SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549



FORM 10-Q



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



For the quarterly period
ended October 31, 2018



Commission File No. 1-5926



| | MILLER INDUSTRIES,
    INC.                            | 
| | ------------------------------------------------------ | 
| | (Exact Name of Registrant as Specified in its Charter) | 



|Florida                                                                                           |  | 59-0996356                                                             
|------------------------------------------------------------------------------------------------- |  | -----------------------------------------------------------------------
|(State or Other Jurisdiction of
                                   Incorporation or Organization) |  | (I.R.S. Employer
                                   Identification No.)



| | 1521 NW 165th Street, Miami Gardens, Florida  33169 | 
| | --------------------------------------------------- | 
| | (Address of Principal Executive Offices)            | 



| | (305) 621-0501                                       | 
| | ---------------------------------------------------- | 
| | (Registrant’s telephone number, including area code) | 



Indicate by check mark
whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.



Yes  ̈
No þ



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



Large accelerated filer  ̈
Accelerated filer  ̈ Non-accelerated filer þ
Smaller reporting company þ Emerging growth company  ̈



If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ̈



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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files).



Yes  ̈
No þ



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



Yes  ̈
No þ



The number of shares
outstanding of each of the issuer’s classes of common stock, par value $.05 per share, as of October 31, 2018 is 5,000,000
shares.


















MILLER INDUSTRIES, INC.

FORM 10-Q

October 31, 2018



INDEX



|           |                                                                                       | Page
|---------- | ------------------------------------------------------------------------------------- | ----
|PART I:    | FINANCIAL INFORMATION                                                                 |     
|           |                                                                                       |     
|Item 1.    | Financial Statements                                                                  | 1   
|           |                                                                                       |     
|           | Balance Sheets as of October 31, 2018 and April 30, 2018                              | 1   
|           |                                                                                       |     
|           | Statement of Operations - Three Months Ended October 31, 2018 and 2017                | 3   
|           |                                                                                       |     
|           | Statement of Operations – Six Months Ended October 31, 2018 and 2017                  | 4   
|           |                                                                                       |     
|           | Statement of Cash Flows - Six Months Ended October 31, 2018 and 2017                  | 5   
|           |                                                                                       |     
|           | Notes to Financial Statements                                                         | 6   
|           |                                                                                       |     
|Item 2.    | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 8   
|           |                                                                                       |     
|Item 3.    | Quantitative and Qualitative Disclosures about Market Risk                            | 10  
|           |                                                                                       |     
|Item 4.    | Controls and Procedures                                                               | 10  
|           |                                                                                       |     
|PART II:   | OTHER INFORMATION                                                                     |     
|           |                                                                                       |     
|Item 6.    | Exhibits                                                                              | 11  
|           |                                                                                       |     
|Signatures |                                                                                       | 12  



-i-







| | PART I. | FINANCIAL INFORMATION
| | ------- | ---------------------



| | Item 1. | FINANCIAL STATEMENTS
| | ------- | --------------------



MILLER INDUSTRIES, INC.

BALANCE SHEET

October 31, 2018

(UNAUDITED)



|                                                                                              |  | October  31, 2018 |          
|--------------------------------------------------------------------------------------------- |  | ----------------- | ---------
|ASSETS                                                                                        |  |                   |          
|Investment Property:                                                                          |  |                   |          
|Land                                                                                          |  | $                 | 161,443  
|Building and Improvements                                                                     |  |                   | 1,049,908
|Machinery and Equipment                                                                       |  |                   | 11,106   
|Furniture and Fixtures                                                                        |  |                   | 10,251   
|Total Cost                                                                                    |  | $                 | 1,232,708
|Less:  Accumulated Depreciation                                                               |  |                   | 983,947  
|Net Book Value                                                                                |  | $                 | 248,761  
|Other Assets:                                                                                 |  |                   |          
|Cash and Cash Equivalents                                                                     |  | $                 | 2,022,572
|Accounts Receivable                                                                           |  |                   | 3,090    
|Prepaid Expenses and Other Assets                                                             |  |                   | 106,906  
|Deferred Lease Incentive (Net of Accumulated Amortization - $55,326)                          |  |                   | 18,758   
|Deferred Tax                                                                                  |  |                   | 23,921   
|Total Other Assets                                                                            |  | $                 | 2,175,247
|                                                                                              |  |                   |          
|TOTAL ASSETS                                                                                  |  | $                 | 2,424,008
|                                                                                              |  |                   |          
|LIABILITIES AND SHAREHOLDERS’ EQUITY                                                          |  |                   |          
|                                                                                              |  |                   |          
|Liabilities:                                                                                  |  |                   |          
|Mortgage and Notes Payable                                                                    |  | $                 | 959,470  
|Accounts Payable and Accrued Expenses                                                         |  |                   | 189,399  
|Income Tax Payable                                                                            |  |                   | 4,054    
|Tenant’s Deposits and Advance Rent                                                            |  |                   | 78,059   
|                                                                                              |  |                   |          
|Total Liabilities                                                                             |  | $                 | 1,230,982
|                                                                                              |  |                   |          
|Shareholders’ Equity:                                                                         |  |                   |          
|Common Stock - $.05 par, 5,000,000 shares authorized; 5,000,000 shares issued and outstanding |  | $                 | 250,000  
|Paid-In Capital                                                                               |  |                   | 1,212,102
|Deficit                                                                                       |  |                   | (269,076 
|                                                                                              |  |                   |          
|Total Shareholders’ Equity                                                                    |  | $                 | 1,193,026
|                                                                                              |  |                   |          
|TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY                                                    |  | $                 | 2,424,008



See Accompanying Notes to Financial Statements.



1







MILLER INDUSTRIES, INC.

BALANCE SHEET

April 30, 2018



|                                                                                              |  | April 30, 2018 |          
|--------------------------------------------------------------------------------------------- |  | -------------- | ---------
|ASSETS                                                                                        |  |                |          
|Investment Property:                                                                          |  |                |          
|Land                                                                                          |  | $              | 161,443  
|Building and Improvements                                                                     |  |                | 1,049,908
|Machinery and Equipment                                                                       |  |                | 11,106   
|Furniture and Fixtures                                                                        |  | $              | 10,251   
|Total Cost                                                                                    |  | $              | 1,232,708
|Less:  Accumulated Depreciation                                                               |  |                | 978,004  
|Net Book Value                                                                                |  | $              | 254,704  
|                                                                                              |  |                |          
|Other Assets:                                                                                 |  |                |          
|Cash and Cash Equivalents                                                                     |  | $              | 1,976,520
|Accounts Receivable (Less Allowance for Doubtful Accounts of $0 in 2018)                      |  |                | 1,614    
|Prepaid Expenses and Other Assets                                                             |  |                | 19,057   
|Prepaid Income Taxes                                                                          |  |                | 24,446   
|Deferred Lease Incentive (Net of Accumulated                                                  |  |                |          
|Amortization - $56,326 in 2018)                                                               |  |                | 18,758   
|Loan Costs, Less Accumulated Amortization of $9,035                                           |  |                | 1,700    
|Deferred Tax                                                                                  |  |                | 25,421   
|Total Other Assets                                                                            |  | $              | 2,067,516
|                                                                                              |  |                |          
|TOTAL ASSETS                                                                                  |  | $              | 2,322,220
|                                                                                              |  |                |          
|LIABILITIES AND SHAREHOLDERS’ EQUITY                                                          |  |                |          
|                                                                                              |  |                |          
|Liabilities:                                                                                  |  |                |          
|Mortgage and Notes Payable                                                                    |  | $              | 981,760  
|Accounts Payable and Accrued Expenses                                                         |  |                | 147,395  
|Tenant’s Deposits and Advance Rent                                                            |  |                | 93,924   
|Total Liabilities                                                                             |  | $              | 1,223,079
|                                                                                              |  |                |          
|Shareholders’ Equity:                                                                         |  |                |          
|Common Stock - $.05 par, 5,000,000 shares authorized; 5,000,000 shares issued and outstanding |  | $              | 250,000  
|Paid-In Capital                                                                               |  |                | 1,212,102
|Deficit                                                                                       |  |                | (362,961 
|                                                                                              |  |                |          
|Total Shareholders’ Equity                                                                    |  | $              | 1,099,141
|                                                                                              |  |                |          
|TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY                                                    |  | $              | 2,322,220



See Accompanying Notes to Financial Statements.



2







MILLER INDUSTRIES, INC.

STATEMENT OF OPERATIONS

FOR THE THREE MONTHS ENDED OCTOBER 31,
2018 AND 2017

(UNAUDITED)



|                                           |  | 10/31/18 |           |  | 10/31/17 |  
|------------------------------------------ |  | -------- | --------- |  | -------- | -
|Revenues:                                  |  |          |           |  |          |  
|Rental Income                              |  | $        | 134,270   |  |          | $
|Utilities Reimbursement                    |  |          | 14,597    |  |          |  
|Insurance Reimbursement                    |  |          | 3,574     |  |          |  
|Other Income                               |  |          | 4,127     |  |          |  
|                                           |  |          |           |  |          |  
|Total Revenues                             |  | $        | 156,568   |  |          | $
|                                           |  |          |           |  |          |  
|Expenses:                                  |  |          |           |  |          |  
|Rental Expenses (Except Interest)          |  | $        | 72,328    |  |          | $
|Administrative                             |  |          | 15,913    |  |          |  
|Interest                                   |  |          | 7,691     |  |          |  
|                                           |  |          |           |  |          |  
|Total Expenses                             |  | $        | 95,932    |  |          | $
|                                           |  |          |           |  |          |  
|Income Before Tax Provision                |  | $        | 60,636    |  |          | $
|                                           |  |          |           |  |          |  
|Provision for Income Tax:                  |  |          |           |  |          |  
|Federal Income Tax                         |  | $        | 11,000    |  |          | $
|State Income Tax                           |  |          | 3,000     |  |          |  
|                                           |  |          |           |  |          |  
|Total Provision for Income Tax             |  | $        | 14,000    |  |          | $
|                                           |  |          |           |  |          |  
|Net Income                                 |  | $        | 46,636    |  |          | $
|                                           |  |          |           |  |          |  
|Income per Common Share (Basic)            |  | $        | .01       |  |          | $
|                                           |  |          |           |  |          |  
|Average Shares of Common Stock Outstanding |  |          | 5,000,000 |  |          |  



See Accompanying Notes to Financial
Statements.



3







MILLER INDUSTRIES, INC.

STATEMENT OF OPERATIONS

FOR THE SIX MONTHS ENDED OCTOBER 31,
2018 AND 2017

(UNAUDITED)



|                                           |  | 10/31/18 |           |  | 10/31/17 |  
|------------------------------------------ |  | -------- | --------- |  | -------- | -
|Revenues:                                  |  |          |           |  |          |  
|Rental Income                              |  | $        | 267,871   |  |          | $
|Utilities Reimbursement                    |  |          | 27,915    |  |          |  
|Insurance Reimbursement                    |  |          | 3,574     |  |          |  
|Other Income                               |  |          | 8,174     |  |          |  
|                                           |  |          |           |  |          |  
|Total Revenues                             |  | $        | 307,534   |  |          | $
|                                           |  |          |           |  |          |  
|Expenses:                                  |  |          |           |  |          |  
|Rental Expenses (Except Interest)          |  | $        | 138,870   |  |          | $
|Administrative                             |  |          | 27,551    |  |          |  
|Interest                                   |  |          | 17,228    |  |          |  
|                                           |  |          |           |  |          |  
|Total Expenses                             |  | $        | 183,649   |  |          | $
|                                           |  |          |           |  |          |  
|Income Before Tax Provision                |  | $        | 123,885   |  |          | $
|                                           |  |          |           |  |          |  
|Provision for Income Tax:                  |  |          |           |  |          |  
|Federal Income Tax                         |  | $        | 24.000    |  |          | $
|State Income Tax                           |  |          | 6,000     |  |          |  
|                                           |  |          |           |  |          |  
|Total Provision for Income Tax             |  | $        | 30,000    |  |          | $
|                                           |  |          |           |  |          |  
|Net Income                                 |  | $        | 93,885    |  |          | $
|                                           |  |          |           |  |          |  
|Income per Common Share (Basic)            |  | $        | .01       |  |          | $
|                                           |  |          |           |  |          |  
|Average Shares of Common Stock Outstanding |  |          | 5,000,000 |  |          |  



See Accompanying Notes to Financial
Statements.



4







MILLER INDUSTRIES, INC.

STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED OCTOBER 31,
2018 AND 2017

(UNAUDITED)





|                                                                                             |  | 10/31/18 |           |   | 10/31/17 |  
|-------------------------------------------------------------------------------------------- |  | -------- | --------- | - | -------- | -
|Cash Flows from Operating Activities:                                                        |  |          |           |   |          |  
|                                                                                             |  |          |           |   |          |  
|Net Income                                                                                   |  | $        | 93,885    |   |          | $
|Adjustments to Reconcile Net Income to Net Cash Provided by (used for) Operating Activities: |  |          |           |   |          |  
|Depreciation                                                                                 |  |          | 5,943     |   |          |  
|Amortization                                                                                 |  |          | 537       |   |          |  
|Changes in Operating Assets and Liabilities                                                  |  |          | (32,023   | ) |          |  
|                                                                                             |  |          |           |   |          |  
|Net Cash Provided by Operating Activities                                                    |  | $        | 68,342    |   |          | $
|                                                                                             |  |          |           |   |          |  
|Cash Flows from Investing Activities:                                                        |  |          |           |   |          |  
|Acquisition of Property, Equipment, and Intangible                                           |  | $        | (—        | ) |          | $
|Net Cash (used by) Investing Activities                                                      |  | $        | (—        | ) |          | $
|                                                                                             |  |          |           |   |          |  
|Cash Flows from Financing Activities:                                                        |  |          |           |   |          |  
|Principal Payments Under Borrowings                                                          |  | $        | (22,290   | ) |          | $
|                                                                                             |  |          |           |   |          |  
|Net Cash Provided by (used by) Financing Activities                                          |  | $        | (22,290   | ) |          | $
|Net Increase (Decrease) in Cash and Cash Equivalents                                         |  | $        | 46,052    |   |          | $
|                                                                                             |  |          |           |   |          |  
|Cash and Cash Equivalents at the Beginning of Year                                           |  | $        | 1,976,520 |   |          | $
|Cash and Cash Equivalents at the End of Quarter                                              |  | $        | 2,022,572 |   |          | $
|                                                                                             |  |          |           |   |          |  
|Additional Cash Flow Information:                                                            |  |          |           |   |          |  
|Cash Payments During the Year                                                                |  |          |           |   |          |  
|Interest                                                                                     |  | $        | 19,068    |   |          | $
|Income Taxes                                                                                 |  | $        | -         |   |          | $



See Accompanying Notes to Financial Statements.



5







MILLER
INDUSTRIES, INC.
NOTES TO FINANCIAL STATEMENTS
OCTOBER 31, 2018
(UNAUDITED)



Note
A – Basis of Presentation



The accompanying unaudited
financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information
and with the instructions to Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for
the six month period ending October 31, 2018 are not necessarily indicative of results that may be expected for the year ended
April 30, 2019.



For further information
refer to the financial statements and footnotes thereto of the Company as of April 30, 2018 and for the year ended April 30, 2018.



Note B - Earnings Per Share -



Basic earnings per
share (“EPS”) is computed by dividing net income available to common stockholders by the weighted-average number of
common shares outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted EPS gives effect
to all dilutive potential of shares of common stock outstanding during the period including stock options or warrants, using the
treasury stock method (by using the average stock price for the period to determine the number of shares assumed to be purchased
from the exercise of stock options or warrants). Diluted EPS excludes all dilutive potential of shares of common stock if their
effect is anti-dilutive.



NOTE C - Use Of Estimates -



The preparation of
financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions
that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
The most significant estimates included in the preparation of the financial statements are related to income taxes, asset lives,
accruals and valuation allowances.



NOTE D – Commitments, Contingent
Liabilities, Other Matters and Subsequent Events



The “Tax Cuts
and Jobs Act” was signed into law on December 22, 2017. The “Act” changes the current tax system for corporations,
generally beginning with taxable years starting after December 31, 2017. The bill reduces the U.S. corporate tax rate from a graduated
set of rates with a maximum of 35 percent tax rate to a flat 21 percent tax rate. Additionally, the bill introduces many changes
that impact corporations some of which are the net operating loss deduction subject to annual limitations, interest expense deduction
subject to annual limitations, elimination of the alternative minimum tax and immediate expensing of the full cost of qualified
property.



6







Under U.S. Accounting
Standards, Codification Topic 740, Accounting for Income Taxes requires re-measurement of all U.S. deferred income tax assets and
liabilities for temporary differences and NOL carryforwards from the current rate of 35 percent to the new corporate rate of 21
percent. The cumulative adjustment will be recognized in income tax expense from continuing operations as a discrete item in the
period that includes the enactment date (December 22, 2017).



The Company recorded
the re-measurement of its U.S. deferred income tax assets on December 22, 2017 as a reduction in deferred income taxes of approximately
$10,000. A similar amount was recognized as income tax expense at December 22, 2017.



In accordance with
SFAS (ASC 855-10), Management has performed an evaluation of subsequent events through the date that the financial statements were
issued and has determined that it does not have any material subsequent events to disclose in these financials.



7







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



Results of Operations (Second Quarter
of 2019 Fiscal Year compared to Second Quarter of 2018 Fiscal Year and Six Months of 2019 Fiscal Year compared to Six Months of
2018 Fiscal Year)



Rental Income. The Company’s
results of operations are primarily dependent upon the rental income which it receives from leasing space in its building. Rental
income is a function of the percentage of the building which is occupied and the level of rental rates. Rental income during the
second quarter of 2018 was $159,000, compared to $134,000 in the second quarter of 2019. Rental income during the first two quarters
of 2018 was $317,000 and in 2019 was $268,000.



Other Income. The Company generated
other income of $1,750 in the second quarter of 2018 and $4,100 in 2019. The Company generated $3,500 in the first two quarters
of fiscal year 2018 and $8,200 in the first two quarters of 2019. Income in these quarters consisted of interest income and miscellaneous
income.



Rental Expense (Excluding Interest).
The Company incurs rental expense in connection with the leasing of its building. These expenses consist of management fees, insurance,
real estate taxes, depreciation and amortization, maintenance and repairs, utility costs and outside services. Rental expenses
were $83,000 in the second quarter of 2018 and $72,000 in the second quarter of 2019. Rental expenses were $155,000 in the first
two quarters of 2018 and $139,000 in the first two quarters of 2019.



Administrative Expenses. The Company’s
administrative expenses were $23,000 in the second quarter of 2018 and $16,000 in 2019 and $35,000 in the first two quarters of
fiscal year 2018 and $28,000 in 2019.



Interest Expense. The Company pays
interest on the mortgage loan on its building. Interest expense on the loan was $8,000 in the second quarter of fiscal year 2018
and 2019 and $15,000 in the first two quarters of fiscal year 2018 and $17,000 in the first two quarters of 2019.



Provision for Income Taxes. The
Company had a tax provision of $27,000 for the second quarter of fiscal 2018 and $14,000 for the second quarter of fiscal year
2019 and $58,000 in the first two quarters of fiscal 2018 and $30,000 in 2019.



Net Income. As a result of the foregoing
factors, the Company had net income of $43,000 in the second quarter of fiscal 2018 and $47,000 in the second quarter of 2019 and
$101,000 in the first two quarters of fiscal 2018 and $94,000 in the first two quarters of 2019.



Liquidity and Capital Resources



The Company’s cash decreased by $15,000
during the first six months of fiscal year 2018 compared to an increase of $46,000 during the first six months of fiscal year 2019.
As of October 31, 2018, the Company’s cash position was approximately $2,023,000.



8







Current Operations



The Company operates as a real estate investment
and management company. The Company is currently seeking to obtain additional commercial tenants for its existing building.



The Company’s principal operating
expenses consist of management and professional fees associated with the administration of the Company, interest expense on the
Company’s mortgage loan, real estate taxes and insurance.



9







| | ITEM 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
| | ------- | ----------------------------------------------------------



We are a smaller reporting company as defined
in Rule 12b-2 and are not required to report the quantitative and qualitative measures of market risk specified in Item 305 of
Regulation S-K.



| | ITEM 4. | CONTROLS AND PROCEDURES
| | ------- | -----------------------



In connection with the filing of this Form
10-Q, the Company’s Chief Executive Officer and Chief Financial Officer evaluated the effectiveness of the Company’s
disclosure controls and procedures as of October 31, 2018. The Company’s Chief Executive Officer and Chief Financial Officer
concluded that the Company’s disclosure controls and procedures were effective as of October 31, 2018.



There were no changes in the Company’s
internal controls over financial reporting that materially affected, or are reasonably likely to materially affect, the Company’s
internal control over financial reporting during the fiscal quarter ended October 31, 2018.



10







| | PART II. | OTHER INFORMATION
| | -------- | -----------------



| | ITEM 6. | EXHIBITS
| | ------- | --------



| | Exhibit No.          |  | Description                                                                                                                                                                   
| | -------------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                      |  |                                                                                                                                                                               
| | 31.1                 |  | Certification of Chief Executive Officer pursuant to Rule 13a-14(a).                                                                                                          
| |                      |  |                                                                                                                                                                               
| | 31.2                 |  | Certification of Chief Financial Officer pursuant to Rule 13a-14(a).                                                                                                          
| |                      |  |                                                                                                                                                                               
| | 32.1                 |  | Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*
| |                      |  |                                                                                                                                                                               
| | * Furnished herewith



11







SIGNATURE



Pursuant to the requirements of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



|                       | MILLER INDUSTRIES, INC.
|---------------------- | -----------------------
|                       | (Registrant)           
|                       |                        
|Dated:  March 15, 2019 | By:                    
|                       |                        
|                       |                        
|                       |                        



12