-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IoNsqpEhzUZgVwZGxLs4k6REj2lEw8tjX+0fFG89VmASCkV/TXpPvZMy3frqkt/9 qWFlHABnGVpMKuGEvDxNXw== 0000910195-97-000309.txt : 19971114 0000910195-97-000309.hdr.sgml : 19971114 ACCESSION NUMBER: 0000910195-97-000309 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971112 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MILLER INDUSTRIES INC /TN/ CENTRAL INDEX KEY: 0000924822 STANDARD INDUSTRIAL CLASSIFICATION: TRUCK & BUS BODIES [3713] IRS NUMBER: 621566286 STATE OF INCORPORATION: TN FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 424B3 SEC ACT: SEC FILE NUMBER: 333-34641 FILM NUMBER: 97713153 BUSINESS ADDRESS: STREET 1: 8503 HILLTOP DRIVE STREET 2: SUITE 100 CITY: OOLTEWAH STATE: TN ZIP: 37363 BUSINESS PHONE: 423-238-4171 MAIL ADDRESS: STREET 1: 900 CIRCLE 75 PARKWAY STREET 2: SUITE 1250 CITY: ATLANTA STATE: GA ZIP: 30339 424B3 1 SUPPLEMENT TO PROSPECTUS Rule 424(b)(3) File No. 333-34641 PROSPECTUS SUPPLEMENT NO. 2 DATED NOVEMBER 10,1997 (TO PROSPECTUS DATED SEPTEMBER 29, 1997) 5,000,000 Shares MILLER INDUSTRIES, INC. Common Stock This Prospectus Supplement is part of the Prospectus dated September 29, 1997 and should be read in conjunction therewith. Subsequent to September 29, 1997, the Company has acquired 11 towing service companies in separate transactions, none of which were individually material to the financial results of the Company and, in the aggregate, do not have such a material effect as set forth in Rule 3-05 under Regulation S-X promulgated by the Securities and Exchange Commission. The Company issued an aggregate of approximately 516,000 shares of Common Stock and paid approximately $2,667,000 of cash in such transactions which have been accounted for under the purchase method of accounting, and issued an aggregate of approximately 393,000 shares of Common Stock in such transactions which have been accounted for under the pooling-of-interests method of accounting. At November 10, 1997, the Company had entered into letters of intent to acquire 17 additional towing service companies. These transactions are subject to customary conditions, including completion of due diligence investigations and execution of definitive acquisition agreements, among others. The Company intends to continue to aggressively pursue additional purchases of towing service companies. On November 10, 1997, the Company issued a press release announcing that Jeffrey I. Badgley will assume the position of the Company's sole Chief Executive Officer. Mr. Badgley has served in increasingly more significant senior level positions including President, Chief Operating Officer and most recently Co-CEO, sharing responsibilities with William G. Miller, Chairman and Co-CEO. As part of this transition, Mr. Miller will relinquish the Co-CEO title but will continue to serve as Chairman of the Board and maintain responsibility for the long- range strategy of the Company as well as corporate governance issues. _______________ The date of this Prospectus Supplement is November 10, 1997. -----END PRIVACY-ENHANCED MESSAGE-----