10QSB 1 miller13102.htm Form 10-QSB for Miller Industries Inc

                       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 January 31, 2002 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 December 31, 2002 is 2,982,662 shares.





                             MILLER INDUSTRIES, INC.
                                   FORM 10-QSB
                                January 31, 2002

                                      INDEX


                                                                        Page No.


PART I:  FINANCIAL INFORMATION

Item 1.  Financial Statements

           Balance Sheets......................................................1

           Statement of Operations - Nine Months Ended ........................2

           Statement of Cash Flows - Nine Months Ended.........................3

           Statement of Operations - Three Months Ended........................4

           Notes to Financial Statements.......................................5

Item 2.  Management's Discussion and Analysis of Financial
           Condition and Results of Operations.................................6


PART II: OTHER INFORMATION

Items 1 to 6...................................................................7

Signatures.....................................................................7


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                             MILLER INDUSTRIES, INC.
                                 BALANCE SHEETS
                                January 31, 2002
                                   (UNAUDITED)

                                     ASSETS

Investment Property:
  Land                                          $   161,44
  Building and Improvements                      1,022,462
  Machinery and Equipment                           11,106
  Furniture and Fixtures                            10,251
                                               ------------
    Total Cost                                                     $1,205,262
  Less: Accumulated Depreciation                                      756,578
                                                                   -----------
    Net Book Value                                                 $  448,684

Other Assets:
  Cash                                          $  659,240
  Inventories                                          681
  Prepaid Expenses and Other Assets                 19,099
  Deferred Lease Incentive (Net of
  Accumulated Amortization of $12,304)              15,088
  Loan Costs, Less Accumulated Amortization
  of $5,902                                         20,446
                                               ------------
    Total Other Assets                                               714,554
                                                                   -----------
    Total Assets                                                  $1,163,238
                                                                   ===========

                    LIABILITIES AND SHAREHOLDERS' DEFICIENCY

Liabilities:
  Mortgages and Notes Payable                   $1,743,345
  Accounts Payable and Accrued Expenses            326,305
  Tenant Security Deposits                          75,692
                                               ------------
    Total Liabilities                                             $2,145,342

Shareholders' Deficiency:
  Common Stock, $.05 par, 5,000,000 shares
  authorized, 2,982,662 shares issued and
  outstanding                                   $  149,133
  Paid-in capital                                1,126,507
  Deficit                                       (2,257,744)
                                               ------------
     Total Shareholders' Deficiency                                 (982,104)
                                                                   -----------
     Total Liabilities and Shareholders'
     Deficiency                                                   $1,163,238
                                                                   ===========

                 See accompanying notes to financial statements.

                                        1






                             MILLER INDUSTRIES, INC.
                             STATEMENT OF OPERATIONS
               FOR THE NINE MONTHS ENDED JANUARY 31, 2002 AND 2001
                                   (UNAUDITED)


                                                       Nine Months Ended
                                                           January 31,
                                                 ------------------------------
                                                     2002               2001
                                                  --------           ---------
Revenues:
  Rental Income                                  $ 312,750          $ 282,409
  Hardware Sales (Net)                              12,950             10,982
  Other Income                                      12,470             21,996
                                                  ---------          ---------
    Total Revenue                                $ 338,170          $ 315,387
                                                  ---------          ---------
Expenses:
  Rental Expense (Except Interest)               $  71,470             76,580
  Cost of Hardware Sales                             5,738              5,071
  Administrative                                    29,084             28,606
  Interest                                          94,125            103,045
                                                  ---------          ---------
    Total Expenses                               $ 200,417          $ 213,302
                                                  ---------          ---------
    Income Before Tax Provision                  $ 137,753          $ 102,085
                                                  ---------          ---------

Provision for Income Tax:
  Federal Income Tax                             $  22,050             14,410
  State Income Tax                                   4,650              5,390
                                                  ---------          ---------
    Total Provision for Income Tax               $  26,700          $  19,800
                                                  ---------          ---------
    Profit (Loss) Before Extraordinary Income    $ 111,053          $  82,285

Extraordinary Income:
  Realization of Prior Years Tax Benefits           26,700             19,800
                                                  ---------          ---------

        Net Income (Loss)                        $ 137,753          $ 102,085
                                                  =========          =========
Income per Common Share Before Extraordinary
  Income                                         $     .04              $ .03
Extraordinary Income                                   .01                 -
                                                  ---------          ---------
  Net Income                                     $     .05                .03
                                                  =========          =========

Average Shares of Common Stock Outstanding       2,982,662          2,982,662
                                                  =========          =========

                 See accompanying notes to financial statements.

                                        2






                             MILLER INDUSTRIES, INC.
                             STATEMENT OF CASH FLOWS
               FOR THE NINE MONTHS ENDED JANUARY 31, 2002 AND 2001
                                   (UNAUDITED)

                                                        Nine Months Ended
                                                            January 31,
                                                  ------------------------------
                                                       2002               2001
                                                     --------          ---------
Cash Flows From Operating Activities:
  Profit Before Extraordinary Income               $ 111,053           $ 82,285
  Extraordinary Income                                26,700             19,800
    Net Profit                                     $ 137,753           $102,085
  Adjustments to Reconcile Net Income to Net
    Cash Provided by Operating Activities:
      Depreciation                                     5,925              5,925
      Amortization                                     6,036              6,062
      Changes in Operating Assets and Liabilities    (20,736)            13,524
                                                     --------          ---------
        Net Cash Provided by Operating Activities  $ 128,978            127,596
                                                     --------          ---------

Cash Flows From Investing Activities:
  Acquisition of Property and Equipment             $ (3,526)          $     -
                                                     --------          ---------
      Net Cash (Used in) Investing Activities       $ (3,526)          $     -
                                                     --------          ---------

Cash Flows From Financing Activities:
  Principal Payments Under Borrowings               $(29,939)          $(26,589)
  Addition to Debt                                        -                  -
                                                     --------          ---------
      Net Cash Provided by (Used in) Financing
        Activities                                  $(29,939)           (26,589)
                                                     --------          ---------
      Net Increase in Cash                          $ 95,513            101,007

Cash at the Beginning of Period                      563,727            488,048
                                                     --------          ---------
Cash at the End of Period                           $659,240           $589,055
                                                     ========          =========

Additional Cash Flow Information:
  Cash Paid for Interest                            $ 94,125          $ 103,045
                                                     ========          =========
  Cash Paid for Income Tax                          $     -                  -
                                                     ========          =========



                See accompanying notes to financial statements.

                                        3





                             MILLER INDUSTRIES, INC.
                             STATEMENT OF OPERATIONS
              FOR THE THREE MONTHS ENDED JANUARY 31, 2002 AND 2001
                                   (UNAUDITED)


                                                           Three Months Ended
                                                               January 31,
                                                   -----------------------------
                                                      2002               2001
                                                   ----------        -----------
Revenues:
  Rental Income                                   $  103,914          $  88,828
  Hardware Sales (Net)                                 6,557              3,086
  Other Income                                         2,819              7,892
                                                   ----------        -----------
    Total Revenue                                 $  113,290          $  99,806
                                                   ----------        -----------

Expenses:
  Rental Expense (Except Interest)                $   23,637          $  27,549
  Cost of Hardware Sales                               3,023              1,358
  Administrative                                      12,142             10,963
  Interest                                            22,418             40,505
                                                   ----------        -----------
     Total Expenses                               $   61,220          $  80,375
                                                   ----------        -----------
     Income Before Tax Provision                  $   52,070          $  19,431
                                                   ----------        -----------

Provision for Income Tax:
  Federal Income Tax                              $    8,700              2,140
  State Income Tax                                     1,700                965
                                                   ----------        -----------
     Total Provision for Income Tax               $   10,400           $  3,105
                                                   ----------        -----------
     Profit (Loss) Before Extraordinary Income    $   41,670           $ 16,326

Extraordinary Income:
  Realization of Prior Years Tax Benefits             10,400              3,105
                                                   ----------        -----------
  Net Income (Loss)                                $  52,070           $ 19,431
                                                   ==========        ===========
Income per Common Share Before Extraordinary
  Income                                           $     .02           $    .01
Extraordinary Income                                      -                  -
                                                   ----------        -----------
  Net Income                                       $     .02           $    .01
                                                   ==========        ===========

  Average Shares of Common Stock Outstanding       2,982,662          2,982,662
                                                   ==========        ===========

                 See accompanying notes to financial statements.

                                        4



                             MILLER INDUSTRIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                January 31, 2002
                                   (UNAUDITED)


NOTE A - BASIS OF PRESENTATION:

      The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Article 10 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the three month period and the nine month period ending
January 31, 2002 are not necessarily indicative of results that may be expected
for the year ended April 30, 2002.

      For further information, refer to the financial statements and footnotes
thereto of the Company as of April 30, 2001 and for the year ended April 30,
2001.

NOTE B - INCOME PER SHARE:

      Basic Earnings per Share ("EPS") is computed by dividing net income
available to common stockholders by the weighted average number of common stock
shares outstanding during the year. Diluted EPS is computed by dividing net
income available to common stockholders by the weighted average number of common
stock shares outstanding during the year plus potential dilutive instruments
such as stock options and warrants. The effect of stock options on diluted EPS
is determined through the application of the treasury stock method, whereby
proceeds received by the Company based on assumed exercises are hypothetically
used to repurchase the Company's common stock at the average market price during
the period. Loss per share is unchanged on a diluted basis since the Company has
no potentially dilutive securities outstanding.


                                        5





ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

Results of Operation

For the third quarter ended January 31, 2002, the Company had rental income of
$104,000, compared with rental income of $89,000 for the same period in 2001.
Rental income was offset by rental expense of $24,000 in the third quarter of
2002, compared to $28,000 in 2001.

During the third quarter of 2002, 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 third quarter of
2002 were $7,000 (with cost of goods sold of $3,000), compared to sales of
$3,000 in 2001 (and cost of goods sold of $1,000).

Liquidity and Capital Resources

The Company's cash increased by $96,000 during the first nine months of the 2002
fiscal year compared with an increase of $101,000 during the first nine months
of fiscal year 2001. The increase in cash in 2002 was primarily due to cash flow
from operations. As of January 31, 2002, the Company's cash position was
approximately $659,000.

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.

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.

                                       6



PART II.  OTHER INFORMATION

ITEM 6.  REPORTS ON FORM 8-K

      No reports on Form 8-K were filed by the Company during the quarter ended
January 31, 2002.

                                    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)


Dated: January 10, 2003                         By:   /s/ Angelo Napolitano
                                                      ------------------------------
                                                          Angelo Napolitano
                                                          Chairman of the Board of Directors
                                                          Chief Executive Officer
                                                          Principal Financial Officer



                                       7