10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended      June 30, 2013

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from  to 

Commission file number      001-14124

MILLER INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Tennessee	62-1566286
(State or other jurisdiction of incorporation or	(I.R.S. Employer Identification No.)
organization)

8503 Hilltop Drive
Ooltewah, Tennessee	37363
(Address of principal executive offices)	(Zip Code)

(423) 238-4171

(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 x                                           No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes x                                           No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer o	Accelerated filer x
Non-accelerated filer o	Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes o                                           No x

The number of shares outstanding of the registrant’s common stock, par value $.01 per share, as of August 1, 2013 was 11,238,429.

Index

PART I	FINANCIAL INFORMATION		Page Number
	Item 1.	Financial Statements
		Condensed Consolidated Balance Sheets – June 30, 2013 and December 31, 2012	2
		Condensed Consolidated Statements of Income for the Three and Six Months Ended June 30, 2013 and 2012	3
		Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2013 and 2012	4
		Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2013 and 2012	5
		Notes to Condensed Consolidated Financial Statements	6
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	11
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	14
	Item 4.	Controls and Procedures	15
PART II	OTHER INFORMATION
	Item 1.	Legal Proceedings	15
	Item 1A.	Risk Factors	15
	Item 6.	Exhibits	16
SIGNATURES			17

FORWARD-LOOKING STATEMENTS

Certain statements in this 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,” may be deemed to be forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995. 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 words, 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. These forward-looking statements are subject to a number of risks and uncertainties, including, economic and market conditions; the risks related to the general economic health of our customers; the success and timing of existing and additional export and governmental orders; our customers’ access to capital and credit to fund purchases, including the ability of our customers to secure floor plan financing; changes in fuel and other transportation costs; the cyclical nature of our industry; our dependence on outside suppliers of raw materials; changes in the cost of aluminum, steel and related raw materials; and those other risks referenced herein, including those risks referred to in Part II, Item 1A–”Risk Factors” and those risks discussed in our other filings with the Securities and Exchange Commission, including those risks discussed under the caption “Risk Factors” in our Annual Report on Form 10-K for fiscal 2012, which discussion is incorporated herein by this reference. Such factors are not exclusive. We do not undertake to update any forward-looking statement that may be made from time to time by, or on behalf of, our company.

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

	June 30, 2013 (Unaudited)			December 31, 2012
ASSETS
CURRENT ASSETS:
Cash and temporary investments	$	43,413		$	48,591
Accounts receivable, net of allowance for doubtful accounts of $1,699 and $1,614 at June 30, 2013 and December 31, 2012, respectively		79,535			59,113
Inventories		51,408			45,045
Prepaid expenses		2,921			1,951
Current deferred income taxes		3,569			3,581
Total current assets		180,846			158,281
PROPERTY, PLANT, AND EQUIPMENT, net		32,040			32,188
GOODWILL		11,619			11,619
OTHER ASSETS		284			263
	$	224,789		$	202,351
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable	$	48,943		$	30,745
Accrued liabilities		15,327			12,358
Total current liabilities		64,270			43,103
DEFERRED INCOME TAX LIABILITIES		1,758			1,758
COMMITMENTS AND CONTINGENCIES (Notes 6 and 8)
SHAREHOLDERS’ EQUITY:
Preferred stock, $.01 par value; 5,000,000 shares authorized, none issued or outstanding		---			---
Common stock, $.01 par value; 100,000,000 shares authorized, 11,234,429 and 11,158,631 outstanding at June 30, 2013 and December 31, 2012, respectively		112			112
Additional paid-in capital		149,304			148,688
Accumulated earnings		9,847			8,760
Accumulated other comprehensive income (loss)		(293	)		(70	)
Total Miller Industries, Inc. shareholders’ equity		158,970			157,490
Noncontrolling interests		(209	)		---
Total Shareholders’ equity		158,761			157,490
	$	224,789		$	202,351

The accompanying notes are an integral part of these financial statements.

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MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data)

(Unaudited)

	Three Months Ended June 30					Six Months Ended June 30
	2013		2012			2013			2012
NET SALES	$	105,834	$	87,346		$	190,784		$	182,303
COSTS OF OPERATIONS		94,104		76,781			170,420			160,854
GROSS PROFIT		11,730		10,565			20,364			21,449
OPERATING EXPENSES:
Selling, general and administrative expenses		7,220		7,204			13,919			14,206
Interest expense, net		84		214			151			431
Other (income) expense		18		(1,039	)		(5	)		(703	)
Total operating expenses		7,322		6,379			14,065			13,934
CONSOLIDATED INCOME BEFORE INCOME TAXES		4,408		4,186			6,299			7,515
CONSOLIDATED INCOME TAX PROVISION		1,619		1,640			2,303			2,959
CONSOLIDATED NET INCOME		2,789		2,546			3,996			4,556
NET LOSS ATTRIBUTABLE TO
NONCONTROLLING INTERESTS		112		---			233			---
NET INCOME ATTRIBUTABLE TO MILLER INDUSTRIES, INC.	$	2,901	$	2,546		$	4,229		$	4,556
BASIC INCOME PER COMMON SHARE	$	0.26	$	0.23		$	0.38		$	0.41
DILUTED INCOME PER COMMON SHARE	$	0.26	$	0.23		$	0.38		$	0.40
CASH DIVIDENDS DECLARED PER COMMON SHARE	$	0.14	$	0.13		$	0.28		$	0.26
WEIGHTED AVERAGE SHARES OUTSTANDING:
Basic		11,233		11,062			11,216			11,046
Diluted		11,318		11,251			11,317			11,250

The accompanying notes are an integral part of these financial statements.

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MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands)

(Unaudited)

	Three Months Ended June 30						Six Months Ended June 30
	2013			2012			2013			2012
CONSOLIDATED NET INCOME	$	2,789		$	2,546		$	3,996		$	4,556
OTHER COMPREHENSIVE INCOME (LOSS):
Foreign currency translation adjustment		(117	)		(1,554	)		(365	)		(1,255	)
Derivative instrument and hedging activities		(199	)		---			139			--
Total other comprehensive income (loss)		(316	)		(1,554	)		(226	)		(1,255	)
CONSOLIDATED COMPREHENSIVE INCOME		2,473			992			3,770			3,301
NET LOSS ATTRIBUTABLE TO
NONCONTROLLING INTERESTS		112			---			233			--
COMPREHENSIVE INCOME ATTRIBUTABLE
TO MILLER INDUSTRIES, INC.	$	2,585		$	992		$	4,003		$	3,301

The accompanying notes are an integral part of these financial statements.

4

MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

	Six Months Ended June 30
	2013			2012
OPERATING ACTIVITIES:
Consolidated net income	$	3,996		$	4,556
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		1,849			1,850
Loss on disposal of equipment		4			---
Provision for doubtful accounts		92			154
Stock-based compensation		---			200
Excess tax benefit from stock-based compensation		(127	)		(119	)
Issuance of non-employee director shares		75			75
Deferred income tax provision		12			49
Changes in operating assets and liabilities:
Accounts receivable		(20,592	)		(6,552	)
Inventories		(6,577	)		(62	)
Prepaid expenses		(979	)		(214	)
Accounts payable		18,341			(3,069	)
Accrued liabilities		3,107			(1,621	)
Net cash flows from operating activities		(799	)		(4,753	)
INVESTING ACTIVITIES:
Purchases of property, plant and equipment		(1,721	)		(1,292	)
Proceeds from sale of property, plant and equipment		---			1
Payments received on notes receivable		57			8
Net cash flows from investing activities		(1,664	)		(1,283	)
FINANCING ACTIVITIES:
Payments on long-term obligations		---			(5	)
Payments of cash dividends		(3,142	)		(2,876	)
Proceeds from stock option exercises		415			351
Excess tax benefit from stock-based compensation		127			119
Additions to deferred financing activities		---			(11	)
Net cash flows from financing activities		(2,600	)		(2,422	)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND TEMPORARY INVESTMENTS		(115	)		(935	)
NET CHANGE IN CASH AND TEMPORARY INVESTMENTS		(5,178	)		(9,393	)
CASH AND TEMPORARY INVESTMENTS, beginning of period		48,591			50,153
CASH AND TEMPORARY INVESTMENTS, end of period	$	43,413		$	40,760
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash payments for interest	$	433		$	545
Cash payments for income taxes, net of refunds	$	334		$	3,214

The accompanying notes are an integral part of these financial statements.

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MILLER INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(in thousands, except share data and except as otherwise noted)

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. 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 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. Cost of goods sold for interim periods for certain entities is determined based on estimated gross profit rates. Interim results of operations are not necessarily indicative of results to be expected for the fiscal year.  Net income (loss) attributable to noncontrolling interests represents the portion of the earnings or losses from the operations of the Company’s consolidated subsidiaries attributable to the interests of unrelated third party equity owners.  Net income (loss) attributable to noncontrolling interests is deducted from consolidated net income to arrive at net income attributable to Miller Industries, Inc.

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, 2012.  The condensed consolidated financial statements include accounts of certain subsidiaries whose fiscal closing dates differ from December 31st by 31 days (or less) to facilitate timely reporting.  Certain prior year amounts have been reclassified to conform to current year presentation, with no impact on previously reported shareholders’ equity. The Company evaluated subsequent events through the date the financial statements were issued.

2. BASIC AND DILUTED INCOME PER SHARE

Basic income per share is computed by dividing net income attributable to Miller Industries, Inc. by the weighted average number of common shares outstanding. Diluted income per share is calculated by dividing net income attributable to Miller Industries, Inc. by the weighted average number of common and potential dilutive common shares outstanding. Diluted income per share takes into consideration the assumed exercise of outstanding stock options resulting in approximately 85,000 and 189,000 potential dilutive common shares for the three months ended June 30, 2013 and 2012, and 101,000 and 204,000 for the six months ended June 30, 2013 and 2012, respectively.  For the three months and six months ended June 30, 2013 and 2012, none of the outstanding stock options would have been anti-dilutive.

3. INVENTORIES

Inventory costs include materials, labor and factory overhead. Inventories are stated at the lower of cost or market (net realizable value), determined on a first-in, first-out 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 June 30, 2013 and December 31, 2012 consisted of the following:

	June 30, 2013		December 31, 2012
Chassis	$	8,944	$	9,952
Raw materials		23,740		18,856
Work in process		9,794		7,961
Finished goods		8,930		8,276
	$	51,408	$	45,045

4. LONG-LIVED ASSETS

The Company periodically reviews the carrying amount of its long-lived assets to determine if those assets may be recoverable based upon the future operating cash flows expected to be generated by those assets. Management believes that its long-lived assets are appropriately valued.

6

5. GOODWILL

Goodwill consists of the excess of cost of acquired entities over the sum of the amounts assigned to identifiable assets acquired less liabilities assumed. Goodwill is not amortized. However, the Company evaluates the carrying value of goodwill for impairment at least annually or if an event or circumstance occurs that would indicate that the carrying amount had been impaired. The Company reviews goodwill for impairment utilizing a qualitative assessment or a two-step process. If we choose to perform a qualitative analysis of goodwill and determine that the fair value more likely than not exceeds the carrying value, no further testing is needed.  If we choose the two-step approach, the first step identifies potential impairment by comparing the fair value of the reporting unit with its carrying value. If the fair value exceeds the carrying value the second step is not necessary.  If the carrying value is more than the fair value, the second step of testing is performed to compare the fair value of the goodwill with its carrying value.  An impairment loss would be recognized to the extent that the carrying value of the goodwill exceeds its fair value.

6. LONG-TERM OBLIGATIONS

Credit Facility and Other Long-Term Obligations

Credit Facility

On April 6, 2010, the Company entered into a Loan Agreement with First Tennessee Bank National Association for a $20.0 million unsecured revolving credit facility and on December 21, 2011 the credit facility was renewed and our unsecured revolving credit facility was increased to $25.0 million (the “Credit Facility”). On December 10, 2012, the Credit Facility was further renewed to extend the maturity to March 31, 2015. The Credit Facility contains customary representations and warranties, events of default, and financial, affirmative and negative covenants for loan agreements of this kind. Covenants under the Credit Facility restrict the payment of cash dividends if the Company would be in violation of the minimum tangible net worth test or the leverage ratio test in the current loan agreement as a result of the dividends, among various other restrictions.

In the absence of a default, all borrowings under the Credit Facility bear interest at the LIBOR Rate plus 1.50% per annum. The Company will pay a non-usage fee under the current loan agreement in an annual amount between 0.15% and 0.35% of the unused amount of the Credit Facility, which fee shall be paid quarterly.

At June 30, 2013 and December 31, 2012, the Company had no outstanding borrowings under the Credit Facility.

Interest Rate Risk

Changes in interest rates affect the interest paid on indebtedness under the Credit Facility because outstanding amounts of indebtedness under the Credit Facility are subject to variable interest rates. Under the Credit Facility, the non-default rate of interest was equal to the LIBOR Market Index Rate plus 1.50% per annum (for a rate of interest of 1.69% at June 30, 2013). Because there were no amounts outstanding under the Credit Facility, a one percent change in the interest rate on our variable-rate debt would not have a material impact on our financial position, results of operations or cash flows for the three-month period ended June 30, 2013.

Other Long-Term Obligations

At June 30, 2013, the Company had approximately $1,397 in non-cancelable operating lease obligations.

7. STOCK-BASED COMPENSATION

Stock compensation expense was $-0- for the three and six months ended June 30, 2013; and $100 and $200 for the three and six months ended June 30, 2012, respectively.  Stock compensation expenses were included in selling, general and administrative expenses in the accompanying condensed consolidated statements of income. The Company did not issue any stock options during the three and six months ended June 30, 2013.  For additional disclosures related to the Company’s stock-based compensation refer to Notes 2 and 4 of the Notes to the Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012.

During the three months ended June 30, 2013 and 2012, options were exercised for the purchase of 1,500 shares of common stock at a weighted-average exercise price of $6.90 and 9,800 shares of common stock at a weighted-average exercise price of $5.49, respectively.  During the six months ended June 30, 2013 and 2012, options were exercised for the purchase of 71,064 shares of common stock at a weighted-average exercise price of $5.84 and 62,475 shares of common stock at a weighted average exercise price of $5.61, respectively.

7

8. COMMITMENTS AND CONTINGENCIES

Commitments

The Company has entered into arrangements with third-party lenders where it has agreed, in the event of default by a customer, to repurchase from the third-party lender Company products repossessed from the 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 $26,248 at June 30, 2013, and $22,035 at December 31, 2012. However, 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 liability under these arrangements and concluded that the liability associated with these potential repurchase obligations is not material.

At June 30, 2013, the Company had commitments of approximately $425 for construction and acquisition of property, plant and equipment.

Contingencies

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 these matters could be resolved unfavorably to the Company, which could result in substantial damages against the Company. The Company has established 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 these 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.

9. INCOME TAXES

At June 30, 2013 and December 31, 2012, the Company had no unrecognized income tax positions recorded. The Company does not expect its unrecognized tax positions to change significantly in the next twelve months. If unrecognized tax positions existed, the interest and penalties related to the unrecognized tax positions would be recorded as income tax expense in the condensed consolidated statements of income.

The Company is subject to United States federal income taxes, as well as income taxes in various states and foreign jurisdictions. The Company’s tax years 2009 through 2011 remain open to examination for U.S. federal income taxes. With few exceptions, the Company is no longer subject to state or non-U.S. income tax examinations prior to 2009.

10. SHAREHOLDERS EQUITY

Dividends

Prior to March 2010, we had never declared cash dividends on our common stock.  On March 8, 2010, our board of directors adopted a dividend policy to consider and pay annual cash dividends subject to our ability to satisfy all applicable statutory and regulatory requirements and our continued financial strength.  On May 10, 2011, the Company’s board of directors approved a dividend policy to consider and pay quarterly dividends on its common stock subject to the Company’s ability to satisfy all applicable statutory requirements and the Company’s continued financial strength, replacing the previous policy of paying annual cash dividends.  Dividend payments made for 2013, 2012 and 2011, were as follows:

Payment	Record Date	Payment Date	Dividend (per share)		Amount
Q1 2011	March 17, 2011	March 24, 2011	$	0.12	$	1,415
Q2 2011	May 23, 2011	May 31, 2011		0.12		1,429
Q3 2011	August 19, 2011	August 26, 2011		0.12		1,365
Q4 2011	December 5, 2011	December 19, 2011		0.12		1,336
Total for 2011			$	0.48	$	5,545
Q1 2012	March 19, 2012	March 26, 2012	$	0.13	$	1,437
Q2 2012	June 18, 2012	June 25, 2012		0.13		1,439
Q3 2012	September 17, 2012	September 24, 2012		0.13		1,439
Q4 2012	December 10, 2012	December 17, 2012		0.13		1,447
Total for 2012			$	0.52	$	5,762
Q1 2013	March 18, 2013	March 25, 2013	$	0.14	$	1,569
Q2 2013	June 17, 2013	June 24, 2013		0.14		1,573
Total for 2013			$	0.28	$	3,142

On August 5, 2013, the Company’s Board of Directors declared a quarterly cash dividend of $0.14 per share.  The dividend is payable September 23, 2013 to shareholders of record as of September 16, 2013.

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11. GEOGRAPHIC INFORMATION

Net sales and long-lived assets (property, plant and equipment and goodwill and intangible assets) by region were as follows (revenue is attributed to regions based on the locations of customers):

	For the Three Months Ended June 30				For the Six Months Ended June 30
	2013		2012		2013		2012
Net Sales:
North America	$	89,843	$	71,418	$	162,111	$	150,267
Foreign		15,991		15,928		28,673		32,036
	$	105,834	$	87,346	$	190,784	$	182,303

	June 30, 2013		December 31, 2012
Long Lived Assets:
North America	$	40,944	$	40,965
Foreign		2,739		2,842
	$	43,683	$	43,807

12. CUSTOMER INFORMATION

No single customer accounted for 10% or more of consolidated net sales for the three and six months ended June 30, 2013 and 2012.

13.  FAIR VALUE OF FINANCIAL INSTRUMENTS

For assets and liabilities measured at fair value on a recurring and nonrecurring basis, a three-level hierarchy of measurements based upon observable and unobservable inputs is used to arrive at fair value. Observable inputs are developed based on market data obtained from independent sources, while unobservable inputs reflect our assumptions about valuation based on the best information available in the circumstances. Depending on the inputs, we classify each fair value measurement as follows:

Level 1—based upon quoted prices for identical instruments in active markets,

Level 2—based upon quoted prices for similar instruments, prices for identical or similar instruments in markets that are not active, or model-derived valuations, all of whose significant inputs are observable, and

Level 3—based upon one or more significant unobservable inputs.

The carrying values of cash and temporary investments, accounts receivable, accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short maturity of these financial instruments.

The fair value of derivative assets and liabilities are measured assuming that the unit of account is an individual derivative transaction and that each derivative could be sold or transferred on a stand-alone basis. We classify within Level 2 our forward foreign currency exchange contracts based upon quoted prices for similar instruments that are actively traded.  For more information regarding derivatives, see Note 14, Derivative Financial Instruments.

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The following table presents the financial instruments measured at fair value on a recurring basis:

	June 30, 2013
	Level 1		Level 2		Level 3		Total
Current Assets
Derivative financial instruments
Foreign currency contracts	$	—	$	405	$	—	$	405
Total assets	$	—	$	405	$	—	$	405
Current Liabilities
Derivative financial instruments
Foreign currency contracts	$	—	$	266	$	—	$	266
Total liabilities	$	—	$	266	$	—	$	266

	December 31, 2012
	Level 1			Level 2		Level 3		Total
Current Assets
Derivative financial instruments
Foreign currency contracts		$	—	$	326	$	—	$	326
Total assets		$	—	$	326	$	—	$	326
Current Liabilities
Derivative financial instruments
Foreign currency contracts		$	—	$	326	$	—	$	326
Total liabilities		$	—	$	326	$	—	$	326

14.          DERIVATIVE FINANCIAL INSTRUMENTS

The Company periodically enters into foreign currency exchange contracts designed to mitigate the impact of foreign currency risk.  Prior to November 2012, the Company had not instituted a formal foreign exchange policy.  All contracts entered into prior to this date are accounted for as undesignated hedges and, therefore, changes in fair value are recognized each period in other (income) expense in our condensed consolidated statements of income.  The fair value of the contracts is presented in accounts receivable in our condensed consolidated balance sheets.  At June 30, 2013, the Company had undesignated foreign currency exchange contracts with notional amounts of $6,500 which were directly offset by corresponding foreign currency exchange contracts.  These contracts expire over a period from September to November 2013.  The gains or losses were directly offset at June 30, 2013.

In November 2012, the Company adopted a formal foreign currency exchange policy.  Under this policy, for those foreign currency exchange contracts that qualify for hedge accounting treatment, changes in the fair value of such instruments are included in accumulated other comprehensive income (loss).  The Company also assesses, both at inception and on an ongoing basis, whether the derivatives that are used in the hedging transaction are highly effective in offsetting changes in cash flows of the hedged items.  For those foreign currency exchange contracts that do not qualify for hedge accounting treatment, changes in the fair value of such instruments are recognized each period in other (income) expense in our condensed consolidated statements of income.  In December 2012, the Company entered into foreign exchange currency contracts with notional values of $12,788 maturing from September 2013 to October 2014 that were considered cash flow hedges.  Changes in fair value of such cash flow hedges are recorded in accumulated other comprehensive income (loss) to the extent that the hedges are considered effective.  At June 30, 2013 and December 31, 2012, the net fair value of foreign currency exchange contracts was $139 and $-0-, respectively, which is included in accounts receivable in our condensed consolidated balance sheets.

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15. RECENT ACCOUNTING PRONOUNCEMENTS

Recently Adopted Standards

In February 2013, the FASB issued Accounting Standards Update No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income  (FASB ASU 2013-02). The amendment in this update requires an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required under U.S. generally accepted accounting principles to be reclassified in its entirety to net income. The provisions of FASB ASU 2013-02  are effective for annual and interim periods beginning after December 15, 2012.  The adoption of the provisions of FASB ASU 2013-02 did not have a material impact on the Company’s consolidated financial statements.

In December 2011, the FASB issued Accounting Standards Update 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities (FASB ASU 2011-11).  The amendments in this update will require an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position.  The intention is to enhance required disclosures by improving information about financial instruments and derivative instruments that are either offset in accordance with FASB guidance or are subject to an enforceable master netting arrangement; irrespective of whether they are offset in accordance with FASB guidance.  The provisions of FASB ASU 2011-11 are effective for annual and interim reporting periods beginning on or after January 1, 2013.  The adoption of the provisions of FASB ASU 2011-11 did not have a material impact on the Company’s consolidated financial statements.

Recently Issued Standards

There are no recently issued accounting standards for which the Company expects a material impact on our financial statements.

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

Executive Overview

Miller Industries, Inc. is the world’s largest manufacturer of vehicle towing and recovery equipment, with domestic manufacturing subsidiaries in Tennessee and Pennsylvania, and foreign manufacturing subsidiaries in France and the United Kingdom. We offer a broad range of equipment to meet our customers’ design, capacity and cost requirements under our Century®, Vulcan®, Challenger®, Holmes®, Champion®, Chevron™, Eagle®, Titan®, Jige™, and Boniface™ brand names. In this Item 2 – “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” the words “Miller Industries,” “the Company,” “we,” “our,” “ours” and “us” refer to Miller Industries, Inc. and its subsidiaries or any of them.

Our management focuses on a variety of key indicators to monitor our overall operating and financial performance. These indicators include measurements of revenue, operating income, gross margin, earnings per share, capital expenditures and cash flow.

We derive revenues primarily from product sales made through our network of domestic and foreign independent distributors. Our revenues are sensitive to a variety of factors including general economic conditions as well as demand for, and price of, our products, our technological competitiveness, our reputation for providing quality products and reliable service, competition within our industry, and the cost of raw materials (including aluminum, steel and petroleum-related products).

Our industry is cyclical in nature and in recent years the overall demand for our products and our resulting revenues continued to be negatively affected by:

● wavering levels of consumer confidence;

● volatility and disruption in domestic and international capital and credit markets and the resulting decrease in the availability of financing, including floor plan financing, for our customers and towing operators;

● significant periodic increases in fuel and insurance costs and their negative effect on the ability of our customers to purchase towing and related equipment;

● the overall effects of the global economic downturn; and

● currently, the slow economic recovery.

We remain concerned about the continuing effects of these factors on the towing and recovery industry, and we continue to monitor our overall cost structure to see that it remains in line with business conditions.

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In addition, we have been and will continue to be affected by changes in the prices that we pay for raw materials, particularly aluminum, steel, petroleum-related products and other raw materials, which represent a substantial part of our total costs of operations. In the past, as we have determined necessary, we have implemented price increases to offset these higher costs. We also developed alternatives to some of the components used in our production process that incorporate these raw materials, and our suppliers have implemented these alternatives in the production of our component parts. We continue to monitor raw material prices and availability in order to more favorably position the Company in this dynamic market.

There were no borrowings under the credit facility at June 30, 2013.

Critical Accounting Policies

Our condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, which require us to make estimates. Certain accounting policies are deemed “critical,” as they require management’s highest degree of judgment, estimates and assumptions. A discussion of critical accounting policies, the judgments and uncertainties affecting their application and the likelihood that materially different amounts would be reported under different conditions or using different assumptions follows:

Accounts receivable

We extend credit to customers in the normal course of business. Collections from customers are continuously monitored and an allowance for doubtful accounts is maintained based on historical experience and any specific customer collection issues. While such bad debt expenses have historically been within expectations and the allowance established, there can be no assurance that we will continue to experience the same credit loss rates as in the past.

Inventory

Inventory costs include materials, labor and factory overhead. Inventories are stated at the lower of cost or market (net realizable value), determined on a first-in, first-out 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.

Long-lived assets

Long-lived assets are reviewed for impairment whenever events or circumstances indicate that the carrying amount of these assets may not be fully recoverable. When a determination has been made that the carrying amount of long-lived assets may not be fully recovered, the amount of impairment is measured by comparing an asset’s estimated fair value to its carrying value. The determination of fair value is based on projected future cash flows discounted at a rate determined by management or, if available, independent appraisals or sales price negotiations. The estimation of fair value includes significant judgment regarding assumptions of revenue, operating costs, interest rates, property and equipment additions, and industry competition and general economic and business conditions among other factors. We believe that these estimates are reasonable, however, changes in any of these factors could affect these evaluations. Based on these estimations, we believe that our long-lived assets are appropriately valued.

Goodwill

Goodwill is tested for impairment annually or if an event or circumstance occurs that would more likely than not reduce the fair value of the reporting unit below the carrying amount.  We review goodwill for impairment utilizing a qualitative assessment or a two-step approach.  If we choose to perform a qualitative analysis of goodwill and determine that the fair value more likely than not exceeds the carrying value, no further testing is needed.  If we choose the two-step approach, the first step identifies potential impairment by comparing the fair value of the reporting unit with its carrying value. If the fair value exceeds the carrying value the second step is not necessary. If the carrying value is more than the fair value, the second step of testing is performed to compare the fair value of the goodwill with its carrying value. An impairment loss would be recognized to the extent that the carrying value of the goodwill exceeds its fair value.  We cannot predict the occurrence of certain events or changes in circumstances that might adversely affect the carrying value of goodwill. Such events might include, but are not limited to, the impact of the economic environment or a material change in a relationship with significant customers.

Warranty reserves

We estimate expense for product warranty claims at the time products are sold. These estimates are established using historical information about the nature, frequency, and average cost of warranty claims. We review trends of warranty claims and take actions to improve product quality and minimize warranty claims. We believe the warranty reserve is adequate; however, actual claims incurred could differ from the original estimates, requiring adjustments to the accrual.

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Income taxes

We recognize deferred tax assets and liabilities based on differences between the financial statement carrying amounts and the tax bases of assets and liabilities.  We consider the need to record a valuation allowance to reduce deferred tax assets to the amount that is more likely than not to be realized.  We consider tax loss carryforwards, reversal of deferred tax liabilities, tax planning and estimates of future taxable income in assessing the need for a valuation allowance.  If unrecognized tax positions exist, we record interest and penalties related to the unrecognized tax positions as income tax expense in our condensed consolidated statement of income.

Revenues

Under our accounting policies, revenues are recorded when the risk of ownership for products has transferred to independent distributors or other customers, which generally occurs on shipment. From time to time, revenue is recognized under a bill and hold arrangement. Recognition of revenue on bill and hold arrangements occurs when risk of ownership has passed to the customer, a fixed written commitment has been provided by the customer, the goods are complete and ready for shipment, the goods are segregated from inventory, no performance obligation remains, and a schedule for delivery has been established. While we manufacture only the bodies of wreckers, which are installed on truck chassis manufactured by third parties, we frequently purchase the truck chassis for resale to our customers. Sales of company-purchased truck chassis are included in net sales. Margins are substantially lower on completed recovery vehicles containing company-purchased chassis because the markup over the cost of the chassis is nominal.

Foreign Currency Translation

The functional currency for our foreign operations is the applicable local currency. The translation from the applicable foreign currencies to U.S. dollars is performed for balance sheet accounts using current exchange rates in effect at the balance sheet date, historical rates for equity and the weighted average exchange rate during the period for revenue and expense accounts. Foreign currency translation adjustments are included in shareholders’ equity. Intercompany debt denominated in a currency other than the functional currency, is remeasured into the functional currency. Gains and losses resulting from foreign currency transactions are included in other income and expense in our condensed consolidated statements of income.

Results of Operations–Three Months Ended June 30, 2013 Compared to Three Months Ended June 30, 2012

Net sales for the three months ended June 30, 2013 increased 21.2% to $105,834 from $87,346 for the comparable period in 2012. The increase in revenue was attributable to increased demand levels from our domestic commercial customers and corresponding increases in production levels.

Costs of operations for the three months ended June 30, 2013 increased 22.6% to $94,104 from $76,781 for the comparable period in 2012, which was attributable to the higher sales volumes as described above. Overall, costs of operations increased as a percentage of sales from 87.9% to 88.9%, primarily due to product mix during the quarter consisting of a higher percentage of lower margin chassis sales.

Selling, general, and administrative expenses for the three months ended June 30, 2013 increased to $7,220 from $7,204 for the three months ended June 30, 2012.  As a percentage of sales, selling, general, and administrative expenses decreased to 6.8% for the three months ended June 30, 2013 from 8.3% for the three months ended June 30, 2012 due to the fixed nature of certain of these expenses.

Total interest expense decreased to $84 from $214 for the three months ended June 30, 2013 as compared to the prior year period.

Other (income) expense relate to foreign currency transaction gains and losses. During the three months ended June 30, 2013, the loss was $18 compared to a $1,039 gain for the prior year period.

The provision for income taxes for the three months ended June 30, 2013 and 2012 reflects a combined effective U.S. federal, state and foreign tax rate of 36.7% and 39.2%, respectively.

Results of Operations–Six Months Ended June 30, 2013 Compared to Six Months Ended June 30, 2012

Net sales for the six months ended June 30, 2013 increased 4.7% to $190,784 from $182,303 for the comparable period in 2012. The increase in revenue was attributable to increased demand levels from our domestic commercial customers and corresponding increases in production levels.

Costs of operations for the six months ended June 30, 2013 increased 6.0% to $170,420 from $160,854 for the comparable period in 2012, which was attributable to the higher sales volumes as described above. Overall, costs of operations increased as a percentage of sales from 88.2% to 89.3%, primarily due to product mix during the period consisting of a higher percentage of lower margin chassis sales.

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Selling, general, and administrative expenses for the six months ended June 30, 2013 decreased to $13,919 from $14,206 for the six months ended June 30, 2012.  As a percentage of sales, selling, general, and administrative expenses decreased to 7.3% for the six months ended June 30, 2013 from 7.8% for the six months ended June 30, 2012 due to the fixed nature of certain of these expenses.

Total interest expense decreased to $151 from $431 for the six months ended June 30, 2013 as compared to the prior year period.

Other (income) expense relate to foreign currency transaction gains and losses. During the six months ended June 30, 2013, the gain was $5 compared to a $703 gain for the prior year period.

The provision for income taxes for the six months ended June 30, 2013 and 2012 reflects a combined effective U.S. federal, state and foreign tax rate of 36.6% and 39.4%, respectively.

Liquidity and Capital Resources

Cash used in operating activities was $799 for the six months ended June 30, 2013, compared to $4,753 for the comparable period in 2012.  The cash used in operating activities for the 2013 period was attributable to increases in accounts receivable and inventories.  These increases were offset by increases in accounts payable and accrued liabilities.

Cash used in investing activities was $1,664 for the six months ended June 30, 2013 compared to $1,283 for the comparable period in 2012. The cash used in investing activities for the 2013 period was primarily for the purchase of property, plant and equipment.

Cash used in financing activities was $2,600 for the six months ended June 30, 2013, compared to $2,422 for the comparable period in 2012. The cash used in financing activities for the 2013 period was primarily to pay cash dividends, slightly offset by proceeds from the exercise of stock options.

As of June 30, 2013, we had cash and cash equivalents of $43,413, exclusive of unused availability under our credit facility. Our primary cash requirements include working capital, capital expenditures, the funding of any declared cash dividends and interest and principal payments on indebtedness, if any, under our credit facility. At June 30, 2013, the Company had commitments of approximately $425 for construction and acquisition of property and equipment. We expect our primary sources of cash to be cash flow from operations and cash and cash equivalents on hand at June 30, 2013, with borrowings under our credit facility being available if needed. We expect these sources to be sufficient to satisfy our cash needs during 2013 and for the next several years. However, our ability to satisfy our cash needs will substantially depend upon a number of factors including our future operating performance, taking into account the economic and other factors discussed above and elsewhere in this Quarterly Report, as well as financial, business and other factors, many of which are beyond our control.

Credit Facilities and Other Obligations

Credit Facility

On April 6, 2010, the Company entered into a Loan Agreement with First Tennessee Bank National Association for a $20.0 million unsecured revolving credit facility and on December 21, 2011 the credit facility was renewed and our unsecured revolving credit facility was increased to $25.0 million (the “Credit Facility”). On December 10, 2012, the Credit Facility was further renewed to extend the maturity to March 31, 2015.  The Credit Facility contains customary representations and warranties, events of default, and financial, affirmative and negative covenants for loan agreements of this kind. Covenants under the Credit Facility restrict the payment of cash dividends if the Company would be in violation of the minimum tangible net worth test or the leverage ratio test in the current loan agreement as a result of the dividends, among various other restrictions.

In the absence of a default, all borrowings under the Credit Facility bear interest at the LIBOR Rate plus 1.50% per annum. The Company will pay a non-usage fee under the current loan agreement in an amount between 0.15% and 0.35% of the unused amount of the Credit Facility, which fee shall be paid quarterly.

At June 30, 2013 and December 31, 2012, the Company had no outstanding borrowings under the Credit Facility.

Other Long-Term Obligations

At June 30, 2013, we had approximately $1,397 in non-cancelable operating lease obligations.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

In the normal course of our business, we are exposed to market risk from changes in interest rates and foreign currency exchange rates that could impact our results of operations and financial position.

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Interest Rate Risk

Changes in interest rates affect the interest paid on indebtedness under our Credit Facility because the outstanding amounts of indebtedness under our Credit Facility are subject to variable interest rates. Under our Credit Facility, the non-default rate of interest was equal to the LIBOR Market Index Rate plus 1.50% per annum (for a rate of interest of 1.69% at June 30, 2013). Because there were no amounts outstanding under the Credit Facility, a one percent change in the interest rate on our variable-rate debt would not have materially impacted our financial position, results of operations or cash flows for the quarter ended June 30, 2013.

Foreign Currency Exchange Rate Risk

We are subject to risk arising from changes in foreign currency exchange rates related to our international operations in Europe. We manage our exposure to our foreign currency exchange rate risk through our regular operating and financing activities. Additionally, from time to time, we enter into certain forward foreign currency exchange contracts.  Because we report in U.S. dollars on a consolidated basis, foreign currency exchange fluctuations could have a translation impact on our financial position. At June 30, 2013, we recognized a $365 decrease in our foreign currency translation adjustment account compared with December 31, 2012 because of fluctuations of the U.S. dollar against certain foreign currencies compared to a $1,255 decrease for the prior year period.  For the three months ended June 30, 2013 and 2012, the impact of foreign currency exchange rate changes on our results of operations and cash flows was a loss of $18 and a gain of $1,039, respectively.  For the six months ended June 30, 2013 and 2012, the impact of foreign currency exchange rate changes on the results of operations and cash flows was a gain of $5 and a gain of $703, respectively.

ITEM 4. CONTROLS AND PROCEDURES

Within 90 days prior to the filing date of this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of the design and operation of our disclosure controls and procedures as defined in Rules 13a-14(c) under the Securities Exchange Act of 1934. Based upon this evaluation, our CEO and CFO have concluded that the disclosure controls and procedures are effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act are recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms.

There were no significant changes in our internal controls or in other factors that could significantly affect internal controls subsequent to the date of this evaluation.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are, from time to time, a party to litigation arising in the normal course of our business. Litigation is subject to various inherent uncertainties, and it is possible that some of these matters could be resolved unfavorably to us, which could result in substantial damages against us. We have established accruals for matters that are probable and reasonably estimable and maintain product liability and other insurance that management believes to be adequate. Management believes that any liability that may ultimately result from the resolution of these matters in excess of available insurance coverage and accruals will not have a material adverse effect on our consolidated financial position or results of operations.

ITEM 1A. RISK FACTORS

There have been no material changes to the Risk Factors included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2012.

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ITEM 6. EXHIBITS

	Description	Incorporated by Reference to Registration File Number	Form or Report	Date of Report	Exhibit Number in Report
31.1	Certification Pursuant to Rules 13a-14(a)/15d- 14(a) by Chief Executive Officer*
31.2	Certification Pursuant to Rules 13a-14(a)/15d- 14(a) by Chief Financial Officer*
32.1	Certification Pursuant to Section 1350 of Chapter 63 of Title 18 of United States Code by Chief Executive Officer*
32.2	Certification Pursuant to Section 1350 of Chapter 63 of Title 18 of United States Code by Chief Financial Officer*
101	The following information from the Company’s quarterly report on Form 10-Q for the quarterly period ended June 30, 2013 formatted in Extensible Business Reporting Language (XBRL): (i) Condensed Consolidated Balance Sheets – June 30, 2013 and December 31, 2012; (ii) Condensed Consolidated Statements of Income for the three and six months ended June 30, 2013 and 2012; (iii) Condensed Consolidated Statements of Comprehensive Income for the three months and six months ended June 30, 2013 and 2012; (iv) Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2013 and 2012; and (v) Notes to Condensed Consolidated Financial Statements.*

* Filed herewith

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Miller Industries, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

MILLER INDUSTRIES, INC.
By:	/s/ J. Vincent Mish
	J. Vincent Mish
	Executive Vice President and Chief Financial Officer

Date: August 7, 2013

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EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Jeffrey I. Badgley, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Miller Industries, Inc.

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 7, 2013

/s/ Jeffrey I. Badgley

Jeffrey I. Badgley

Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, J. Vincent Mish, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Miller Industries, Inc.

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 7, 2013

/s/ J. Vincent Mish

J. Vincent Mish

Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

I, Jeffrey I. Badgley, President and Chief Executive Officer of Miller Industries, Inc. (the “Company”), certify, pursuant to 18 U.S.C. § 1350 as adopted by § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Quarterly Report on Form 10-Q of the Company for the quarterly period ended June 30, 2013 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

Date: August 7, 2013

/s/ Jeffery I. Badgley

Jeffrey I. Badgley

Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

I, J. Vincent Mish, Executive Vice President and Chief Financial Officer of Miller Industries, Inc. (the “Company”), certify, pursuant to 18 U.S.C. § 1350 as adopted by § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Quarterly Report on Form 10-Q of the Company for the quarterly period ended June 30, 2013 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

Date: August 7, 2013

/s/ J. Vincent Mish

J. Vincent Mish

Executive Vice President and Chief Financial Officer

XML

GEOGRAPHIC INFORMATION

6 Months Ended

Jun. 30, 2013

Segment Reporting [Abstract]

GEOGRAPHIC INFORMATION

11. GEOGRAPHIC INFORMATION

Net sales and long-lived assets (property, plant and equipment and goodwill and intangible assets) by region were as follows (revenue is attributed to regions based on the locations of customers):

	For the Three Months Ended June 30				For the Six Months Ended June 30
	2013		2012		2013		2012
Net Sales:
North America	$	89,843	$	71,418	$	162,111	$	150,267
Foreign		15,991		15,928		28,673		32,036
	$	105,834	$	87,346	$	190,784	$	182,303

	June 30, 2013		December 31, 2012
Long Lived Assets:
North America	$	40,944	$	40,965
Foreign		2,739		2,842
	$	43,683	$	43,807

XML

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Income Statement [Abstract]
NET SALES	$ 105,834	$ 87,346	$ 190,784	$ 182,303
COSTS OF OPERATIONS	94,104	76,781	170,420	160,854
GROSS PROFIT	11,730	10,565	20,364	21,449
OPERATING EXPENSES:
Selling, general and administrative expenses	7,220	7,204	13,919	14,206
Interest expense, net	84	214	151	431
Other (income) expense	18	(1,039)	(5)	(703)
Total operating expenses	7,322	6,379	14,065	13,934
CONSOLIDATED INCOME BEFORE INCOME TAXES	4,408	4,186	6,299	7,515
CONSOLIDATED INCOME TAX PROVISION	1,619	1,640	2,303	2,959
CONSOLIDATED NET INCOME	2,789	2,546	3,996	4,556
NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS	112		233
NET INCOME ATTRIBUTABLE TO MILLER INDUSTRIES, INC.	$ 2,901	$ 2,546	$ 4,229	$ 4,556
BASIC INCOME PER COMMON SHARE (in dollars per share)	$ 0.26	$ 0.23	$ 0.38	$ 0.41
DILUTED INCOME PER COMMON SHARE (in dollars per share)	$ 0.26	$ 0.23	$ 0.38	$ 0.40
CASH DIVIDENDS DECLARED PER COMMON SHARE (in dollars per share)	$ 0.14	$ 0.13	$ 0.28	$ 0.26
WEIGHTED AVERAGE SHARES OUTSTANDING:
Basic (in shares)	11,233	11,062	11,216	11,046
Diluted (in shares)	11,318	11,251	11,317	11,250

XML

LONG-LIVED ASSETS

6 Months Ended

Jun. 30, 2013

Property, Plant and Equipment [Abstract]

LONG-LIVED ASSETS

4. LONG-LIVED ASSETS

The Company periodically reviews the carrying amount of its long-lived assets to determine if those assets may be recoverable based upon the future operating cash flows expected to be generated by those assets. Management believes that its long-lived assets are appropriately valued.

XML

GEOGRAPHIC INFORMATION (Tables)

6 Months Ended

Jun. 30, 2013

Segment Reporting [Abstract]

Schedule of net sales and long-lived assets by region

	For the Three Months Ended June 30				For the Six Months Ended June 30
	2013		2012		2013		2012
Net Sales:
North America	$	89,843	$	71,418	$	162,111	$	150,267
Foreign		15,991		15,928		28,673		32,036
	$	105,834	$	87,346	$	190,784	$	182,303

	June 30, 2013		December 31, 2012
Long Lived Assets:
North America	$	40,944	$	40,965
Foreign		2,739		2,842
	$	43,683	$	43,807

XML

CUSTOMER INFORMATION

6 Months Ended

Jun. 30, 2013

Risks and Uncertainties [Abstract]

CUSTOMER INFORMATION

12. CUSTOMER INFORMATION

No single customer accounted for 10% or more of consolidated net sales for the three and six months ended June 30, 2013 and 2012.

XML

DERIVATIVE FINANCIAL INSTRUMENTS (Detail Textuals) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Derivative [Line Items]
Undesignated foreign currency hedge contracts with notional amounts	$ 6,500
Foreign currency exchange contracts with notional values		12,788
Accounts receivable
Derivative [Line Items]
Net fair value of foreign currency exchange contracts	$ 139	$ 0

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INVENTORIES - Inventories, net of reserves (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Inventory Disclosure [Abstract]
Chassis	$ 8,944	$ 9,952
Raw materials	23,740	18,856
Work in process	9,794	7,961
Finished goods	8,930	8,276
Inventories, Total	$ 51,408	$ 45,045

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BASIC AND DILUTED INCOME PER SHARE (Detail Textuals)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Earnings Per Share [Abstract]
Potential dilutive common shares	85,000	189,000	101,000	204,000
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share

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GEOGRAPHIC INFORMATION - Net sales by region (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net Sales:
Net Sales	$ 105,834	$ 87,346	$ 190,784	$ 182,303
North America
Net Sales:
Net Sales	89,843	71,418	162,111	150,267
Foreign Countries
Net Sales:
Net Sales	$ 15,991	$ 15,928	$ 28,673	$ 32,036

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COMMITMENTS AND CONTINGENCIES (Detail Textuals) (USD $) In Thousands, unless otherwise specified			6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2013 Capital Addition Purchase Commitments
Long-term Purchase Commitment [Line Items]
Maximum repurchase collateral amount	$ 26,248	$ 22,035
Commitment for construction and acquisition of property, plant and equipment			$ 425

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FAIR VALUE OF FINANCIAL INSTRUMENT (Tables)

6 Months Ended

Jun. 30, 2013

Fair Value Disclosures [Abstract]

Schedule of financial instruments measured at fair value on a recurring basis

	June 30, 2013
	Level 1		Level 2		Level 3		Total
Current Assets
Derivative financial instruments
Foreign currency contracts	$	—	$	405	$	—	$	405
Total assets	$	—	$	405	$	—	$	405
Current Liabilities
Derivative financial instruments
Foreign currency contracts	$	—	$	266	$	—	$	266
Total liabilities	$	—	$	266	$	—	$	266

	December 31, 2012
	Level 1			Level 2		Level 3		Total
Current Assets
Derivative financial instruments
Foreign currency contracts		$	—	$	326	$	—	$	326
Total assets		$	—	$	326	$	—	$	326
Current Liabilities
Derivative financial instruments
Foreign currency contracts		$	—	$	326	$	—	$	326
Total liabilities		$	—	$	326	$	—	$	326

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
OPERATING ACTIVITIES:
Consolidated net income	$ 3,996	$ 4,556
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	1,849	1,850
Loss on disposal of equipment	4
Provision for doubtful accounts	92	154
Stock-based compensation		200
Excess tax benefit from stock-based compensation	(127)	(119)
Issuance of non-employee director shares	75	75
Deferred income tax provision	12	49
Changes in operating assets and liabilities:
Accounts receivable	(20,592)	(6,552)
Inventories	(6,577)	(62)
Prepaid expenses	(979)	(214)
Accounts payable	18,341	(3,069)
Accrued liabilities	3,107	(1,621)
Net cash flows from operating activities	(799)	(4,753)
INVESTING ACTIVITIES:
Purchases of property, plant and equipment	(1,721)	(1,292)
Proceeds from sale of property, plant and equipment		1
Payments received on notes receivable	57	8
Net cash flows from investing activities	(1,664)	(1,283)
FINANCING ACTIVITIES:
Payments on long-term obligations		(5)
Payments of cash dividends	(3,142)	(2,876)
Proceeds from stock option exercises	415	351
Excess tax benefit from stock-based compensation	127	119
Additions to deferred financing activities		(11)
Net cash flows from financing activities	(2,600)	(2,422)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND TEMPORARY INVESTMENTS	(115)	(935)
NET CHANGE IN CASH AND TEMPORARY INVESTMENTS	(5,178)	(9,393)
CASH AND TEMPORARY INVESTMENTS, beginning of period	48,591	50,153
CASH AND TEMPORARY INVESTMENTS, end of period	43,413	40,760
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash payments for interest	433	545
Cash payments for income taxes, net of refunds	$ 334	$ 3,214

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BASIC AND DILUTED INCOME PER SHARE

6 Months Ended

Jun. 30, 2013

Earnings Per Share [Abstract]

BASIC AND DILUTED INCOME PER SHARE

2. BASIC AND DILUTED INCOME PER SHARE

Basic income per share is computed by dividing net income attributable to Miller Industries, Inc. by the weighted average number of common shares outstanding. Diluted income per share is calculated by dividing net income attributable to Miller Industries, Inc. by the weighted average number of common and potential dilutive common shares outstanding. Diluted income per share takes into consideration the assumed exercise of outstanding stock options resulting in approximately 85,000 and 189,000 potential dilutive common shares for the three months ended June 30, 2013 and 2012, and 101,000 and 204,000 for the six months ended June 30, 2013 and 2012, respectively.  For the three months and six months ended June 30, 2013 and 2012, none of the outstanding stock options would have been anti-dilutive.

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GOODWILL

6 Months Ended

Jun. 30, 2013

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL

5. GOODWILL

Goodwill consists of the excess of cost of acquired entities over the sum of the amounts assigned to identifiable assets acquired less liabilities assumed. Goodwill is not amortized. However, the Company evaluates the carrying value of goodwill for impairment at least annually or if an event or circumstance occurs that would indicate that the carrying amount had been impaired. The Company reviews goodwill for impairment utilizing a qualitative assessment or a two-step process. If we choose to perform a qualitative analysis of goodwill and determine that the fair value more likely than not exceeds the carrying value, no further testing is needed.  If we choose the two-step approach, the first step identifies potential impairment by comparing the fair value of the reporting unit with its carrying value. If the fair value exceeds the carrying value the second step is not necessary.  If the carrying value is more than the fair value, the second step of testing is performed to compare the fair value of the goodwill with its carrying value.  An impairment loss would be recognized to the extent that the carrying value of the goodwill exceeds its fair value.

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INVENTORIES

6 Months Ended

Jun. 30, 2013

Inventory Disclosure [Abstract]

INVENTORIES

3. INVENTORIES

Inventory costs include materials, labor and factory overhead. Inventories are stated at the lower of cost or market (net realizable value), determined on a first-in, first-out 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 June 30, 2013 and December 31, 2012 consisted of the following:

	June 30, 2013		December 31, 2012
Chassis	$	8,944	$	9,952
Raw materials		23,740		18,856
Work in process		9,794		7,961
Finished goods		8,930		8,276
	$	51,408	$	45,045

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LONG-TERM OBLIGATIONS (Detail Textuals) (USD $)	6 Months Ended
	Jun. 30, 2013	Dec. 31, 2011	Apr. 06, 2010
Line of Credit Facility [Line Items]
Non-cancelable operating lease obligations	$ 1,397,000
First Tennessee Bank National Association | Revolving credit facility
Line of Credit Facility [Line Items]
Unsecured revolving credit facility		$ 25,000,000	$ 20,000,000
Description of reference rate basis	LIBOR Market Index Rate
Variable interest rate in addition to reference rate	1.50%
Interest rate	1.69%
First Tennessee Bank National Association | Revolving credit facility | Minimum
Line of Credit Facility [Line Items]
Non-usage fee for current loan agreement in annual amount percentage	0.15%
First Tennessee Bank National Association | Revolving credit facility | Maximum
Line of Credit Facility [Line Items]
Non-usage fee for current loan agreement in annual amount percentage	0.35%

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SHAREHOLDERS EQUITY - Summary of dividend payments (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended										6 Months Ended		12 Months Ended
	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012	Dec. 31, 2011
Stockholders' Equity Note [Abstract]
Record Date	Jun. 17, 2013	Mar. 18, 2013	Dec. 10, 2012	Sep. 17, 2012	Jun. 18, 2012	Mar. 19, 2012	Dec. 05, 2011	Aug. 19, 2011	May 23, 2011	Mar. 17, 2011
Payment Date	Jun. 24, 2013	Mar. 25, 2013	Dec. 17, 2012	Sep. 24, 2012	Jun. 25, 2012	Mar. 26, 2012	Dec. 19, 2011	Aug. 26, 2011	May 31, 2011	Mar. 24, 2011
Dividend (per share)	$ 0.14	$ 0.14	$ 0.13	$ 0.13	$ 0.13	$ 0.13	$ 0.12	$ 0.12	$ 0.12	$ 0.12	$ 0.28	$ 0.26	$ 0.52	$ 0.48
Dividend paid, amount	$ 1,573	$ 1,569	$ 1,447	$ 1,439	$ 1,439	$ 1,437	$ 1,336	$ 1,365	$ 1,429	$ 1,415	$ 3,142		$ 5,762	$ 5,545

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FAIR VALUE OF FINANCIAL INSTRUMENTS - Summary of financial instruments measured at fair value on recurring basis (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Level 1
Derivative financial instruments
Derivative financial asset
Derivative financial liabilities
Level 2
Derivative financial instruments
Derivative financial asset	405	326
Derivative financial liabilities	266	326
Level 3
Derivative financial instruments
Derivative financial asset
Derivative financial liabilities
Total
Derivative financial instruments
Derivative financial asset	405	326
Derivative financial liabilities	266	326
Foreign currency contracts | Level 1
Derivative financial instruments
Derivative financial asset
Derivative financial liabilities
Foreign currency contracts | Level 2
Derivative financial instruments
Derivative financial asset	405	326
Derivative financial liabilities	266	326
Foreign currency contracts | Level 3
Derivative financial instruments
Derivative financial asset
Derivative financial liabilities
Foreign currency contracts | Total
Derivative financial instruments
Derivative financial asset	405	326
Derivative financial liabilities	$ 266	$ 326

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) (USD $) In Thousands, except Share data, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Statement Of Financial Position [Abstract]
Allowance for doubtful accounts of accounts receivable (in dollars)	$ 1,699	$ 1,614
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
Preferred stock, shares outstanding
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	11,234,429	11,158,631

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2013

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

8. COMMITMENTS AND CONTINGENCIES

Commitments

The Company has entered into arrangements with third-party lenders where it has agreed, in the event of default by a customer, to repurchase from the third-party lender Company products repossessed from the 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 $26,248 at June 30, 2013, and $22,035 at December 31, 2012. However, 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 liability under these arrangements and concluded that the liability associated with these potential repurchase obligations is not material.

At June 30, 2013, the Company had commitments of approximately $425 for construction and acquisition of property, plant and equipment.

Contingencies

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 these matters could be resolved unfavorably to the Company, which could result in substantial damages against the Company. The Company has established 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 these 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.

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Statement Of Income and Comprehensive Income [Abstract]
CONSOLIDATED NET INCOME	$ 2,789	$ 2,546	$ 3,996	$ 4,556
OTHER COMPREHENSIVE INCOME (LOSS):
Foreign currency translation adjustment	(117)	(1,554)	(365)	(1,255)
Derivative instrument and hedging activities	(199)		139
Total other comprehensive income (loss)	(316)	(1,554)	(226)	(1,255)
CONSOLIDATED COMPREHENSIVE INCOME	2,473	992	3,770	3,301
NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS	112		233
COMPREHENSIVE INCOME ATTRIBUTABLE TO MILLER INDUSTRIES, INC.	$ 2,585	$ 992	$ 4,003	$ 3,301

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CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
CURRENT ASSETS:
Cash and temporary investments	$ 43,413	$ 48,591
Accounts receivable, net of allowance for doubtful accounts of $1,699 and $1,614 at June 30, 2013 and December 31, 2012, respectively	79,535	59,113
Inventories	51,408	45,045
Prepaid expenses	2,921	1,951
Current deferred income taxes	3,569	3,581
Total current assets	180,846	158,281
PROPERTY, PLANT, AND EQUIPMENT, net	32,040	32,188
GOODWILL	11,619	11,619
OTHER ASSETS	284	263
TOTAL ASSETS	224,789	202,351
CURRENT LIABILITIES:
Accounts payable	48,943	30,745
Accrued liabilities	15,327	12,358
Total current liabilities	64,270	43,103
DEFERRED INCOME TAX LIABILITIES	1,758	1,758
COMMITMENTS AND CONTINGENCIES (Notes 6 and 8)
SHAREHOLDERS' EQUITY:
Preferred stock, $.01 par value; 5,000,000 shares authorized, none issued or outstanding
Common stock, $.01 par value; 100,000,000 shares authorized, 11,234,429 and 11,158,631 outstanding at June 30, 2013 and December 31, 2012, respectively	112	112
Additional paid-in capital	149,304	148,688
Accumulated earnings	9,847	8,760
Accumulated other comprehensive income (loss)	(293)	(70)
Total Miller Industries, Inc. shareholders' equity	158,970	157,490
Noncontrolling interests	(209)
Total Shareholders' equity	158,761	157,490
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$ 224,789	$ 202,351

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STOCK-BASED COMPENSATION (Detail Textuals) (Selling, General and Administrative Expenses, USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Selling, General and Administrative Expenses
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock compensation expense	$ 0	$ 100	$ 0	$ 200

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SHAREHOLDERS EQUITY (Tables)

6 Months Ended

Jun. 30, 2013

Stockholders' Equity Note [Abstract]

Schedule of dividends payments

Payment	Record Date	Payment Date	Dividend (per share)		Amount
Q1 2011	March 17, 2011	March 24, 2011	$	0.12	$	1,415
Q2 2011	May 23, 2011	May 31, 2011		0.12		1,429
Q3 2011	August 19, 2011	August 26, 2011		0.12		1,365
Q4 2011	December 5, 2011	December 19, 2011		0.12		1,336
Total for 2011			$	0.48	$	5,545
Q1 2012	March 19, 2012	March 26, 2012	$	0.13	$	1,437
Q2 2012	June 18, 2012	June 25, 2012		0.13		1,439
Q3 2012	September 17, 2012	September 24, 2012		0.13		1,439
Q4 2012	December 10, 2012	December 17, 2012		0.13		1,447
Total for 2012			$	0.52	$	5,762
Q1 2013	March 18, 2013	March 25, 2013	$	0.14	$	1,569
Q2 2013	June 17, 2013	June 24, 2013		0.14		1,573
Total for 2013			$	0.28	$	3,142

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GEOGRAPHIC INFORMATION - Long lived assets by region (Details 1) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Long Lived Assets:
Long lived assets	$ 43,683	$ 43,807
North America
Long Lived Assets:
Long lived assets	40,944	40,965
Foreign Countries
Long Lived Assets:
Long lived assets	$ 2,739	$ 2,842

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CUSTOMER INFORMATION (Detail Textuals) (Net sales, Concentration Risk)	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Net sales | Concentration Risk
Concentration Risk [Line Items]
Concentration risk, benchmark description	No single customer accounted for 10% or more of consolidated net sales	No single customer accounted for 10% or more of consolidated net sales
Concentration risk, customer	10% or more	10% or more

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STOCK-BASED COMPENSATION

6 Months Ended

Jun. 30, 2013

Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract]

STOCK-BASED COMPENSATION

7. STOCK-BASED COMPENSATION

Stock compensation expense was $-0- for the three and six months ended June 30, 2013; and $100 and $200 for the three and six months ended June 30, 2012, respectively.  Stock compensation expenses were included in selling, general and administrative expenses in the accompanying condensed consolidated statements of income. The Company did not issue any stock options during the three and six months ended June 30, 2013.  For additional disclosures related to the Company’s stock-based compensation refer to Notes 2 and 4 of the Notes to the Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012.

During the three months ended June 30, 2013 and 2012, options were exercised for the purchase of 1,500 shares of common stock at a weighted-average exercise price of $6.90 and 9,800 shares of common stock at a weighted-average exercise price of $5.49, respectively.  During the six months ended June 30, 2013 and 2012, options were exercised for the purchase of 71,064 shares of common stock at a weighted-average exercise price of $5.84 and 62,475 shares of common stock at a weighted average exercise price of $5.61, respectively.

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STOCK-BASED COMPENSATION (Detail Textuals 1) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract]
Options exercised for purchase of common stock	1,500	9,800	71,064	62,475
Weighted-average exercise price	$ 6.90	$ 5.49	$ 5.84	$ 5.61

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SHAREHOLDERS EQUITY

6 Months Ended

Jun. 30, 2013

Stockholders' Equity Note [Abstract]

SHAREHOLDERS EQUITY

10. SHAREHOLDERS EQUITY

Dividends

Prior to March 2010, we had never declared cash dividends on our common stock.  On March 8, 2010, our board of directors adopted a dividend policy to consider and pay annual cash dividends subject to our ability to satisfy all applicable statutory and regulatory requirements and our continued financial strength.  On May 10, 2011, the Company’s board of directors approved a dividend policy to consider and pay quarterly dividends on its common stock subject to the Company’s ability to satisfy all applicable statutory requirements and the Company’s continued financial strength, replacing the previous policy of paying annual cash dividends.  Dividend payments made for 2013, 2012 and 2011, were as follows:

Payment	Record Date	Payment Date	Dividend (per share)		Amount
Q1 2011	March 17, 2011	March 24, 2011	$	0.12	$	1,415
Q2 2011	May 23, 2011	May 31, 2011		0.12		1,429
Q3 2011	August 19, 2011	August 26, 2011		0.12		1,365
Q4 2011	December 5, 2011	December 19, 2011		0.12		1,336
Total for 2011			$	0.48	$	5,545
Q1 2012	March 19, 2012	March 26, 2012	$	0.13	$	1,437
Q2 2012	June 18, 2012	June 25, 2012		0.13		1,439
Q3 2012	September 17, 2012	September 24, 2012		0.13		1,439
Q4 2012	December 10, 2012	December 17, 2012		0.13		1,447
Total for 2012			$	0.52	$	5,762
Q1 2013	March 18, 2013	March 25, 2013	$	0.14	$	1,569
Q2 2013	June 17, 2013	June 24, 2013		0.14		1,573
Total for 2013			$	0.28	$	3,142

On August 5, 2013, the Company’s Board of Directors declared a quarterly cash dividend of $0.14 per share.  The dividend is payable September 23, 2013 to shareholders of record as of September 16, 2013.

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LONG-TERM OBLIGATIONS

6 Months Ended

Jun. 30, 2013

Long-Term Debt, Unclassified [Abstract]

LONG-TERM OBLIGATIONS

6. LONG-TERM OBLIGATIONS

Credit Facility and Other Long-Term Obligations

Credit Facility

On April 6, 2010, the Company entered into a Loan Agreement with First Tennessee Bank National Association for a $20.0 million unsecured revolving credit facility and on December 21, 2011 the credit facility was renewed and our unsecured revolving credit facility was increased to $25.0 million (the “Credit Facility”). On December 10, 2012, the Credit Facility was further renewed to extend the maturity to March 31, 2015. The Credit Facility contains customary representations and warranties, events of default, and financial, affirmative and negative covenants for loan agreements of this kind. Covenants under the Credit Facility restrict the payment of cash dividends if the Company would be in violation of the minimum tangible net worth test or the leverage ratio test in the current loan agreement as a result of the dividends, among various other restrictions.

In the absence of a default, all borrowings under the Credit Facility bear interest at the LIBOR Rate plus 1.50% per annum. The Company will pay a non-usage fee under the current loan agreement in an annual amount between 0.15% and 0.35% of the unused amount of the Credit Facility, which fee shall be paid quarterly.

At June 30, 2013 and December 31, 2012, the Company had no outstanding borrowings under the Credit Facility.

Interest Rate Risk

Changes in interest rates affect the interest paid on indebtedness under the Credit Facility because outstanding amounts of indebtedness under the Credit Facility are subject to variable interest rates. Under the Credit Facility, the non-default rate of interest was equal to the LIBOR Market Index Rate plus 1.50% per annum (for a rate of interest of 1.69% at June 30, 2013). Because there were no amounts outstanding under the Credit Facility, a one percent change in the interest rate on our variable-rate debt would not have a material impact on our financial position, results of operations or cash flows for the three-month period ended June 30, 2013.

Other Long-Term Obligations

At June 30, 2013, the Company had approximately $1,397 in non-cancelable operating lease obligations.

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BASIS OF PRESENTATION

6 Months Ended

Jun. 30, 2013

Organization, Consolidation and Presentation Of Financial Statements [Abstract]

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. 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 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. Cost of goods sold for interim periods for certain entities is determined based on estimated gross profit rates. Interim results of operations are not necessarily indicative of results to be expected for the fiscal year.  Net income (loss) attributable to noncontrolling interests represents the portion of the earnings or losses from the operations of the Company’s consolidated subsidiaries attributable to the interests of unrelated third party equity owners.  Net income (loss) attributable to noncontrolling interests is deducted from consolidated net income to arrive at net income attributable to Miller Industries, Inc.

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, 2012.  The condensed consolidated financial statements include accounts of certain subsidiaries whose fiscal closing dates differ from December 31st by 31 days (or less) to facilitate timely reporting.  Certain prior year amounts have been reclassified to conform to current year presentation, with no impact on previously reported shareholders’ equity. The Company evaluated subsequent events through the date the financial statements were issued.

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SHAREHOLDERS EQUITY - (Detail Textuals) (USD $)	3 Months Ended										6 Months Ended		12 Months Ended		0 Months Ended
	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012	Dec. 31, 2011	Aug. 05, 2013 Subsequent Event
Stockholders Equity Note [Line Items]
Cash dividend declared (in dollars per share)	$ 0.14	$ 0.14	$ 0.13	$ 0.13	$ 0.13	$ 0.13	$ 0.12	$ 0.12	$ 0.12	$ 0.12	$ 0.28	$ 0.26	$ 0.52	$ 0.48	$ 0.14
Dividend payable date	Jun. 24, 2013	Mar. 25, 2013	Dec. 17, 2012	Sep. 24, 2012	Jun. 25, 2012	Mar. 26, 2012	Dec. 19, 2011	Aug. 26, 2011	May 31, 2011	Mar. 24, 2011					Sep. 23, 2013
Record date	Jun. 17, 2013	Mar. 18, 2013	Dec. 10, 2012	Sep. 17, 2012	Jun. 18, 2012	Mar. 19, 2012	Dec. 05, 2011	Aug. 19, 2011	May 23, 2011	Mar. 17, 2011					Sep. 16, 2013

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FAIR VALUE OF FINANCIAL INSTRUMENT

6 Months Ended

Jun. 30, 2013

Fair Value Disclosures [Abstract]

FAIR VALUE OF FINANCIAL INSTRUMENT

13.  FAIR VALUE OF FINANCIAL INSTRUMENTS

For assets and liabilities measured at fair value on a recurring and nonrecurring basis, a three-level hierarchy of measurements based upon observable and unobservable inputs is used to arrive at fair value. Observable inputs are developed based on market data obtained from independent sources, while unobservable inputs reflect our assumptions about valuation based on the best information available in the circumstances. Depending on the inputs, we classify each fair value measurement as follows:

Level 1—based upon quoted prices for identical instruments in active markets,

Level 2—based upon quoted prices for similar instruments, prices for identical or similar instruments in markets that are not active, or model-derived valuations, all of whose significant inputs are observable, and

Level 3—based upon one or more significant unobservable inputs.

The carrying values of cash and temporary investments, accounts receivable, accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short maturity of these financial instruments.

The fair value of derivative assets and liabilities are measured assuming that the unit of account is an individual derivative transaction and that each derivative could be sold or transferred on a stand-alone basis. We classify within Level 2 our forward foreign currency exchange contracts based upon quoted prices for similar instruments that are actively traded.  For more information regarding derivatives, see Note 14, Derivative Financial Instruments.

The following table presents the financial instruments measured at fair value on a recurring basis:

	June 30, 2013
	Level 1		Level 2		Level 3		Total
Current Assets
Derivative financial instruments
Foreign currency contracts	$	—	$	405	$	—	$	405
Total assets	$	—	$	405	$	—	$	405
Current Liabilities
Derivative financial instruments
Foreign currency contracts	$	—	$	266	$	—	$	266
Total liabilities	$	—	$	266	$	—	$	266

	December 31, 2012
	Level 1			Level 2		Level 3		Total
Current Assets
Derivative financial instruments
Foreign currency contracts		$	—	$	326	$	—	$	326
Total assets		$	—	$	326	$	—	$	326
Current Liabilities
Derivative financial instruments
Foreign currency contracts		$	—	$	326	$	—	$	326
Total liabilities		$	—	$	326	$	—	$	326

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INCOME TAXES

6 Months Ended

Jun. 30, 2013

Income Tax Disclosure [Abstract]

INCOME TAXES

9.             INCOME TAXES

At June 30, 2013 and December 31, 2012, the Company had no unrecognized income tax positions recorded. The Company does not expect its unrecognized tax positions to change significantly in the next twelve months. If unrecognized tax positions existed, the interest and penalties related to the unrecognized tax positions would be recorded as income tax expense in the condensed consolidated statements of income.

The Company is subject to United States federal income taxes, as well as income taxes in various states and foreign jurisdictions. The Company’s tax years 2009 through 2011 remain open to examination for U.S. federal income taxes. With few exceptions, the Company is no longer subject to state or non-U.S. income tax examinations prior to 2009.

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INVENTORIES (Tables)

6 Months Ended

Jun. 30, 2013

Inventory Disclosure [Abstract]

Schedule of inventories, net of reserves

	June 30, 2013		December 31, 2012
Chassis	$	8,944	$	9,952
Raw materials		23,740		18,856
Work in process		9,794		7,961
Finished goods		8,930		8,276
	$	51,408	$	45,045

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DERIVATIVE FINANCIAL INSTRUMENTS

6 Months Ended

Jun. 30, 2013

Derivative Instruments and Hedging Activities Disclosure [Abstract]

DERIVATIVE FINANCIAL INSTRUMENTS

14.          DERIVATIVE FINANCIAL INSTRUMENTS

The Company periodically enters into foreign currency exchange contracts designed to mitigate the impact of foreign currency risk.  Prior to November 2012, the Company had not instituted a formal foreign exchange policy.  All contracts entered into prior to this date are accounted for as undesignated hedges and, therefore, changes in fair value are recognized each period in other (income) expense in our condensed consolidated statements of income.  The fair value of the contracts is presented in accounts receivable in our condensed consolidated balance sheets.  At June 30, 2013, the Company had undesignated foreign currency exchange contracts with notional amounts of $6,500 which were directly offset by corresponding foreign currency exchange contracts.  These contracts expire over a period from September to November 2013.  The gains or losses were directly offset at June 30, 2013.

In November 2012, the Company adopted a formal foreign currency exchange policy.  Under this policy, for those foreign currency exchange contracts that qualify for hedge accounting treatment, changes in the fair value of such instruments are included in accumulated other comprehensive income (loss).  The Company also assesses, both at inception and on an ongoing basis, whether the derivatives that are used in the hedging transaction are highly effective in offsetting changes in cash flows of the hedged items.  For those foreign currency exchange contracts that do not qualify for hedge accounting treatment, changes in the fair value of such instruments are recognized each period in other (income) expense in our condensed consolidated statements of income.  In December 2012, the Company entered into foreign exchange currency contracts with notional values of $12,788 maturing from September 2013 to October 2014 that were considered cash flow hedges.  Changes in fair value of such cash flow hedges are recorded in accumulated other comprehensive income (loss) to the extent that the hedges are considered effective.  At June 30, 2013 and December 31, 2012, the net fair value of foreign currency exchange contracts was $139 and $-0-, respectively, which is included in accounts receivable in our condensed consolidated balance sheets.

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Document and Entity Information	6 Months Ended
	Jun. 30, 2013	Aug. 01, 2013
Document and Entity Information [Abstract]
Entity Registrant Name	MILLER INDUSTRIES INC /TN/
Entity Central Index Key	0000924822
Trading Symbol	mlr
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock Shares Outstanding		11,238,429
Document Type	10-Q
Document Period End Date	Jun. 30, 2013
Amendment Flag	false
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2

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RECENT ACCOUNTING PRONOUNCEMENTS

6 Months Ended

Jun. 30, 2013

New Accounting Pronouncements and Changes In Accounting Principles [Abstract]

RECENT ACCOUNTING PRONOUNCEMENTS

15. RECENT ACCOUNTING PRONOUNCEMENTS

Recently Adopted Standards

In February 2013, the FASB issued Accounting Standards Update No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income  (FASB ASU 2013-02). The amendment in this update requires an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required under U.S. generally accepted accounting principles to be reclassified in its entirety to net income. The provisions of FASB ASU 2013-02  are effective for annual and interim periods beginning after December 15, 2012.  The adoption of the provisions of FASB ASU 2013-02 did not have a material impact on the Company’s consolidated financial statements.

In December 2011, the FASB issued Accounting Standards Update 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities (FASB ASU 2011-11).  The amendments in this update will require an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position.  The intention is to enhance required disclosures by improving information about financial instruments and derivative instruments that are either offset in accordance with FASB guidance or are subject to an enforceable master netting arrangement; irrespective of whether they are offset in accordance with FASB guidance.  The provisions of FASB ASU 2011-11 are effective for annual and interim reporting periods beginning on or after January 1, 2013.  The adoption of the provisions of FASB ASU 2011-11 did not have a material impact on the Company’s consolidated financial statements.

Recently Issued Standards

There are no recently issued accounting standards for which the Company expects a material impact on our financial statements.