazardous waste site located in Jamestown, North Carolina. The first phase of this work was completed in early 1994. Shortly after that time, the Company joined a new group which was to begin work on the groundwater clean-up of this site ("Phase II"). To date, the Company has only been required to provide minimal amounts for the financing of this operation. Therefore, no accrual has been made for this situation since it now appears that no large assessment will be made on the Company for future operations. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K A - Exhibits 27.1 - Financial Data Schedule B - Reports on Form 8-K No reports on Form 8-K were filed by the Company during the quarter ended July 31, 1998. SIGNATURE 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 thereunto duly authorized. MILLER INDUSTRIES, INC. ----------------------- (Registrant) Date: May 12, 2000 /S/ ANGELO NAPOLITANO ----------------------- Angelo Napolitano Chairman of the Board of Directors Chief Executive Officer Principal Financial Officer 9 EXHIBIT INDEX EXHIBIT DESCRIPTION - ------- ----------- 27.1 Financial Data Schedule EX-27.1 2 FDS
5 1,000 3-MOS APR-30-1999 MAY-01-1998 JUL-31-1998 42 0 0 0 16 74 1,104 717 461 250 0 0 0 149 1,126 461 73 83 1 61 0 0 22 22 0 22 0 0 0 22 .01 .01
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