Miller Industries, Inc. Annual Report 2022

FY2022 Annual Report · Miller Industries, Inc.

Loading PDF…

2022 Annual Report

TO OUR SHAREHOLDERS
May 1, 2023

During 2022, we witnessed a tale of two extremes. The first half of the year was marked by continued
challenges recovering from the global COVID-19 pandemic in the form of inflationary cost pressures in
both raw materials and labor, as well as persistent supply chain disruptions that collectively had an
outsized impact on our financial performance. As a result, we took pricing actions to offset the inflationary
cost pressures and continue to execute against our strategic initiatives such as our ERP implementation,
enterprise software upgrades, and other operational and productivity improvement initiatives aimed at
reducing our expenses as a percentage of net sales. During this time, and due to the strength of our
backlog, we continued to invest in our inventory in the form of critical parts and in goods near completion
to fulfil orders of finished goods as soon as the necessary parts became available.

Moving into the second half of the year, many of these strategic initiatives and investments began to bear
fruit. Topline sales growth began to accelerate as parts became increasingly available as the supply chain
improved and we benefitted from actions we had taken over the course of 2022 to diversify and increase
the flexibility of our supply chain. Gross margin also steadily improved due to our pricing actions,
productivity improvements and the easing of raw material costs. Collectively, the decisions the
management team enacted earlier in the year enabled us to end the year on a strong note with fourth
quarter financial results ahead of internal expectations and a record backlog. However, I am particularly
pleased to report that through the entire year demand for our products remained robust, as evidenced
by the stability of our backlog and no reported cancelations from our customers despite continued
macroeconomic challenges. This is a testament to the enduring strength of the Miller Industries brand, its
product portfolio, its management team and its employees.

As we cleared many of the challenges of the pandemic and our financial results improved, we were able
to turn more of our attention to improving our governance. As part of our ongoing Board refreshment
process, that began in earnest with Leigh Walton’s appointment to the Board in 2020, and more so with
her appointment as Chair of the Nominating and Governance committee in August of 2022, we added
four new highly qualified directors to our Board in March 2023. These directors added necessary diversity
and expertise to our Board, with a wealth of experience in people management, corporate finance, law,
information technology, and human resources. We look forward to continuing to work with them, and
the rest of our Board, to maximize shareholder value. We also, based on feedback from shareholders,
adopted a new executive compensation plan, where management compensation is more closely tied to
stock price performance and shareholder interests. Our new plan is also more closely aligned with that
of our proxy peer group in relative executive compensation and structure. We believe these collective
changes to our governance set us up for our long-term success.

Despite the challenges of the last several years, we have remained committed to returning capital to our
shareholders. We are extremely proud to have been able to continue our industry leading quarterly
dividend of $0.18 per share, marking 49 consecutive quarters that the company has paid a dividend. Over
the past 10 years, we have returned over $77 million of capital to our shareholders through dividends.

With supply chain disruptions abating, inflationary pressures easing and the strong momentum in our
business, coupled with outstanding execution against our strategic initiatives during 2022, I have never
been more excited about what lies ahead for Miller Industries.

In closing, as always, we remain committed to building on both our industry-leading product portfolio and
our best‐in‐class customer service. The entire Board, management team and I would like to thank our
employees, customers, suppliers, and shareholders for their ongoing support of Miller Industries. Without
all of you, this would not be possible.

____________________________
William G. Miller, II
President & CEO

____________________________
Deborah L. Whitmire
Executive Vice President & CFO

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-K

(Mark One)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2022

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

For the transition period from

Commission File No.

001-14124

MILLER INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)

Tennessee
(State or other jurisdiction of incorporation or organization)

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

62-1566286
(I.R.S. Employer Identification No.)

37363
(Zip Code)

(423) 238-4171
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock, par value $.01 per share

MLR

New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

None
(Title of Class)

 Yes  No

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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 

Smaller Reporting Company ☒

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 filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial

reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. 

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the

correction of an error to previously issued financial statements. 

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the

registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). 

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

☐ Yes  No

The aggregate market value of the voting stock held by non-affiliates of the registrant (which for purposes hereof are all holders other than executive officers, directors and
holders of more than 10% of the registrant’s Common Stock) as of June 30, 2022 (the last business day of the registrant’s most recently completed second fiscal quarter) was $249,229,899
(based on 10,993,820 shares held by non-affiliates at $22.67 per share, the last sale price reported on the New York Stock Exchange on June 30, 2022).

At February 28, 2023 there were 11,416,716 shares of the registrant’s common stock, par value $0.01 per share, outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

The information called for by Part III (Items 10, 11, 12, 13 and 14) is incorporated herein by reference to the Registrant’s definitive proxy statement for its 2023 Annual

Meeting of Shareholders which is to be filed pursuant to Regulation 14A within 120 days of the close of its fiscal year ended December 31, 2022.

Auditor Name: Elliott Davis, LLC

Auditor Location: Chattanooga, TN

Auditor Firm ID: 149

ITEM 1.
ITEM 1A.
ITEM 1B.
ITEM 2.
ITEM 3.
ITEM 4.

BUSINESS
RISK FACTORS
UNRESOLVED STAFF COMMENTS
PROPERTIES
LEGAL PROCEEDINGS
MINE SAFETY DISCLOSURES

TABLE OF CONTENTS

PART I

PART II

ITEM 5.

ITEM 6.
ITEM 7.

ITEM 7A.
ITEM 8.
ITEM 9.

ITEM 9A.
ITEM 9B.
ITEM 9C.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES
[RESERVED]
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
CONTROLS AND PROCEDURES
OTHER INFORMATION
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

PART III

ITEM 10.
ITEM 11.
ITEM 12.

ITEM 13.
ITEM 14.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
EXECUTIVE COMPENSATION
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
PRINCIPAL ACCOUNTING FEES AND SERVICES

ITEM 15.
ITEM 16.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES
FORM OF 10-K SUMMARY

PART IV

3
11
18
18
18
18

19
21

21
29
29

29
30
32
32

32
33

33
33
33

33
36

CERTAIN FACTORS AFFECTING FORWARD-LOOKING STATEMENTS

Certain statements in this Annual Report on Form 10-K (the “Annual Report”), including but not limited to statements made in
Part II, Item 7–“Management’s Discussion and Analysis of Financial Condition and Results of Operations,” statements made with respect
to future operating results, expectations of future customer orders and the availability of resources necessary for our business are forward-
looking statements. 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 terms, 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. Our actual results may differ materially from the results anticipated in
these forward-looking statements due to, among other things:



changes in price, delivery delays and decreased availability of component parts, chassis and raw materials, including aluminum,
steel, and petroleum-related products, resulting from changes in demand and market conditions, the general inflationary
environment, the war in Ukraine, and the lingering effects of the COVID-19 pandemic on supply chains;

economic and market conditions, including the negative impacts on the Company’s customers, suppliers and employees from
inflationary pressures, higher interest rates, economic and geopolitical uncertainties (including the war in Ukraine);

our dependence upon outside suppliers for purchased component parts, chassis and raw materials, including aluminum, steel, and
petroleum-related products;

future impacts resulting from the war in Ukraine, which include or could include (among other effects) disruption in global
commodity and other markets, increased prices for energy, supply shortages and supplier financial risk;

increased labor costs and the ability to attract and retain skilled labor to manufacture our products;

the potential negative impacts of higher interest rates and other actions taken by the federal government in response to economic
volatility and inflationary pressures, including the impact on our customers’ and end users’ access to capital and credit to fund
purchases;

our ability to raise capital, including to grow our business, pursue strategic investments, and take advantage of financing or other
opportunities that we believe to be in the best interests of the Company and our shareholders due to the significant additional
indebtedness we incurred during 2022;

the cyclical nature of our industry and changes in consumer confidence;

special risks from our sales to U.S. and other governmental entities through prime contractors;

changes in fuel and other transportation costs, insurance costs and weather conditions;

changes in government regulations, including environmental and health and safety regulations;

failure to comply with domestic and foreign anti-corruption laws;

competition in our industry and our ability to attract or retain customers;

our ability to develop or acquire proprietary products and technology;

assertions against us relating to intellectual property rights;

changes in foreign currency exchange rates and interest rates;



changes in the tax regimes and related government policies and regulations in the countries in which we operate;

the effects of regulations relating to conflict minerals;

the catastrophic loss of one of our manufacturing facilities;

environmental and health and safety liabilities and requirements;

loss of the services of our key executives;

product warranty or product liability claims in excess of our insurance coverage;

potential recalls of components or parts manufactured for us by suppliers or potential recalls of defective products;

an inability to acquire insurance at commercially reasonable rates;

a disruption in, or breach in security of, our information technology systems or any violation of data protection laws;

and those other risks referenced herein, including those risks referred to in this Annual Report, in Part I, Item 1A–“Risk Factors”
and those risks discussed in our filings with the Securities and Exchange Commission filed after this Annual Report.

Given these uncertainties, you should not place undue reliance on these forward-looking statements. You should read this Annual
Report, the documents that we reference in this Annual Report and the documents that we have filed as exhibits to this Annual Report
completely and with the understanding that our actual future results may be materially different from what we expect. Also, forward-looking
statements represent our management’s beliefs and assumptions only as of the date of this Annual Report. Except as required by law, we
assume no obligation to update these forward-looking statements publicly, or to update the reasons actual results could differ materially from
those anticipated in these forward-looking statements, even if new information becomes available in the future.

ITEM 1. BUSINESS

General

PART I

Miller Industries is The World’s Largest Manufacturer of Towing and Recovery Equipment®, with executive offices in Ooltewah,
Tennessee, domestic manufacturing operations in Tennessee and Pennsylvania, and foreign manufacturing operations in France and the
United Kingdom.

In 1990, we began developing or acquiring several of the most well-recognized brands in the towing and recovery equipment
manufacturing industry. Since that time, our strategy has been to diversify our line of products and increase our presence in the industry
through internal growth and development, although we remain open to opportunities for acquisitions of complementary products.

In this Annual Report, the words “Miller Industries,” the “Company,” “we,” “our,” “ours” and “us” refer to Miller Industries, Inc.

and its subsidiaries or any of them.

Towing and Recovery Equipment

We offer a broad range of towing and recovery equipment products that meet most customer design, capacity and cost requirements.
We manufacture the bodies of wreckers and car carriers, which are installed on truck chassis manufactured by third parties. We frequently
purchase the truck chassis for integration with our towing and recovery equipment and resale to our customers. Wreckers generally are used
to recover and tow disabled vehicles and other equipment and range in type from the conventional tow truck to large recovery vehicles with
rotating hydraulic booms and up to 100-ton lifting capacities. Car carriers are specialized flatbed vehicles with hydraulic tilt mechanisms
that enable a towing operator to drive or winch a vehicle onto the bed for transport. Car carriers transport new or disabled vehicles and other
equipment and are particularly effective over longer distances. We also manufacture vehicle transport trailers.

Our products primarily are sold through independent distributors that serve all 50 states, Canada and Mexico, and other foreign
markets including Europe, the Pacific Rim, the Middle East, South America and Africa, and through prime contractors to governmental
entities. Additionally, as a result of our ownership of Jige International S.A. in France and Boniface Engineering, Ltd. in the United Kingdom,
we have substantial distribution capabilities in Europe. While most of our distributor agreements do not generally contain exclusivity
provisions, management believes that more than 90% of our independent distributors do not offer products of any other towing and recovery
equipment manufacturer, which we believe is a testament to their loyalty to our brands. In addition to selling our products to towing operators,
our independent distributors provide them with parts and service. We also utilize sales representatives to inform prospective end-users about
our current product lines in an effort to drive sales to independent distributors. Management believes the strength of our distribution network
and the breadth and quality of our product offerings are two key advantages over our competitors.

Product Lines

We manufacture a broad line of wrecker, car carrier and trailer bodies to meet a full range of customer design, capacity and cost

requirements.

Wreckers. Wreckers are generally used to recover and tow disabled vehicles and other equipment and range in type from the
conventional tow truck to large recovery vehicles with up to 100-ton lifting capacities. Wreckers are available with specialized features,
including underlifts, L-arms, crossbars and scoops, which lift disabled vehicles by the tires or front axle to minimize front end damage to
the towed vehicles. Certain heavy-duty wrecker models offer rotating booms, which allow heavy-duty wreckers to recover vehicles from
any angle, and remote-control devices for recovery equipment. In addition, certain light-duty wreckers are equipped with automatic wheel-
lift hookup devices that allow operators to engage a disabled or unattended vehicle without leaving the cab of the wrecker.

Our wreckers range in capacity from 4 to 100 tons, and are classified as either light-duty or heavy-duty, with wreckers of 16-ton or
greater capacity being classified as heavy-duty. Light-duty wreckers are used to remove vehicles from accident scenes and vehicles illegally
parked, abandoned or disabled, and for general recovery. Heavy-duty wreckers are used in towing and recovery applications including
overturned tractor trailers, buses, motor homes and other large vehicles.

Car Carriers. Car carriers are specialized flat-bed vehicles with hydraulic tilt mechanisms that enable a towing operator to drive or
winch a vehicle onto the bed for transport. Car carriers are used to transport new or disabled vehicles and other equipment and are particularly
effective for transporting vehicles or other equipment over longer distances. In addition to transporting vehicles, car carriers may also be
used for other purposes, including transportation of industrial equipment. Most professional towing operators have car carriers in their fleets
to complement their towing capabilities.

Transport Trailers. Our multi-vehicle transport trailers are specialized auto transport trailers with upper and lower decks and
hydraulic ramps for loading vehicles. These trailers are used for moving multiple vehicles for auto auctions, car dealerships, leasing
companies and other similar applications. These trailers are easy to load and transport 6 to 7 vehicles. The vehicles can be secured to transport
quickly with ratchet and chain tie-downs that are mounted throughout the frame of the transport trailer. Many professional towing operators
have added auto transport trailers to their fleets to add to their service offerings.

Brand Names

We manufacture and market our wreckers, car carriers and trailers under ten separate brand names. Although certain brands overlap

in terms of features, prices and distributors, each brand has its own distinctive image and customer base.

Century®. The Century® brand is our “top-of-the-line” brand and represents what management believes to be the broadest product
line in the industry. The Century® line was started in 1974 and produces wreckers ranging from 8-ton light-duty to 100-ton heavy-duty
models, and car carriers in lengths from 20 to 30 feet. Management believes that the Century® brand has a reputation as the industry’s leading
product innovator.

Vulcan®. Our Vulcan® product line includes a range of premium light-duty and heavy-duty wreckers, ranging from 8-ton light-duty

to 75-ton heavy-duty models, and car carriers.

Challenger®. Our Challenger® products compete with the Century® and Vulcan® products and constitute a third premium product
line. Challenger® products consist of heavy-duty wreckers with capacities ranging from 25 to 75 tons. The Challenger® line was started in
1975 and is known for high-performance heavy-duty wreckers and aesthetic design.

Holmes®. Our Holmes® product line includes mid-priced wreckers with 4 to 16-ton capacities, a 16-ton rotator and a detachable
towing unit (DTU). The Holmes® wrecker was first produced in 1916. Historically, the Holmes® name has been the most well-recognized
and leading industry brand both domestically and internationally.

Champion®. The Champion® brand, which was introduced in 1991, includes car carriers which range in length from 19 to 21 feet.
The Champion® product line, which is generally lower-priced, allows us to offer a full line of car carriers at various competitive price points.

Chevron™. Our Chevron™ product line is comprised primarily of premium car carriers. Chevron™ produces a range of premium

single-car, multi-car and industrial carriers, as well as wreckers ranging from 8-ton to 16-ton models.

Eagle®. Our Eagle® products consist of light-duty wreckers with the “Eagle Claw®” hook-up system that allows towing operators
to engage a disabled or unattended vehicle without leaving the cab of the tow truck. The “Eagle Claw®” hook-up system was originally
developed for the repossession market. Since acquiring Eagle, we have upgraded the quality and features of the Eagle® product line and
expanded its recovery capability.

Titan®. Our Titan® product line is comprised of premium multi-vehicle transport trailers which can transport up to 7 vehicles

depending on configuration.

Jige™. Our Jige™ product line is comprised of a broad line of premium light-duty and heavy-duty wreckers and car carriers
marketed primarily in Europe. Jige™ is a market leader best known for its innovative designs of car carriers and light-duty wreckers
necessary to operate within the narrow confines of European cities, as well as heavy-duty wreckers.

Boniface™. Our Boniface™ product line is comprised predominantly of premium heavy-duty wreckers marketed primarily in
Europe. Boniface™ produces heavy-duty wreckers specializing in the long underlift technology required to tow modern European tour
buses.

Product Development and Manufacturing

Product Innovation and Manufacturing Process Improvements

We have a long history of innovation in our products and manufacturing processes based on advanced technologies. Our Holmes®
and Century® brand names are associated with four of the major innovations in the industry: the rapid reverse winch; the tow sling; the
hydraulic lifting mechanism; and the underlift with parallel linkage and L-arms. Our engineering department currently consists of over 55
engineers who, in consultation with manufacturing personnel, use sophisticated computer-aided design and stress analysis systems to test
new product designs and to integrate various product improvements. In addition to licensing new technologies, we have a continuing
emphasis on research and development to achieve product innovations. At our free-standing research and development (R&D) facility in
Chattanooga, Tennessee, we are pursuing innovations in our products and improvements in our manufacturing processes, some of which are
intended to enhance the safety of our employees and towing equipment operators and reduce the environmental impact of both our
manufacturing processes and the products we manufacture. These efforts led to our exclusive product, the M100, which we believe to be the
world’s largest tow truck.

We manufacture wreckers, car carriers and trailers at six manufacturing facilities located in the United States, France and the United
Kingdom. The manufacturing process for our products consists primarily of cutting and bending sheet steel or aluminum into parts that are
welded together to form the wrecker, car carrier body or trailer. In addition, we also produce wrecker bodies using composites and other
non-metallic materials, which reduces the overall vehicle weight and increases fuel efficiency. After the frame is formed, components such
as hydraulic cylinders, winches, valves and pumps, which are purchased by us from third-party suppliers, are attached to the frame to form
the completed wrecker or car carrier body. The completed body is either installed by us or shipped by common carrier to a distributor where
it is then installed on a truck chassis. Generally, the wrecker or car carrier bodies are painted, and towing operators can select customized
colors to coordinate with chassis colors or customer fleet colors. To the extent final painting is required before delivery, we either complete
such painting or contract with independent paint shops for such services.

Recent Expansion and Modernization of Domestic Production Facilities

All of our domestic facilities have undergone substantial expansion and modernization projects from 2017 to 2021. During that
five-year period, we invested over $82 million on property, plant and equipment. These projects not only increased our production capacity,
but also included installing sophisticated robotics and implementing other advanced technologies to optimize our manufacturing process,
enhance the safety of our employees and towing equipment operators and to reduce the environmental impacts of our operations.

Reducing the Environmental Impacts of our Domestic Production Facilities

We strive to conduct our operations in a manner that protects our employees, to comply with all applicable laws and regulations,
and to reduce the environmental impacts of our operations. The recent modernization projects at our domestic facilities included many
environment-friendly upgrades, such as the installation of air filtration equipment that removes airborne contaminants like smoke, dust,
pollen and dander to improve the air quality at the facilities. As part of these projects, we also transitioned from oil-based primers to water-
based primers in our domestic painting operations, to reduce volatile organic compounds (VOC) emissions into the environment and make
our workplace safer for our employees. At the same time, we upgraded the lighting at all of our domestic production facilities to LED
lighting, which has the benefit of reducing electric consumption while also increasing visibility for our employees. In 2022, we acquired a
nitrogen generator to support our operations, which has the effect of reducing the environmental impacts of transporting nitrogen gas to our
domestic facilities. We continue to look for new ways to promote sustainable and environmentally friendly practices at our production
facilities to reduce energy-usage, increase recycling and decrease waste.

Company Suppliers

We purchase raw materials and component parts from several sources. Although we have no long-term supply contracts,
management believes we have good relationships with our primary suppliers. In recent years prices have fluctuated significantly, and supply
chain challenges have been severe. Prior to these recent challenges, we generally experienced no significant problems in obtaining adequate
supplies of raw materials and component parts to meet the requirements of our production schedules, and found that the materials used in
the production of our products were available at competitive prices from an adequate number of alternative suppliers. However, recent supply
chain challenges have made us more concerned that the loss of a single supplier could have a material adverse effect on our business. Supply

chain challenges generally lessened in the second half of 2022, but these challenges are expected to continue to affect our ability to complete
finished goods in a timely manner and to impact our costs of operations.

Sales, Distribution and Marketing

The industry categorizes the towing and recovery market into three general product types: light-duty wreckers; heavy-duty
wreckers; and car carriers. The light-duty wrecker market consists primarily of professional wrecker operators, repossession towing services,
local and national governmental entities and repair shop or salvage company owners. The heavy-duty market includes professional wrecker
operators serving the needs of commercial vehicle operators as well as governmental entities. The car carrier market has expanded to include
equipment rental companies that offer delivery service and professional towing operators who desire to complement their existing towing
capabilities.

We sell our products to a diverse network of independent distributors, consisting of approximately 80 distributors in North America,
who serve all 50 states, Canada and Mexico, and numerous distributors that serve other foreign markets. These distributors then sell our
products to the end-users

Our distributor network has been stable for many years, with a large majority of our distributors having been engaged to sell our
products for more than 10 years, and many for more than 25 years. We believe this distributor loyalty results primarily from our high quality
and innovative products and our emphasis on customer service. These long-standing relations give our distributors a deep knowledge of our
products and our corporate culture, allowing them to effectively promote our products to end-users. While we do not impose exclusivity
requirements on our distributors, we believe that more than 90% of our independent distributors do not offer products of any other towing
and recovery equipment manufacturer, which we believe is a testament to their loyalty to our brands.

In 2022, one distributor accounted for 11.2% of our consolidated total sales. No other customer accounted for more than 10% of
our consolidated total sales and we do not consider our business to be materially dependent on any single customer. Management believes
that our broad and diverse network of distributors provides us with the flexibility to adapt to market changes, lessens our dependence on
particular distributors and reduces the impact of regional economic factors.

We engage sales representatives who provide sales support to our entire network of independent distributors. Sales representatives
receive commissions on direct sales based on product type and brand and generally are assigned specific territories in which to promote sales
of our products and to maintain customer relationships. To support sales and marketing efforts, we produce demonstrator models that are
used by our sales representatives and independent distributors. In addition to providing services to our network of independent distributors,
our sales representatives sell our products to various governmental entities, including the U.S. federal government and foreign governments,
through prime contractors.

We routinely respond to requests for proposals or bid invitations in consultation with our local distributors. Our products have been
selected by the United States General Services Administration as an approved source for certain federal and defense agencies. We intend to
continue to pursue federal, state and local government and foreign government contracting opportunities.

The towing and recovery equipment industry places heavy marketing emphasis on product exhibitions at national, regional and
international trade shows. To focus our marketing efforts and to control marketing costs at major trade shows each year, we work with our
network of independent distributors to concentrate on various regional shows.

Product Warranties and Insurance

We generally offer a 12-month limited manufacturer’s product and service warranty on our wrecker and car carrier products. Our
warranty generally provides for repair or replacement of failed parts or components. Our independent distributor customers regularly perform
any needed warranty repair work themselves, rather than shipping products back to us, and then invoice us for the cost of the parts and labor.
Management believes that we maintain adequate general liability and product liability insurance.

Backlog

We produce virtually all of our products to order. Our backlog is based upon customer purchase orders that we believe are firm.
The level of backlog at any particular time, however, may not be an appropriate indicator of our future operating performance. Certain

purchase orders may be subject to cancellation by the customer upon notification. As a result of the lingering impacts of the supply chain
disruptions that began in fiscal 2021, our current backlog is at historically high levels of orders. Our ability to reduce these high backlog
levels will depend on future production schedules and the severity and duration of supply chain disruptions.

Competition

The towing and recovery equipment manufacturing industry is highly competitive for sales to distributors and towing operators.
Management believes that competition in our industry focuses on product quality and innovation, reputation, technology, customer service,
product availability and price. We compete on the basis of each of these criteria, with an emphasis on product quality and innovation and
customer service. Management also believes that a manufacturer’s relationship with distributors is a key component of success in the
industry. Accordingly, we have invested substantial resources and management time in building and maintaining strong relationships with
distributors. Management also believes that our products are regarded as high quality within their particular price points. Our marketing
strategy is to continue to compete primarily on the basis of quality and reputation rather than solely on the basis of price, and to continue to
target the growing group of professional towing operators who as end-users recognize the quality of our products.

Traditionally, the capital requirements for entry into the towing and recovery manufacturing industry have been relatively low.
Management believes a manufacturer’s capital resources and access to technological improvements have become a more integral component
of success in recent years. Certain of our competitors may have greater financial and other resources and may provide more attractive dealer
and retail customer financing alternatives than we do.

Human Capital

We employed approximately 1,450 people as of December 31, 2022. Part-time employees represent 1% of our total employees.
None of our employees are covered by a collective bargaining agreement, though our employees in France and the United Kingdom have
certain similar rights provided by their respective government’s employment regulations. We consider our employee relations to be good.

Our Company culture is based on treating others the way we would like to be treated and we strive to foster a work environment
that is inclusive, diverse, fair and engaged. In addition, our Code of Business Conduct and Ethics is intended to reinforce our core values of
respect, integrity, collaboration, innovation, trust, and excellence throughout our operations.

During fiscal 2022, we experienced substantially increased employee turnover rates in our skilled workforce and in response have
taken various actions to attract and retain skilled laborers, including attending hiring events, broadening our recruitment platforms, paying
sign-on and retention bonuses, offering enhanced wages, and providing training programs. Our key recruitment and retention strategies are
also advanced through the following programs, policies and initiatives:

Employee Development/Training

To facilitate talent attraction and retention, we provide training programs that address skills shortages in our workforce, foster career
development, and encourage proper use of technology and resources. These include our Welding School that teaches employees how to read
blueprints, interpret weld symbols, and learn welding technique. In addition, Miller University One and Two were created to develop high
potential employees for future leadership roles in the company, and provide change management, decision making, and problem-solving
skills to future leaders of our Company. We have also established a tuition reimbursement program for continuing education, including
undergraduate and graduate degrees or certifications and licenses relevant to the business.

Competitive Pay and Employee Benefits

We invest in our employees through high-quality benefits and various health and wellness initiatives, competitive compensation
packages and fair compensation practices. For example, we periodically perform compensation studies to ensure competitive pay rates for
our employees. In addition, we provide a variety of benefits including but not limited to comprehensive medical coverage, short-term and
long-term disability, life insurance, wellness screening, dental coverage, paid time off incentive programs, an employee assistance program,
access to telehealth services, and a U.S. 401(k) plan with a Company match.

Occupational Health and Safety

We seek to provide a healthy and safe workplace. The modernization projects at all our domestic facilities in the last few years
included many advanced health and safety features, such as the installation of air filtration equipment that removes airborne contaminants
like smoke, dust, pollen and dander to improve the air quality at our production facilities. As part of these projects and upgrades, we also
transitioned from oil-based primers to water-based primers in our domestic painting operations to reduce total volatile organic compounds
emissions and make our workplace safer for our employees. We also upgraded the lighting at our facilities to LED lighting, which has the
benefit of reducing electric consumption while also increasing visibility for our employees. We have a safety committee to implement and
monitor our various safety programs. We are continually striving to better our workplace safety record and our five-year trend on workplace
accidents reflects substantial improvement in this area. We are committed to fostering a diverse workforce and an inclusive environment.

The spread of the COVID-19 virus has led to unique challenges, and we are striving to ensure the health, safety and general well-
being of our employees. We have made and continue to make what we believe to be appropriate modifications to our operations because of
COVID-19 to allow us to protect our employees while operating all our facilities consistent with applicable governmental guidelines and
orders.

Employee Engagement

The Company’s management team promotes an “open door” environment in which all feedback and suggestions are welcome. We
have invested substantial time and resources in recent years to optimize the engagement, productivity and safety of our workforce, which
we believe is the foundation upon which we can maintain our competitive advantages in product quality and customer service. For example,
we hired an employee engagement specialist who is dedicated to communicating with our employees. We also actively monitor the
satisfaction and engagement of our workforce, including through periodic employee surveys conducted by third-party experts.

Intellectual Property Rights

Our development of the underlift parallel linkage and L-arms was at the time considered one of the most innovative developments
in the wrecker industry. This technology continues to be significant primarily because it allows the damage-free towing of aerodynamic
vehicles made of lighter weight materials. This technology, particularly the L-arms, is still used in a majority of commercial wreckers today.
Our patents on the L-arms have expired, but we hold a number of utility and design patents for our products. We have also obtained the
rights to use and develop certain technologies owned or patented by others. Management believes that, during the life of our patents on our
technology, utilizing our patented technology without a license would be an infringement of such patents.

Our trademarks “M®” (stylized), “Miller Industries®” (with stylized “M”), “Century®,” “Holmes®,” “Champion®,” “Challenger®,”
“Pro Star®,” “Street Runner®,” “Vulcan®,” “Right Approach®” and “Extreme Angle®,” among others, are registered with the United States
Patent and Trademark Office. Management believes that our trademarks are well-recognized by dealers, distributors and end-users in their
respective markets and are associated with a high level of quality and value.

Government Regulations and Environmental Matters

We strive to manufacture our products in a way that minimizes environmental impact and maximizes worker health and safety. Our
operations are subject to federal, state and local laws and regulations governing the protection of the environment and health and safety,
including laws and regulations governing the generation, storage, handling, emission, transportation and discharge of materials into the
environment. Management believes that we are in substantial compliance with these numerous and sometimes complex federal, state and
local laws and regulations. The costs of complying with environmental protection laws and regulations have not had a material adverse
impact on our financial condition or results of operations in the past, but we may be subject to other more stringent environmental laws in
the future. Our facilities and operations could also be subject to regulations related to climate change and climate change itself may also
have some impact on the Company’s operations. However, these impacts are currently uncertain, and the Company cannot presently predict
the nature and scope of those impacts.

We are also subject to various federal, state and non-U.S. laws and regulations related to privacy, data protection and cybersecurity,
including the European Union's General Data Protection Regulation (the "GDPR"), and U.S. state laws such as California’s Consumer
Privacy Act of 2018. These state laws require an information security program based on an ongoing risk assessment, overseeing third-party
service providers, investigating data breaches and notifying regulators of a cybersecurity event. The GDPR and the California Consumer
Privacy Act of 2018 grant individuals the right to request that a company delete or de-identify their personal information. There is a strong
possibility that other states, including states in which we transact our business, enact their own data security regulations and privacy laws.
We do not expect compliance with the various data security or data privacy acts to have a material impact on our financial condition or
results of operations.

We are also subject to the additional diligence and disclosure requirements adopted by the Securities and Exchange Commission
(the “SEC”) related to certain minerals sourced from the Democratic Republic of Congo or adjoining countries in connection with the Dodd-
Frank Wall Street Reform and Consumer Protection Act. The SEC rules impose these obligations with respect to “conflict minerals,” defined
as tin, tantalum, tungsten and gold, which are necessary to the functionality of a product manufactured, or contracted to be manufactured,
by an SEC reporting company. If any “conflict minerals” that are necessary to the functionality of a product manufactured by an SEC
reporting company originated in the Democratic Republic of Congo or an adjoining country, the rules require the issuer to prepare and file
a report addressing its efforts to exercise due diligence on the source of such “conflict minerals” and their chain of custody. In addition to
the SEC regulation, the European Union adopted new requirements for European Union importers of conflict minerals, which went into
effect on January 1, 2021, and that may impact and increase the cost of our conflict minerals compliance program.

We are also subject to the Magnuson-Moss Warranty Federal Trade Commission Improvement Act which regulates the description
of warranties on products. The description and substance of our warranties are also subject to a variety of federal, state and foreign laws and
regulations applicable to the manufacturing of vehicle components. Management believes that continued compliance with various
government regulations will not materially affect our operations.

Information About Our Executive Officers

Information relating to our executive officers as of February 28, 2023 is set forth below. William G. Miller, II is the son of William
G. Miller. Other than Messrs. Miller and Miller II, there are no family relationships among the executive officers, directors or nominees for
director, nor are there any arrangements or understandings between any of the executive officers and any other persons pursuant to which
they were selected as executive officers.

Name

Age

Position

William G. Miller

William G. Miller, II

Jeffrey I. Badgley

Frank Madonia

Deborah L. Whitmire

Josias W. Reyneke

Jamison Linden

Vince Tiano

Chairman of the Board

President and Chief Executive Officer

President of International and Military

Executive Vice President, Secretary and General Counsel

Executive Vice President, Chief Financial Officer and Treasurer

Vice President and Chief Information Officer

Vice President and Chief Manufacturing Officer

Vice President and Chief Revenue Officer

William G. Miller has served as Chairman of the Board of Directors since April 1994. Mr. Miller served as President and Chief
Executive Officer from 1994 to 1996 and as Chief Executive Officer from 1996 to 1997. Mr. Miller also served as Co-Chief Executive
Officer from October 2003 to March 2011. Mr. Miller served as Chairman and President of Miller Group from 1990 to 1993 and as Chairman
and CEO of Miller Group from 1993 to 1994. Prior to 1987, Mr. Miller served in various management positions for Bendix Corporation,
Neptune International Corporation, Wheelabrator-Frye, Inc. and The Signal Companies, Inc.

William G. Miller, II has served as a director since May 2014, our Chief Executive Officer since March 2022 and President since
March 2011, after serving as Co-Chief Executive Officer from December 2013 to March 2022 and as a Regional Vice President of Sales of
Miller Industries Towing Equipment Inc. from November 2009 to February 2011. Mr. Miller II also served as Vice President of Strategic
Planning of the Company from October 2007 until November 2009, as Light-Duty General Manager from November 2004 to October 2007,
and as a Sales Representative of Miller Industries Towing Equipment Inc. from 2002 to 2004.

Jeffrey I. Badgley has served as our President of International and Military since March 2022. Prior to serving as President of
International and Military, Mr. Badgley served in various executive positions, including Chief Executive Officer (1997 – 2003; 2011 –
2013), Co-Chief Executive Officer (2003 – 2011; 2013 - 2022), President (1996 – 2011), and Vice President (1994 – 1996). In addition,
Mr. Badgley served as a director from 1996 to 2014 and as Vice Chairman of the Board of Directors from 2011 to 2014. Mr. Badgley also
served as Vice President to Miller Industries Towing Equipment Inc. from 1988 to 1996 and has been their President since 1996.

Frank Madonia has served as our Executive Vice President, Secretary and General Counsel since September 1998. From April 1994
to September 1998 Mr. Madonia served as our Vice President, General Counsel and Secretary. Mr. Madonia served as Secretary and General
Counsel to Miller Industries Towing Equipment Inc. since its acquisition by Miller Group in 1990. From July 1987 through April 1994,
Mr. Madonia served as Vice President, General Counsel and Secretary of Flow Measurement. Prior to 1987, Mr. Madonia served in various
legal and management positions for United States Steel Corporation, Neptune International Corporation, Wheelabrator-Frye, Inc. and The
Signal Companies, Inc.

Deborah L. Whitmire has served as a director since February 2020, our Executive Vice President, Chief Financial Officer and
Treasurer since January 2017, after serving as our Vice President and Corporate Controller from January 2014 to December 2016 and
Corporate Controller to Miller Industries Towing Equipment Inc. from March 2005 to January 2014. From April 2000 to March 2005, Ms.
Whitmire also served as Director of Finance – Manufacturing to Miller Industries Towing Equipment Inc. In addition, Ms. Whitmire served
as Controller to Miller Industries Towing Equipment Inc. from October 1997 to April 2000 and Accounting Manager to Miller Industries
Towing Equipment Inc. from October 1996 to October 1997.

Josias W. Reyneke has served as our Vice President since March 2021 and our Chief Information Officer since January 2017, after
serving as our Vice President of Operations to Miller Industries Towing Equipment Inc. from July 2011 to December 2016. From 2002 to
2011, Mr. Reyneke served as Director of Management Information Systems and Materials of Miller Industries Towing Equipment Inc.
Mr. Reyneke joined Miller Industries Towing Equipment Inc. as a consultant in 1997 to assist with the implementation of an enterprise
resource planning system and was subsequently offered the position of Director of Management Information Systems in 1998, a position he
held until 2002. Prior to 1998, Mr. Reyneke also served in various management positions for SE Technologies, Wheels of Africa and Toyota
South Africa.

Jamison Linden has served as our Vice President and Chief Manufacturing Officer since January 2021, after serving as our Vice
President of Operations from January 2017 to December 2020 and as Director of Special Projects from January 2015 to December 2016.
From August 2012 to December 2014, Mr. Linden served as General Manager, Ooltewah Operations. In addition, Mr. Linden served as
Production and Manufacturing Services Manager from December 2009 to July 2012 and Engineer from May 2004 to November 2009.

Vince Tiano has served as our Vice President and Chief Revenue Officer since January 2021. From May 1997 to December 2020,

Mr. Tiano served as Vice President of Sales for Miller Industries Towing Equipment Inc.

Available Information

We file annual, quarterly and current reports and other information with the SEC. The SEC maintains a website at www.sec.gov

that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.

Our Internet website address is www.millerind.com. We make available free of charge through our website our Annual Reports on
Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and amendments to those reports, as soon as reasonably
practicable after we file them with, or furnish them to, the Securities and Exchange Commission. Information contained on our website is
not part of this Annual Report on Form 10-K or our other filings with the SEC.

Our Corporate Governance Guidelines, Code of Business Conduct and Ethics and the charters of the Audit, Compensation and

Nominating Committees of the Board of Directors are also available on our website.

ITEM 1A. RISK FACTORS

There are many factors that affect our business and the results of our operations, some of which are beyond our control. The

following is a description of all known material risks that may cause the actual results of our operations in future periods to differ
materially from those currently expected or desired. We encourage you to read this section carefully.

Risks Relating to Our Operations

Macroeconomic trends, including inflation, rising interest rates and the lingering effects of the COVID-19 pandemic, could adversely
affect our business, results of operation or financial condition, as well as our customers’ ability to fund purchases of our products.

Global economic events and other factors, such as restrictive monetary and fiscal policy, the lingering impact of the ongoing
COVID-19 pandemic and the conflict between Russia and Ukraine, have contributed to significant inflation in many of the markets in which
we operate. In order to combat inflation and restore price stability, the U.S. Federal Reserve and central banks worldwide have raised interest
rates and are expected to continue incrementally raising interest rates in 2023. The combination of increased inflation and interest rates may
hinder the economic growth in the U.S. and in the global economy. This economic weakness and the possibility of a global recession have
had, and may continue to have, a negative effect on our business and financial condition.

We continue to monitor these inflationary pressures closely and, when possible, attempt to mitigate the risk associated with them,
including by implementing several price increases and surcharges during 2022 and an 8% price increase effective in the first quarter of 2023.
While we have attempted to pass increased costs on to our customers, there can be no assurances that we will be able to continue doing so
in 2023 and beyond. It is possible that sustained price increases, surcharges or price inflation (or inflation pressure generally), in turn, may
lead to declines in volume, and while we seek to project tradeoffs between price increases, surcharges and inflation, on the one hand, and
volume, on the other, there can be no assurance that our projections will prove to be accurate.

Further, the continued slowdown, or a recession, in the global economy or in a particular region or industry, inflation or further
tightening of the credit markets could negatively impact our business, financial condition and liquidity, including our (as well as our
customers’ and end users’) ability to continue to access preferred sources of liquidity, and our and their borrowing costs could increase.

Our dependence upon outside suppliers for component parts, chassis and raw materials, including aluminum, steel, and petroleum-
related products, leaves us subject to changes in price and availability and delays in receiving supplies of such parts, chassis or
materials.

We are dependent upon outside suppliers for our raw material needs and other purchased component parts. Prices and availability
of these raw materials are subject to substantial fluctuations that are beyond our control due to factors such as changing economic conditions,
inflation, currency and commodity price fluctuations, tariffs, resource availability, transportation costs, weather conditions and natural
disasters, political unrest and instability, war (such as the ongoing military conflict between Russia and Ukraine) and other factors impacting
supply and demand pressures. Delays in shipments of our raw materials and purchased component parts, including truck chassis, and
government actions related to tariffs on imports and trade policies have previously adversely impacted, and have the potential to further
impact our revenues, results of operations and financial condition. We also continue to monitor the impact of the Russia conflict with Ukraine
on our fuel costs and supply chain for materials, parts and components, particularly with respect to steel and items with substantial steel
content.

Our third-party suppliers’ ability to supply us with component parts and chassis is limited by their available capacity to manufacture
the component parts and chassis we require, and to secure adequate freight capacity to deliver them to our facilities. As the economy
continued to recover from the impact of the pandemic over the course of 2022, various supply chain disruptions impacted our ability to
obtain on a timely basis certain raw materials and purchased component parts that are necessary to our production processes, as well as
chassis from third party suppliers, and also resulted in substantial price increases for many materials and parts, and we are continuing to
experience such difficulties in early 2023. These supply chain difficulties have had a material adverse impact on our profitability and results
of operations. Delays in deliveries of our finished products due to delays of purchased component parts and truck chassis used in our products
could also adversely affect future demand for our products if our customers reduce their purchase levels with us and/or seek alternative
solutions to meet their demand. If these delays, limitations on availability and price increases for raw materials, purchased component parts,
and chassis continue, recur or worsen, they will continue to have a material adverse effect on production at our facilities.

Furthermore, as a result of our supply chain challenges, it has become more difficult to accurately forecast, purchase, warehouse
and transport to our manufacturing facilities purchased materials, component parts and chassis at sufficient volumes. If we are unable to
accurately match the timing and quantities of component purchases to our actual needs, or successfully manage our inventory or our
workforce to adapt to the increased complexity in our supply chain, we may incur unexpected production disruption, as well as storage,
transportation and labor costs, which could have a material adverse effect on our financial condition and results of operations. In addition,
we may not be able to meet our customers’ delivery schedules and could face the loss of orders or customers as a result.

Shortages, price increases and/or delays in shipments of our raw materials and purchased component parts, including truck chassis,
have had and should be anticipated to continue to have a material adverse effect on our profitability, financial performance, competitive
position and reputation.

Increases in the cost of skilled labor could adversely impact our business and profitability.

The timely manufacture and delivery of our products requires an adequate supply of skilled labor, and the operating costs of our

manufacturing facilities can be adversely affected by increasing labor costs in skilled positions. Accordingly, our ability to increase or
maintain our current levels of sales, productivity and net earnings will be limited to a degree by our ability to control the costs of skilled
laborers necessary to meet our requirements. We must attract, train and retain skilled employees while controlling related labor costs and
maintaining our core values, including safety standards. Our ability to control labor costs is subject to numerous external factors, including
the limited supply of available skilled labor for hire, prevailing wage rates, increases in healthcare and other enhanced employee benefits,
in addition to cost increases associated with employee recruitment.

The market for qualified talent continues to be competitive and we must ensure that we continue to offer competitive wages,
benefits and workplace conditions to retain qualified employees. We experienced substantial increases in employee wages throughout
2022. This trend may continue over the near term, and possibly longer. We continue to monitor our labor costs and attempt to mitigate the
risk associated with employee turnover through increased recruiting, training and retention efforts. The impact of these disruptions remains
largely out of our control, and we currently anticipate that these factors will continue to have a material adverse impact on our profitability
and results of operations during the first half of 2023 and possibly beyond.

We invest significant time and expense in training our employees, which increases their value to competitors who may seek to

recruit them. If we fail to retain our employees, we could incur significant expenses in hiring and training their replacements. There can be
no assurance that we will be able to maintain an adequate skilled labor force necessary to efficiently operate our facilities. In addition,
while our employees are not currently members of a union, there can be no assurance that the employees at any of our facilities will not
choose to become unionized in the future.

Demand from our customers and towing operators is affected by the availability of capital and access to credit.

The ability of our customers and of towing operators to purchase our products is affected by the availability of capital and credit to
them. Our independent distributor customers rely on floor plan financing in connection with the purchase of our products, and the availability
of that financing on acceptable terms has a direct effect on the volume of their purchases. More restrictive lending practices in conjunction
with continuing increases in the cost of such financing can prevent distributors from carrying adequate levels of inventory, which limits
product offerings available to the end customer and could lead to reduced sales of our products. Additionally, in many cases, a towing
operator’s decision to purchase our products from one of our distributors is dependent upon their ability to obtain financing upon acceptable
terms. Volatility in the capital markets and rising interest rates have increased the cost of borrowing for our customers and towing operators.
In the past, such volatility and disruptions to the capital and credit markets, principally in the U.S. and Europe, in the past has decreased the
availability of capital to, and credit capacity of, our customers and towing operators. In addition, in the past, certain providers of floor plan
financing have exited the market, which made floor plan financing increasingly difficult for our independent distributor customers to secure
at those times. This reduced availability of capital and credit has negatively affected the ability and capacity of our customers and of towing
operators to purchase towing and related equipment. This, in turn, has negatively impacted sales of our products. If interest rates continue to
rise and our customers are unable to access capital or credit, it could materially and adversely affect our ability to sell our products, and as a
result, could negatively affect our business and operating results.

Continued operational challenges caused by our increased sales volumes following the COVID-19 pandemic could result in material
delays, increased costs and loss of business opportunities, which could negatively impact our operating results and financial condition.

Sales volumes for our products increased substantially as the COVID-19 pandemic abated, and the increase in sales volumes has
caused a variety of operating challenges, including supply chain constraints and production capacity limitations. Due to our increased sales
volumes, we may be unable to scale production in a timely manner to meet demand for our products if we fail to adequately forecast the
need for additional manufacturing capacity. The recent major additions and renovations to all our domestic production facilities have
positioned us to effectively address these challenges, but they have nevertheless caused increased production costs and delayed deliveries to
customers in some instances. In addition, in 2022, we sought additional production capabilities through capital deployment (such as our first
quarter 2022 purchase of an additional small facility in Ooltewah, TN to be used in the production of small carrier units) so that we could
rely more heavily on our in-house fabrication capabilities.

If we are unable to effectively address the operating challenges imposed by increases in sales volume, it could result in delay or
termination of orders, the loss of sales and a negative impact on our reputation with our customers, all of which could materially adversely
affect our business, financial condition and results of operations. In addition, our recent major additions and renovations to all our domestic
facilities may not achieve our intended objectives of lowering costs, improving manufacturing efficiencies in an environmentally conscious
way and increasing productivity, which could adversely affect our operating results and financial condition.

Our international operations are subject to various political, economic and other uncertainties that could materially adversely affect
our business results, including by restrictive taxation or other government regulation and by foreign currency fluctuation.

Historically, a portion of our net sales occur outside the United States, primarily in Europe. In addition, we have manufacturing
operations at two facilities located in the Lorraine region of France and manufacturing operations in Norfolk, England. As a result, our
operations are subject to various political, economic and other uncertainties, including risks of restrictive taxation policies, changing political
conditions and governmental regulations and trade policies. This includes the uncertainty surrounding the ongoing military conflict between
Russia and Ukraine and the United Kingdom’s “Brexit” from the European Union and their impact on European and worldwide economic
and supply chain conditions, and on our international sales. These developments have created and may continue to create legal, political and
economic uncertainties and impacts, including disruptions to trade and free movement of goods, services and people to and from Europe,
disruptions to our workforce or the workforce of our suppliers or business partners. All of the foregoing risks could have a material adverse
effect on our business, financial condition and results of operations.

In addition, a portion of our net sales derived outside the United States, as well as salaries of employees located outside the United
States and certain other expenses, are denominated in foreign currencies, including the British pound sterling and the euro. We are, therefore,
subject to risk of financial loss resulting from fluctuations in exchange rates of these currencies against the U.S. dollar. Brexit has caused,
and may continue to result in, significant volatility in global stock markets and currency exchange rate fluctuations of the U.S. dollar relative
to other foreign currencies in which we conduct business, including both the British pound sterling and the euro.

In addition, political unrest, terrorist acts, military conflict, including the ongoing military conflict between Russia and Ukraine,

and disease outbreaks, such as the COVID-19 pandemic, have increased the risks of doing business abroad in general.

Our business is subject to the cyclical nature of our industry and changes in consumer confidence and in economic conditions in
general. Adverse changes or continued uncertainty with respect to these factors may lead to a downturn in our business.

The towing and recovery industry is cyclical in nature. Historically, the overall demand for our products and our resulting revenues
have at times been 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 for our customers and towing operators and the overall
effects of global economic conditions. We remain concerned about the potential 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. A prolonged economic downturn,
including as a result of political unrest, terrorist acts, military conflict or outbreaks of disease such as the COVID-19 pandemic, and slow or
negative growth in the domestic and global economy, could have a material adverse effect on our business, financial condition and results
of operations for the foreseeable future.

Our sales to U.S. and other governmental entities through prime contractors are subject to special risks.

We act as a subcontractor for certain U.S. and other government programs. As a result, we are subject to extensive regulations and
requirements of the U.S. and other government agencies and entities that govern these programs, including with respect to the award,
administration and performance of contracts under such programs. Our U.S. and other government business is subject to the following risks,
among others: (i) this business is susceptible to changes in government spending, which may reduce future revenues; (ii) most of our
contracts with governmental entities through prime contractors are fixed-price contracts, and our actual costs on any of these contracts could
exceed our projected costs, (iii) competition for the award of these contracts is intense, and we may not be successful in bidding on future
contracts, and (iv) the products we sell to governmental entities are subject to highly technical requirements, and any failure to comply with
these requirements could result in unanticipated retrofit costs, delayed acceptance of products, late or reduced payment or cancellation of
the contract. Our inability to address any of the foregoing concerns could seriously harm our business, financial condition and results of
operations.

Overall demand from our customers may be affected by increases in their fuel and insurance costs and changes in weather conditions.

In the past, our customers have experienced substantial increases in fuel and other transportation costs, and in the cost of insurance.
Our customers also have, from time to time, been subject to unpredictable and varying weather conditions which could, among other things,
impact the cost and availability of fuel and other materials. More recently, the ongoing military conflict between Russia and Ukraine and
market dislocations associated with the economy’s recovery from the COVID-19 pandemic have both resulted in, and may continue to, result
in substantial volatility in fuel costs in the U.S. and worldwide, and the extent and duration of such volatility cannot be predicted. Any of
these factors could negatively affect our customers’ capacity for purchasing towing and related equipment, and, consequently, have a material
negative effect upon our business and operating results.

Our competitors could impede our ability to attract or retain customers.

The towing and recovery equipment manufacturing industry is highly competitive. Capital requirements for entry into the towing
and recovery manufacturing industry have been relatively low, which could result in an increase in the number of competitors entering the
industry. Competition for sales exists domestically and internationally at the manufacturer, distributor and towing-operator levels and is
based primarily on product quality and innovation, reputation, technology, customer service, product availability and price. Competition for
sales also comes from the market for used towing and recovery equipment. Certain of our competitors may have substantially greater
financial and other resources and may provide more attractive dealer and retail customer financing alternatives than us. If these competitors
are able to make it more difficult for us to attract or retain customers, it could have a negative impact on our sales, revenue and financial
performance.

The catastrophic loss of one of our manufacturing facilities could harm our business, financial condition and results of operations.

While we manufacture our products in several facilities and maintain insurance covering our facilities, including business
interruption insurance to mitigate losses resulting from any production interruption or shutdown caused by an insured loss, a catastrophic
loss of the use of all or a portion of any one of our manufacturing facilities due to accident, labor issues, weather conditions, natural disaster,
civil unrest, terrorist acts, military conflict and disease outbreaks (including the COVID-19 pandemic), or otherwise, whether short or long-
term, could materially harm our business, financial condition and results of operations. Any recovery under our insurance policies may not
offset the lost sales or increased costs that may be experienced during the disruption of operations.

Risks Related to Legal, Regulatory and Compliance Matters

Environmental and health and safety liabilities and requirements could require us to incur material costs.

We are subject to various U.S. and foreign laws and regulations relating to environmental protection and worker health and safety,
including those governing discharges of pollutants into the ground, air and water; the generation, handling, use, storage, transportation,
treatment and disposal of hazardous substances and waste materials; and the investigation and cleanup of contaminated properties. In certain
cases, these regulatory requirements may limit the productive capacity of our operations.

Environmental and health-related requirements are complex, subject to change and have tended to become more and more stringent.
Future developments could cause us to incur various expenditures and could also subject us to fines or sanctions, obligations to investigate

or remediate contamination or restore natural resources, liability for third party property damage or personal injury claims and the imposition
of new permitting requirements and/or the modification or revocation of our existing operating permits, among other effects. These and other
developments could materially harm our business, financial condition and results of operation.

Our facilities and operations could in the future be subject to regulations related to climate change and climate change itself may
also have some impact on the Company’s operations. However, these impacts are currently uncertain and the Company cannot presently
predict the nature and scope of those impacts.

Failure to comply with domestic and foreign anti-corruption laws could have an adverse effect on our business.

Our international operations require us to comply with a number of U.S. and international laws and regulations, including those
involving anti-bribery and anti-corruption. Failure to comply with the Foreign Corrupt Practices Act, the U.K. Bribery Act, and other foreign
anti-bribery laws could have an adverse effect on our business. Violations of these laws, or allegations of such violations, could result in our
incurring significant fees and having fines and criminal sanctions imposed on us or our employees, and could adversely impact our business
with government entities.

Our future success depends upon our ability to develop or acquire proprietary products and technology and assertions against us
relating to intellectual property rights could harm our business.

Historically, we have been able to develop or acquire patented and other proprietary product innovations which have allowed us to
produce what management believes to be technologically advanced products relative to most of our competition. While we are continuing
to develop new technology and apply for patents, if we are unable to develop or acquire new products and technology in the future, our
ability to maintain market share, and, consequently, our revenues and operating results, may be negatively affected.

Third parties may claim that our products infringe their patents or other intellectual property rights. If a competitor were to challenge
our patents, or assert that our products or processes infringe its patent or other intellectual property rights, we could incur substantial litigation
costs, be forced to design around their patents, pay substantial damages or even be forced to cease our operations, any of which could be
expensive and/or have an adverse effect on our operating results. Third party infringement claims, regardless of their outcome, would not
only consume our financial resources, but also would divert the time and effort of our management and could result in our customers or
potential customers deferring or limiting their purchase or use of the affected products or services until resolution of the litigation.

Changes in the tax regimes and related government policies and regulations in the countries in which we operate could adversely affect
our results and our effective tax rate.

As a result of our international operations, we are subject to various taxes in both U.S. and non-U.S. jurisdictions. Due to economic
and political conditions, tax laws, regulations and rates in these various jurisdictions may be subject to significant change. Our future effective
income tax rate could be affected by changes in the mix of earnings in countries with differing statutory tax rates, the adoption of a global
minimum tax rate for corporate entities, changes in the valuation of deferred tax assets or changes in tax laws or their interpretation. Changes
to long-standing tax principles in the countries in which we operate could adversely affect our effective tax rate or result in higher cash tax
liabilities. Increases in our effective tax rate or tax liabilities could have a material adverse effect on us.

In addition, in August 2022, the Inflation Reduction Act, or the IRA was enacted, the provisions of which include a minimum tax
equal to 15% of the adjusted financial statement income of certain large corporations, as well as a 1% excise tax on certain share buybacks
by public corporations that would be imposed on such corporations. It is possible that changes under the Tax Cuts and Jobs Act, which was
enacted in December 2017, the IRA or other tax legislation could increase our future tax liability, which could in turn adversely impact our
business and future profitability.

The effects of regulations relating to conflict minerals may adversely affect our business.

In 2012, the SEC adopted rules under the Dodd-Frank Wall Street Reform and Consumer Protection Act to improve transparency
and accountability concerning the supply of certain minerals, known as “conflict minerals”, originating from the Democratic Republic of
Congo and adjoining countries. These rules could adversely affect the sourcing, availability and pricing of such minerals if they are found
to be used in the manufacture of our products, as the number of suppliers who provide conflict-free minerals may be limited. In addition, we
have incurred and expect to incur additional costs to comply with the disclosure requirements, including costs related to determining the

source of any of the relevant minerals and metals used in our products. In addition to the SEC regulation, the European Union adopted new
requirements for European Union importers of conflict minerals, which went into effect on January 1, 2021, and that may impact and increase
the cost of our conflict minerals compliance program. The Company’s supply chain is complex. As a result, we have encountered and
continue to expect significant difficulty in determining the country of origin or the source and chain of custody for all “conflict minerals”
used in our products and disclosing that our products are “conflict free” (meaning that they do not contain “conflict minerals” that directly
or indirectly finance or benefit armed groups in the Democratic Republic of the Congo or an adjoining country). We may face reputational
challenges from customers, investors or others if we are unable to verify the origins for all “conflict minerals” used in our products. In such
event, we may also face difficulties in satisfying customers who may require that all of the components of our products be certified as conflict
mineral free.

A product warranty or product liability claim in excess of our insurance coverage, or an inability to acquire or maintain insurance at
commercially reasonable rates, could have a material adverse effect upon our business.

We are subject to various claims, including product warranty and product liability claims arising in the ordinary course of business,
and may at times be a party to various legal proceedings incidental to our business. We maintain reserves and liability insurance coverage
at levels based upon commercial norms and our historical claims experience. If we manufacture poor quality products or receive defective
materials, we may incur unforeseen costs in excess of what we have reserved in our financial statements. A successful product warranty,
product liability or other claim brought against us in excess of our insurance coverage, or the inability of us to acquire or maintain insurance
at commercially reasonable rates, could have a material adverse effect upon our business, operating results and financial condition. In
addition, we are subject to potential recalls of components or parts manufactured by suppliers which we purchase and incorporate into our
towing and recovery equipment products, as well as potential recalls of our products from customers to cure manufacturing defects or in the
event of a failure to comply with applicable regulatory standards or customers’ order specifications. Moreover, the adverse publicity that
may result from a product liability claim, perceived or actual defect with our products or a product recall could have a material adverse effect
on our ability to market our products successfully.

Risks Related to Our Common Stock

Our stock price may fluctuate greatly as a result of the general volatility of the stock market, or from our involvement with activist
stockholders.

From time to time, there may be significant volatility in the market price for our common stock. Our quarterly operating results,
changes in earnings estimated by analysts, if any, changes in general conditions in our industry or the economy or the financial markets or
other developments affecting us, including our ability to pay dividends, could cause the market price of our common stock to fluctuate
substantially.

In addition, we seek to actively engage with stockholders and consider their views on business and strategy. However, we could
be subject to actions or proposals from stockholders or others that do not align with our business strategies or the interests of our other
stockholders. And publicly traded companies have increasingly become subject to campaigns by activist investors advocating corporate
actions such as governance changes, financial restructurings, increased borrowings, special dividends, stock repurchases or even sales of
assets or entire companies to third parties or to the activists themselves. Responding to activist investors could be costly and time-consuming,
disrupt our business and operations, adversely affect our relationships with our employees, customers, or service providers, and divert the
attention of our board of directors and senior management. Further, we may be required to incur significant fees and other expenses related
to such matters, including fees and expenses for third-party advisors. Perceived uncertainties associated with such activities could interfere
with our ability to effectively execute our strategic plan, impact long-term growth, and limit our ability to hire and retain qualified personnel,
business partners, customers, and others important to our success. In addition, actions of these stockholders may cause periods of fluctuation
in our stock price based on temporary or speculative market perceptions or other factors that do not necessarily reflect the underlying
fundamentals and prospects of our business.

Our charter and bylaws contain anti-takeover provisions that may make it more difficult or expensive to acquire us in the future or
may negatively affect our stock price.

Our charter and bylaws contain restrictions that may discourage other persons from attempting to acquire control of us, including,
without limitation, prohibitions on shareholder action by written consent and advance notice requirements regarding amendments to certain
provisions of our charter and bylaws. In addition, our charter authorizes the issuance of up to 5,000,000 shares of preferred stock. The rights

and preferences for any series of preferred stock may be set by the board of directors, in its sole discretion and without shareholder approval,
and the rights and preferences of any such preferred stock may be superior to those of common stock and thus may adversely affect the rights
of holders of common stock.

Risks Related to Indebtedness and Liquidity

Our credit facility could restrict our ability to operate our business and failure to comply with its terms could adversely affect our
business; our obligations to repurchase products from third-party lenders to our distributors could adversely impact our future
revenues and financial condition.

Our credit facility, which was increased from $50.0 million to $100.0 million during 2022, contains customary representations and
warranties, events of default, and financial, affirmative and negative covenants for loan agreements of this kind. In addition, covenants under
our current credit facility restrict our ability to pay 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 dividend, among various restrictions. We have been in compliance
with these covenants throughout 2022 and anticipate that we will continue to be in compliance during 2023. If we fail to comply with the
requirements of our current credit facility, such non-compliance would result in an event of default. If not waived by the bank, such event
of default would result in the acceleration of any amounts due under the current credit facility.

We also have certain obligations to repurchase our products repossessed by third-party lenders if our distributors should default in
their obligations to those lenders. Such repurchases could result in reduced net revenue in future periods as we resell such products and, if
we are unable to sell the products, could adversely impact our financial condition.

We cannot assure you that we will continue to declare dividends on our common stock.

Our board of directors approved a dividend policy in 2011 to consider and pay quarterly dividends on our common stock subject to
our ability to satisfy all applicable statutory requirements and our continued financial strength. While we currently intend to pay a quarterly
dividend on shares of our common stock, to the extent that we have sufficient funds available for such purpose, the declaration, amount and
payment of any future dividends on shares of common stock will be at the sole discretion of our board of directors and we may reduce or
discontinue entirely the payment of such dividends at any time. Our board of directors may take into account general and economic
conditions, our financial condition and operating results, capital requirements, restrictions in financing agreements and such other factors as
they may deem relevant from time to time.

General Risk Factors

A disruption in, or breach in security of, our information technology (“IT”) systems or any violation of data protection laws could
adversely impact our business and operations.

We rely on the accuracy, capacity and security of our IT systems and our ability to update these systems in response to the changing
needs of our business. We use our IT systems to collect and store confidential and sensitive data, including information about our business,
our customers, our suppliers and our employees. We rely on IT systems to protect this information and to keep financial records, process
orders, manage inventory, coordinate shipments to customers, and operate other critical functions. Our IT systems may be disrupted or fail
for a number of reasons, including natural disasters, such as fires; power loss; software “bugs”, hardware defects or human error or
malfeasance; or security breaches caused by hacking, computer viruses, malware, ransomware or other cyber-attacks. The risk of such cyber-
attacks may be heightened as a result of the Russian conflict with Ukraine.

As technology continues to evolve, we anticipate that we will collect and store even more data in the future and that our systems
will increasingly use remote communication features that are susceptible to both willful and unintentional security breaches. We have
incurred costs and expect to incur significant additional costs in order to implement security measures that we feel are appropriate to protect
our IT systems. Despite these efforts, future attacks could result in our systems or data being breached and/or damaged by computer viruses
or unauthorized physical or electronic access. Such a breach could result in theft of our intellectual property or trade secrets and/or
unauthorized access to controlled data and personal information stored in connection with our human resources function. In the event of a
breach in security that allows third parties access to personal information, we are subject to a variety of ever-changing laws on a global basis
that may require us to provide notification to the data owners, and that may subject us to lawsuits, fines and other means of regulatory
enforcement or harm employee morale.

Any disruption, outage or breach of our IT systems could result in interruption of our business operations, damage to our reputation
and a loss of confidence in our security measures, all of which could adversely affect our business. In addition, if our systems are improperly
implemented, breached, damaged or cease to function properly, we may have to make significant investments to fix or replace them. To the
extent that any data is lost or destroyed or any confidential information is inappropriately disclosed or used, it could adversely affect our
competitive position or customer relationships, harm our business and possibly lead to significant claims, liability, or fines based upon
alleged breaches of contract or applicable laws, which liabilities may not be covered by insurance. The Company is also required to comply
with increasingly complex and changing laws and regulations enacted to protect business and personal data in the United States and other
jurisdictions regarding privacy, data protection and data security, including those related to the collection, storage, use, transmission and
protection of personal information and other customer, vendor or employee data. Regulators globally are also imposing greater monetary
fines for privacy violations including the GDPR that became effective in the European Union in 2018. The GDPR and other changes in laws
or regulations associated with the enhanced protection of certain types of sensitive data, such as healthcare data or other personal information,
could increase our cost of providing our products and services.

Any loss of the services of our key executives could have a material adverse impact on our operations.

Our success is highly dependent on the continued services of our management team because of the management teams’ experience
and skills gained from their long-term service to the Company. The loss of services of one or more key members of our senior management
team could have a material adverse effect on us.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 2. PROPERTIES

We operate five manufacturing facilities in the United States. Two of the facilities are located in Ooltewah (Chattanooga),
Tennessee; one in Hermitage, Pennsylvania; and two in Greeneville, Tennessee. The Ooltewah plants, containing an aggregate of
approximately 316,000 square feet, produce light and heavy-duty wreckers; the Hermitage plant, containing approximately 279,000 square
feet, produces car carriers; and the Greeneville plants, containing an aggregate of approximately 210,000 square feet, produce car carriers,
heavy-duty wreckers and trailers. We also operate a free-standing R&D facility in Chattanooga, Tennessee, containing an aggregate of
approximately 34,000 square feet.

Between 2017 and 2021, we completed projects to modernize and expand all of our domestic facilities. For a discussion of these
capital projects, see “Executive Overview” in Item 7–“Management’s Discussion and Analysis of Financial Condition and Results of
Operations,” of this Annual Report.

We also have two manufacturing facilities and one storage facility located in the Lorraine region of France, which have, in the

aggregate, approximately 205,000 square feet, and manufacturing operations in Norfolk, England, with approximately 48,000 square feet.

We believe that our facilities are suitable and adequate for our business as it is contemplated to be conducted.

ITEM 3. 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 4. MINE SAFETY DISCLOSURES

Not applicable.

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER

PURCHASES OF EQUITY SECURITIES

Market Price of and Dividends on the Registrant’s Common Equity and Related Stockholder Matters

Our common stock is traded on the New York Stock Exchange under the symbol “MLR.” As of February 28, 2023, there were
approximately 386 registered holders of record of our common stock. The number of record holders does not include persons who held our
common stock in nominee or “street name” accounts through brokers.

The Company has paid consecutive quarterly cash dividends since May 2011. For more information on dividends, see Note 7 to
our Consolidated Financial Statements. Any future determination as to the payment of cash dividends will depend upon such factors as
earnings, capital requirements, our financial condition, restrictions in financing agreements and other factors deemed relevant by our board
of directors. Covenants under our current 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 dividend, among various other
restrictions.

Sales of Unregistered Securities

We did not sell any unregistered securities during the year ended December 31, 2022.

Performance Graph

The following line graph compares the percentage change in the cumulative shareholder return of our common stock with The New
York Stock Exchange Composite Index, the Standard & Poor’s Construction Machinery & Heavy Trucks Index and a self-constructed peer
group of companies over the period of time from December 31, 2017 through December 31, 2022.

The Company self-constructed peer group was developed by the Company with input from the compensation consultant of the
Compensation Committee of the Board of Directors and the Company is moving to use of this peer group in fiscal year 2022 because the
Company concluded that this peer group more accurately reflects the business of the Company than the much broader S&P Construction
Machinery & Heavy Trucks Index. The respective returns assume reinvestment of dividends paid.

Miller Industries, Inc.
NYSE Composite Index
S&P Construction Machinery & Heavy Trucks Index
Peer Group*

12/31/2017
100
100
100
100

12/31/2018
105
89
87
83

12/31/2019
144
109
98
102

12/31/2020
147
113
116
114

12/31/2021
129
134
138
127

12/31/2022
103
119
144
105

*Peer group index consists of Albany International Corp. (AIN); Blue Bird Corp. (BLBD); CIRCOR International, Inc. (CIR);
Columbus McKinnon Corp. (CMCO); Commercial Vehicle Group, Inc. (CVGI); Enerpac Tool Group Corp. (EPAC); ESCO Technologies
Inc. (ESE); L.B. Foster Co. (FSTR); Gorman-Rupp Co. (GRC); Helios Technologies Inc. (HLIO); Kadant Inc. (KAI); Lindsay Corp. (LNN);
Luxfer Holdings PLC (LXFR); NN, Inc. (NNBR); Douglas Dynamics Inc. (PLOW); Proto Labs Inc. (PRLB); Shyft Group Inc. (SHYF);
and Standex International Corp. (SXI).

ITEM 6. [RESERVED]

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF

OPERATIONS

The following discussion of our results of operations and financial condition should be read in conjunction with the Consolidated
Financial Statements and Notes thereto. Unless the context indicates otherwise, all dollar amounts in this Management’s Discussion and
Analysis of Financial Condition and Results of Operations are in thousands.

As disclosed in Note 11, “Correction of Prior Period Errors” to our consolidated financial statements, the Company’s consolidated
financial statements as of and for the fiscal year ended December 31, 2022, have been revised to give effect to the correction of certain
accounting errors identified during the current fiscal year-end financial reporting process.

Company Background

Miller Industries, Inc. is The World’s Largest Manufacturer of 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, net income, earnings per share, capital expenditures and cash flow.

We derive revenues primarily from product sales made to 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 and availability of purchased component parts, truck chassis and raw materials (including aluminum, steel and petroleum-related
products).

Our history of innovation in the towing and recovery industry has been an important factor behind our growth over the last decade
and we believe that our continued emphasis on research and development will be a key factor in our future growth. We opened a free-
standing R&D facility in Chattanooga in 2019, where we pursue various innovations in our products and manufacturing processes, some of
which are intended to enhance the safety of our employees and reduce our environmental impact. In addition, our recent domestic plant
expansion and modernization projects have installed sophisticated robotics and implemented other advanced technologies to increase our
production capacity and optimize our manufacturing processes. These projects were completed during the period from 2017 to 2021 at a
cost of over $82,000. We completed phase one of the implementation of an enterprise software solution during 2021, and we continued to
implement additional functionality available in the solution in 2022. We expect this software to substantially improve our administrative
efficiency and customer service levels. As we retain our focus toward modernization, we expect to continue to invest in robotics and
automated material handling equipment across all of our domestic manufacturing facilities.

As of December 31, 2022 and 2021, the Company owed $45,000 and $0, respectively, under its primary credit facility. During

2022, the Company drew $45,000 for working capital needs and retains a balance on its credit facility of $45,000 at February 28, 2023.

Factors That Affect Our Operating Results; Trends

Conditions Affecting Demand

Our industry is, and will continue to be, cyclical in nature, and the overall demand for our products and our resulting revenues are

influenced by a variety of factors, including:



levels of consumer confidence;



domestic and international capital and credit markets and the availability and affordability of financing, including floor plan
financing, for our customers and towing operators;

fuel and insurance costs, and macro-economic conditions such as broad-based inflation, and their effect on the ability of our
customers to purchase towing and related equipment; and

the overall effects of global, political, economic and health conditions.

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.

Costs of Components and Raw Materials; Product Availability; Supply Chain Impacts

We have been and will continue to be affected by the availability of, and changes in the prices that we pay for component parts and
raw materials, particularly aluminum, steel and petroleum-related products, which represent a substantial part of our total cost of operations.

Supply chain challenges such as shortages and delivery delays in component parts and raw materials were generally lessening as
2022 began but the impact of the war in Ukraine and general economic conditions caused these challenges to substantially increase over the
first half of 2022. Supply chain disruptions and workforce retention challenges eased substantially during the second half of 2022, but these
challenges continued to reduce our ability to complete finished goods without timing delays and to increase our costs of operations. In
addition, general inflationary pressures coupled with rising interest rates have substantially increased in 2022, and the rapid strengthening
of the US Dollar in comparison to certain other currencies has caused fluctuations within accumulated other comprehensive loss in our
condensed consolidated balance sheet and the recognition of significant losses in our condensed consolidated statement of comprehensive
income.

We continue to monitor these pressures closely and, when possible, attempt to mitigate the risk associated with them. Historically,
we have implemented price increases on our products to offset price increases in the raw materials that we use, and developed new supplier
relationships to provide alternative sources for materials and component parts. We have 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. In 2022, we implemented several price increases and surcharges and we announced an 8% price
increase effective in the first quarter of 2023. We have also sought additional production capabilities through capital deployment (such as
our first quarter 2022 purchase of an additional small facility in Ooltewah, TN to be used in the production of small carrier units), by
monitoring currency rates and purchasing currency denominations at advantageous times, and by relying more heavily on our in-house
fabrication capabilities.

Trends and Outlook

Based on our strong backlog, the surcharge and price increases we have implemented and the current status of our process
improvements, our operating results improved towards the end of 2022, and we believe we are well positioned to continue enhancing
operating results. However, our performance will be heavily influenced by, among other things, whether supply chain constraints and
inflationary pressures worsen, the continuing impact of the war in Ukraine or other geopolitical factors, and the threat of recession and
general economic factors. The impact of these factors remains largely out of our control, and we currently anticipate that these factors will
continue to have an adverse impact on our production capabilities, financial results and cash flow during 2023.

Critical Accounting Policies

Our 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, estimations 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 credit losses 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 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 asset 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 estimates, 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. Goodwill is reviewed for impairment utilizing a qualitative assessment and, if
necessary, a quantitative assessment. If we perform a qualitative analysis of goodwill and determine that fair value more likely than not
exceeds the carrying value of the reporting unit, no further testing is needed. Alternatively, if we elect to utilize a quantitative assessment,
an impairment loss would be recognized to the extent that the carrying value of the reporting unit exceeds its fair value, not to exceed the
carrying value of the goodwill. 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.

Income Taxes

Our income tax expense, deferred tax assets and liabilities for unrecognized tax benefits reflect management’s best assessment of
estimated current and future taxes to be paid. We are subject to income taxes in both the United States and foreign jurisdictions. Significant
judgments and estimates are required in determining the consolidated income tax expense. When calculating a provision for income tax for
each of the years presented in the consolidated statements of income and deferred tax assets and liabilities as of each date presented in the
consolidated balance sheets, we make significant estimates related to tax depreciation and inventory capitalization that are subject to review
and that may change significantly prior to filing our income tax return. As such, the estimates made to calculate current and deferred tax
expense represent a critical accounting estimate which could materially change in future periods.

Deferred income taxes arise from temporary differences between the tax basis of assets and liabilities and their reported amounts
in the financial statements, which will result in deductible or taxable amounts in the future. In evaluating our ability to recover our deferred
tax assets within the jurisdiction from which they arise, we consider all available positive and negative evidence, including scheduled
reversals of deferred tax liabilities, projected future taxable income, tax-planning strategies, and results of recent operations. The assumptions
about future taxable income require significant judgment and are consistent with the plans and estimates we use to manage the underlying
businesses.

The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations in
multiple jurisdictions. Accounting Standards Codification (“ASC”) 740 states that a tax benefit from an uncertain tax position may be
recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals
or litigation process, on the basis of the technical merits.

We record unrecognized tax benefits as liabilities in accordance with ASC 740 and adjust these liabilities when our judgment
changes because of the evaluation of new information not previously available to us. Because of the complexity of some of these
uncertainties, the ultimate resolution may result in a payment that is materially different from our current estimate of the unrecognized tax
benefit liabilities. These differences will be reflected as increases or decreases to income tax expense in the period in which new information
is available.

Revenues

Under our accounting policies, revenues are recognized when obligations under the terms of a contract with a customer are satisfied.
Generally, this occurs upon shipment, which is when control has transferred to independent distributors or other customers. From time to
time, revenue is recognized under a bill and hold arrangement. Recognition of revenue on bill and hold arrangements occurs when control
transfers to the customer. Our policy requires the reason for the bill and hold arrangement to be substantive, and the product to be separately
identified as belonging to the customer, ready for physical transfer, and unavailable to be used or directed to another customer.

Revenue is measured as the amount of consideration expected to be received in exchange for the transfer of products. Sales and
other taxes collected concurrent with revenue-producing activities are excluded from revenue. Warranty related costs are recognized as an
expense at the time products are sold. Depending on the terms of the arrangement, for certain contracts the Company may defer the
recognition of a portion of the consideration received because a future obligation has not yet been satisfied, such as an extended service
contract. An observable stand-alone selling price for separate performance obligations or a cost plus margin approach is utilized when one
is not available.

While we manufacture only the bodies of wreckers and car carriers, which are installed on truck chassis manufactured by third
parties, we frequently purchase truck chassis for resale to our customers. Sales of company-purchased truck chassis are included in net sales.
Margin percentages are substantially lower on completed recovery vehicles containing company-purchased chassis.

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 transactions denominated in a currency other than the functional currency
are remeasured into the functional currency. Gains and losses resulting from foreign currency transactions are included in other (income)
expense, net in our consolidated statements of income.

Results of Operations

The following table sets forth, for the years indicated, the components of the consolidated statements of income expressed as

a percentage of net sales.

Net Sales
Costs of operations

Gross Profit

Operating Expenses:

Selling, general and administrative

Non-operating (income) expenses

Interest expense, net
Other (income) expense, net

Total expenses, net

Income before income taxes

2022
100.0 %
90.3 %
9.7 %

2021
100.0 %
90.3 %
9.7 %

2020
100.0 %
88.0 %
12.0 %

6.2 %

0.4 %
0.1 %
6.7 %
3.0 %

6.4 %

0.2 %
0.1 %
6.7 %
3.0 %

6.1 %

0.2 %
(0.1)%
6.2 %
5.8 %

Year Ended December 31, 2022 Compared to Year Ended December 31, 2021

Net sales were $848,456 for the year ended December 31, 2022, compared to $717,476 for the year ended December 31, 2021, an
increase of 18.3%. The increase in our revenue stream was largely attributable to improvement in supply chain disruptions during the latter
part of the year, which was in part due to onboarding of new suppliers as well as reengineering our products to overcome part scarcity. Net
domestic sales increased from $627,573 for the year ended December 31, 2021 to $765,307 for the year ended December 31, 2022, and net
foreign sales decreased from $89,903 to $83,149 during the same periods.

Costs of operations also increased 18.3% to $766,037 for the year ended December 31, 2022 from $647,624 for the year ended
December 31, 2021. Overall, costs of operations as a percentage of net sales remained consistent at 90.3% for both the year ended
December 31, 2022 and the year ended December 31, 2021. The sales price increases implemented in the second half of 2022 offset the
dramatic rise of our component part costs during the first half of the year.

Selling, general and administrative expenses for the year ended December 31, 2022 increased to $52,827 from $46,233 for the year
ended December 31, 2021, primarily due to increased employee compensation and continued inflationary pressures. In addition, we
experienced increases in travel related expenses as marketing activites resumed and we intensified efforts to expand our supply chain network
during 2022. As a percentage of net sales, selling, general and administrative expenses decreased to 6.2% for 2022 from 6.4% for 2021.

Interest expense, net increased to $3,379 for the year ended December 31, 2022 from $1,355 for the year ended December 31, 2021.
Increases in interest expense, net were primarily due to an increase in interest payments on distributor floor planning, as well interest
payments on the credit facility.

When the Company has transactions that are denominated in a currency other than its functional currency, the Company is exposed
to foreign currency transaction risk and must record gains and losses through other (income) expense when the related balance sheet items
are remeasured in the functional currency of the Company. Other (income) expense, net is composed primarily of these foreign currency
exchange gains and losses, with the remainder being composed of gains and losses on disposals of equipment. The Company experienced a
net foreign currency exchange loss of $669 for 2022 compared to a net exchange loss of $536 for 2021.

The provision for income taxes for the years ended December 31, 2022 and 2021 reflects a combined federal, state and foreign tax
rate of 21.0% and 25.3%, respectively, which corresponds to a tax provision of $5,386 for 2022 as compared to $5,511 for 2021. Our tax
rate in 2022 compares favorably to 2021 primarily due to an increased percentage of income recognized in foreign jurisdictions with higher
statutory rates during 2021, which also prohibited the Company from recognizing certain domestic deductions which reward higher levels
of domestic earnings in comparison to earnings from foreign jurisdictions during 2021. For more information on the effective tax rate, see
Note 6 to our Consolidated Financial Statements.

Year Ended December 31, 2021 Compared to Year Ended December 31, 2020

For a comparison of the 2021 to 2020 reporting periods, see Part II, Item 7. Management’s Discussion and Analysis of Financial
Condition and Results of Operations – “Results of Operations – Year Ended December 31, 2021 Compared to Year Ended December 31,
2020” of our Annual Report on Form 10-K filed on March 9, 2022 for the fiscal year ended December 31, 2021.

Liquidity and Capital Resources

Cash used in operating activities during 2022 was $19,155, compared to $15,268 cash provided by operating activities during 2021.
Cash provided by operating activities is generally attributable to the receipt of payments from our customers as settlement of their contractual
obligation once we have fulfilled all performance obligations related to our contracts with them. These cash receipts are netted with payments
for purchases of inventory, payments for materials used in manufacturing, and other payments that are necessary in the ordinary course of
our operations, such as those for utilities and taxes. During 2022, we continued to increase purchases of materials, components and chassis
to ramp up production to meet our historic demand levels and to mitigate various supply chain disruptions. These factors coupled with the
increased costs of inventory and labor caused cash provided by operating activities to be exceeded by cash used in operation activities in
2022. During 2021, we used available cash flow from operations toward similar working capital needs, to pay for capital expenditures, and
to pay dividends.

Cash used in investing activities during 2022 was $28,931, compared to $9,059 used during 2021. The cash used in investing
activities for 2022 and 2021 was primarily for the purchase of property, plant and equipment, including an aircraft purchased in 2022 which
is used to enhance our marketing efforts, establish and maintain our relationships with key suppliers and visit our facilities that are not easily
accessible via commercial air travel. We also continued to invest in manufacturing automation, ERP system enhancements and employee
safety initiatives during 2022.

Cash provided by financing activities during 2022 was $36,765, compared to $8,238 used during 2021. The cash provided by
financing activities in 2022 was attributable to advances on the credit facility of $45,000, offset by dividend payments of $8,220 and an
immaterial amount of payments on finance lease obligations. The cash used in financing activities in 2021 was primarily attributable to
dividend payments of $8,216 and an immaterial amount of payments on finance lease obligations.

As of December 31, 2022, we had cash and cash equivalents of $40,153. Our primary cash requirements include working capital,
capital expenditures, the funding of any declared cash dividends and principal and interest payments on indebtedness. During 2022, supply
chain bottlenecks required us to continue allocating cash to working capital at higher than our normal levels in order to allow inventory to
be produced to completion as quickly as the supply chain allowed. Accounts payable balances and raw materials and work in process
inventory balances at December 31, 2022 increased significantly when compared to the prior year balances. Such constraints also impacted
our ability to reduce our backlog, which remain at historically high levels. These supply chain disruptions and bottlenecks improved
substantially over the second half of 2022 but are continuing into 2023. However, we are optimistic that our efforts to supplement our
supplier network and reengineer our products will improve our ability to finalize deliveries on a timely basis throughout 2023, allowing cash
to be allocated consistent with the Company’s past practices and the buildup in backlog to be reduced.

At December 31, 2022, we had commitments of approximately $6,351 for the acquisition of property and equipment. As of
December 31, 2022, we also had commitments of $2,565 in software license fees, all of which is expected to be settled over the next three
years. In addition, as of December 31, 2022 we had purchase obligations of $94,356 arising from open purchase orders, which increased
from $90,494 at December 31, 2021 as a result of materials and component cost increases and ramp up of production to meet customer
demand. We expect all such purchase order obligations will be settled during 2023.

We expect our primary sources of cash to be cash flow from operations and cash and temporary investments on hand at
December 31, 2022, with borrowings under our credit facility being available as needed. We expect these sources to be sufficient to satisfy
our cash needs during 2023 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, regulatory and other factors discussed
above and elsewhere in this Annual Report, as well as financial, business and other factors, many of which are beyond our control.

At December 31, 2022 and 2021, $18,254 and $28,983, respectively, of the Company’s cash and temporary investments were held
by foreign subsidiaries based in the local currency. We do not currently have plans to repatriate undistributed foreign earnings to the United
States and have not determined any timeline or amount for any such future distributions.

For a discussion of the 2021 reporting period, see Part II, Item 7. Management’s Discussion and Analysis of Financial Condition
and Results of Operations - “Liquidity and Capital Resources” of our Annual Report on Form 10-K filed on March 9, 2022 for the fiscal
year ended December 31, 2021.

Credit Facility and Other Obligations

Credit Facility

On December 21, 2020, we amended and restated our loan agreement with First Horizon Bank (successor in interest to First
Tennessee Bank National Association) (“First Horizon”). The loan agreement provided for a $50 million unsecured revolving credit facility
with a maturity date of May 31, 2027. Borrowings under the credit facility bore interest at the LIBOR Rate (as defined in the loan agreement)
plus 1.00% or 1.25% per annum, and we are required to pay a quarterly non-usage fee at a rate per annum equal to between 0.15% and
0.35% of the unused amount of the credit facility. The credit facility contains customary representations and warranties, events of default
and financial, affirmative and negative covenants for loan agreements of this kind.

Amended and restated covenants under the credit facility restrict payment of cash dividends if we would be in violation of the

minimum tangible net worth test or the leverage ratio test as a result of the dividend, among other restrictions.

On October 28, 2022, we entered into a first amendment to the loan agreement with First Horizon. Among other things, the
amendment increased availability under the credit facility to a maximum principal amount of $100,000, made certain technical and
operational adjustments necessary to implement one month Term SOFR as the primary interest rate index under the facility and added a new
asset coverage financial covenant test. All other material terms and conditions of the credit facility remained unchanged.

We were in compliance with all covenants under the credit facility as of December 31, 2022.

Outstanding Borrowings

As of December 31, 2022 and 2021, the Company had $45,000 and $0 borrowings outstanding under the credit facility, respectively,

and retains a balance of $45,000 at February 28, 2023.

Changes in interest rates affect the interest paid on indebtedness under our credit facility because the outstanding amounts of
indebtedness under our current credit facility are subject to variable interest rates. Under our credit facility, the non-default rate of interest
is equal to the one month Term SOFR plus 1.00% or 1.25% per annum, depending on our leverage ratio, for a rate of interest of 5.47% at
December 31, 2022. 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 year ended December 31, 2022.

Other Long-Term Obligations

Prior to applying a discount rate to our lease liabilities, we had approximately $926 in non-cancellable operating lease obligations
and no non-cancellable finance lease obligations at December 31, 2022. Leases with original contractual terms less than one year were
excluded from non-cancellable lease obligations.

During 2021, we completed phase one of our enterprise software solution implementation and we continue to implement additional
functionality available in the solution during 2022. We expect this software to substantially improve our administrative efficiency and
customer service levels. We have $2,565 in remaining contractual payments under our agreement with the software provider, which extends
through 2025.

Recent Accounting Pronouncements

Recently Issued Standards

In October 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-08,
Business Combinations (Topic 805). The update provides guidance on how to measure and recognize contract assets and contract liabilities
when purchased as part of a business combination. According to the guidance, the acquirer must follow ASC Topic 606 in accounting for

the contract asset or contract liability being purchased. The amendments in the update will be effective for financial statements beginning
after December 15, 2022, including interim periods within those fiscal years. The Company will apply the amendments prospectively. The
adoption of this update will not have a material impact on the Company’s consolidated financial statements and related disclosures.

In March 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2022-02,
Financial Instruments – Credit Losses (Topic 326). The update will require entities with financing receivables to disclose gross write-offs
by year of origination of the receivable. The amendments in the update will be effective for fiscal years beginning after December 15, 2022,
including interim periods within those fiscal years, and will be applied prospectively. The adoption of this update will not have a material
impact on the Company’s consolidated financial statements and related disclosures.Recently Adopted Standards.

During the first quarter of 2021, the Company adopted ASU 2019-12 Income Taxes (Topic 740), which among other things requires
the Company to recognize franchise tax that is partially based on income as an income-based tax. The Company applied the amendments in
the update on a modified retrospective basis, which did not have a material impact on the Company’s consolidated financial statements or
related disclosures.

During the first quarter of 2022, the Company adopted ASU 2021-10, Government Assistance (Topic 832), which requires certain
disclosures about transactions with a government that are accounted for by applying a grant or contribution accounting model by analogy.
The amendments require disclosure of information about the nature of the transactions and the related accounting policy used to account for
the transactions, information regarding the line items within the consolidated financial statements that are affected by the transactions, and
significant terms and conditions of the transactions. The adoption of this update did not have a material impact on the Company’s condensed
consolidated financial statements and related disclosures.

ITEM 7A. 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. Unless the context indicates otherwise, all dollar amounts in this
“Item 7A. Quantitative and Qualitative Disclosures About Market Risk” are in thousands.

Interest Rate Risk

Changes in interest rates affect the interest paid on indebtedness under our current credit facility because the outstanding amounts
of indebtedness under our current credit facility are subject to variable interest rates. Under our current credit facility, the non-default rate
of interest is equal to the one month Term SOFR per annum, depending on our leverage ratio, for a rate of interest of 5.47% at December 31,
2022. 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 year ended December 31, 2022.

Foreign Currency 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.

During the years ended December 31, 2022, 2021, and 2020 the impact of foreign currency exchange rate changes on our results

of operations and cash flows was a net foreign currency exchange loss of $669, loss of $536, and gain of $685, respectively.

Because we report in U.S. dollars on a consolidated basis, foreign currency exchange fluctuations could have a translation impact
on our financial position. During 2022, we recognized a $4,228 decrease in our foreign currency translation adjustment account because of
the weakening of the U.S. dollar against certain foreign currencies, primarily the euro, compared to a decrease of $2,156 during 2021 and
an increase of $2,714 during 2020.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The response to this item is included in Part IV, Item 15 of this Annual Report.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL

DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive
Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as defined
in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of the end of the period covered by this Annual Report.
Based upon this evaluation, our Chief Executive Officer and our Chief Financial Officer have concluded that the disclosure controls and
procedures were effective as of the end of the period covered by this Annual Report to ensure that information required to be disclosed in
our 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.

Changes in Internal Control over Financial Reporting

There were no significant changes in our internal control over financial reporting that occurred during our most recent fiscal quarter

that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting

Management’s Report on Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in
Rules 13a-15(f) and 15d-15(f) under the Exchange Act). Our internal control over financial reporting is a process designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external
purposes in accordance with accounting principles generally accepted in the United States of America. The Company’s internal control over
financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of consolidated financial statements in accordance with U.S. generally accepted accounting
principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and
directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use,
or disposition of the Company’s assets that could have a material effect on the consolidated financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may be inadequate because of changes in
conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2022.
In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway
Commission in “Internal Control—Integrated Framework” (2013). Based on our assessment under those criteria, we concluded that, as of
December 31, 2022, we maintained effective internal control over financial reporting.

Elliott Davis, LLC, the independent registered public accounting firm who audited the Company’s consolidated financial statements
included in this Annual Report, has issued an audit report on the effectiveness of the Company’s internal control over financial reporting as
of December 31, 2022, which appears herein.

March 8, 2023

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of Miller Industries, Inc.:

Opinion on the Internal Control Over Financial Reporting
We have audited Miller Industries, Inc. and its subsidiaries’ (the “Company”) internal control over financial reporting as of December 31,
2022, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of
the Treadway Commission in 2013. In our opinion, the Company maintained, in all material respects, effective internal control over financial
reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission in 2013.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”),
the consolidated balance sheets as of December 31, 2022 and 2021, the related consolidated statements of income, comprehensive income,
shareholders' equity and cash flows for each of the three years in the period ended December 31, 2022, and the related notes to the
consolidated financial statements and financial statement schedule listed in the index at Item 15 of the Company and our report dated March
8, 2023, expressed an unqualified opinion.

Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the
effectiveness of internal control over financial reporting in the accompanying Management’s Report on Internal Control over Financial
Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are
a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with
U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our
audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included
performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis
for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting
A company's internal control over financial reporting is a process designed 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. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance
of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of
management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of
any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Elliott Davis, LLC
Chattanooga, Tennessee
March 8, 2023

ITEM 9B. OTHER INFORMATION

Board Refreshment and Other Corporate Governance Matters

Since late January 2023, the Company has been in discussions with one of its shareholders regarding Board refreshment and other
corporate governance matters. These discussions are continuing but no agreement has been reached with such shareholder regarding these
matters as of the filing of this report, and there is no certainty that any such agreement will be reached.

Executive Compensation

2023 NEO Annual Bonuses

On March 6, 2023, the Compensation Committee of the Board of Directors (the “Compensation Committee”) of the Company

approved 2023 annual bonuses for the Company’s named executive officers who were serving as executive officers on December 31,
2022. The information set forth in the table below was based in part on input from a compensation consultant engaged by the
Compensation Committee.

Executive Officer
William G. Miller II
Jeffrey I. Badgley
Deborah L. Whitmire
Vincent Tiano
Josias Reyneke
Jamison Linden

Title
President and Chief Executive Officer
President of International and Military
Executive Vice President, Chief Financial Officer and Treasurer
Vice President and Chief Revenue Officer
Vice President and Chief Information Officer
Vice President and Chief Manufacturing Officer

2023 Annual Bonus

355,020
236,680
147,926
147,926
147,926
147,926

ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

PART III

The Proxy Statement for our Annual Meeting of Shareholders, to be filed with the Securities and Exchange Commission pursuant
to Regulation 14A not later than 120 days after the end of our 2022 fiscal year, will contain information relating to our directors and audit
committee, compliance with Section 16(a) of the Exchange Act (if there are any applicable delinquencies to report), and our code of ethics
applicable to our chief executive, financial and accounting officers, which information is incorporated by reference herein. Information
relating to our executive officers is included in Part I, Item 1 of this Annual Report.

Delinquent Section 16(a) Reports

Under U.S. securities laws, directors, certain officers and persons holding more than 10% of our common stock must report their
initial ownership of our common stock and any changes in their ownership to the SEC. The SEC has designated specific due dates for these
reports and we must identify in this Proxy Statement those persons who did not file these reports when due. Based solely on our review of
copies of the reports filed with the SEC and the written representations of our directors and executive officers, we believe that all reporting
requirements for fiscal year 2022 were complied with by each person who at any time during the 2022 fiscal year was a director or an
executive officer, except for the following: Ms. Whitmire and Mr. Reyneke filed a Form 4 one day late on March 4, 2022; Mr. Miller II filed
a Form 4 four days late on March 7, 2022; and, Mr. Madonia filed a Form 4 five days late on March 8, 2022. In each case, the late Form 4
reported an award of time-based restricted stock units received March 1, 2022.

ITEM 11. EXECUTIVE COMPENSATION

The Proxy Statement for our Annual Meeting of Shareholders, to be filed with the Securities and Exchange Commission pursuant
to Regulation 14A not later than 120 days after the end of our 2022 fiscal year, will contain our compensation committee report, information
relating to director and executive officer compensation and information relating to compensation committee interlocks and insider
participation, each of which is incorporated by reference herein.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED

STOCKHOLDER MATTERS

The Proxy Statement for our Annual Meeting of Shareholders, to be filed with the Securities and Exchange Commission pursuant
to Regulation 14A not later than 120 days after the end of our 2022 fiscal year, will contain information relating to security ownership of
certain beneficial owners and management, which information is incorporated by reference herein.

The Proxy Statement will also contain information relating to our equity compensation plans, which information is incorporated by

reference herein.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The Proxy Statement for our Annual Meeting of Shareholders, to be filed with the Securities and Exchange Commission pursuant
to Regulation 14A not later than 120 days after the end of our 2022 fiscal year, will contain information relating to certain relationships and
related transactions between us and certain of our directors and executive officers, which information is incorporated by reference herein.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The Proxy Statement for our Annual Meeting of Shareholders, to be filed with the Securities and Exchange Commission pursuant
to Regulation 14A not later than 120 days after the end of our 2022 fiscal year, will contain information relating to the fees charged and
services provided by Elliott Davis, LLC, our principal accountants, and our pre-approval policy and procedures for audit and non-audit
services, which information is incorporated by reference into this Annual Report.

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)

The following documents are filed as part of this Annual Report:

Financial Statements

Description

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets as of December 31, 2022 and 2021

Consolidated Statements of Income for the years ended December 31, 2022, 2021 and 2020

Consolidated Statements of Comprehensive Income for the years ended December 31, 2022, 2021 and 2020

Page
Number
in Report

F-2

F-3

F-4

F-5

Consolidated Statements of Shareholders’ Equity for the years ended December 31, 2022, 2021 and 2020

Consolidated Statements of Cash Flows for the years ended December 31, 2022, 2021 and 2020

Notes to Consolidated Financial Statements

Financial Statement Schedules

F-6

F-7

F-8

The following Financial Statement Schedule for the Registrant is filed as part of this Report and should be read in conjunction with

the Consolidated Financial Statements:

Description

Schedule II - Valuation and Qualifying Accounts

Page
Number
in Report

F-20

All schedules, except those set forth above, have been omitted since the information required is included in the financial statements

or notes or have been omitted as not applicable or not required.

Exhibits

The following exhibits are required to be filed with this Report by Item 601 of Regulation S-K:

Description

3.1

3.2

Charter, as amended, of the Registrant

Second Amended and Restated Bylaws of the

Registrant

3.3

Third Amended and Restated Bylaws of the

Registrant

4.1

10.1

Description of the Registrant’s Securities

Form of Noncompetition Agreement between the
Registrant and certain officers of the Registrant

Incorporated
by Reference
to Registration
File Number

—

Form or
Report

Date of Report

Form 10-K

April 22, 2002

Form 10-K

March 6, 2019

Exhibit
Number in
Report

3.1

3.2

Form 10-Q

August 3, 2022

3.1

Form 10-K

March 4, 2020

4.1

33-79430

S-1

August 1994

10.28

10.2

Form of Indemnification Agreement by and

—

Form 10-Q

between the Registrant and each of Theodore H.
Ashford, III, Jeffrey I. Badgley, A. Russell
Chandler, III, Frank Madonia, William G. Miller,
William G. Miller, II, Josias W. Reyneke, Leigh
Walton, Deborah L. Whitmire, and Richard H.
Roberts **

September 14,
1998

10.3

Miller Industries, Inc. 2005 Equity Incentive

—

Plan**

Schedule
14A

May 2, 2005

Annex B

10.4

2013 Non-Employee Director Stock Plan**

Description

10.5

Amendment No. 1 to Miller Industries, Inc. 2013

Non-Employee Director Stock Plan**

10.6

Miller Industries, Inc. 2016 Stock Incentive Plan

10.7

Amended and Restated Loan Agreement, dated as

of December 21, 2020, by and among the
Registrant, certain of the Registrant’s wholly-
owned subsidiaries, and First Horizon Bank

10.8

Amended and Restated Master Revolving Credit

Note dated as of December 21, 2020 issued by the
Registrant to First Horizon Bank

10.9

Form of Restricted Stock Unit Award

Agreement**

10.10

Commitment Letter from First Horizon Bank to

Registrant, dated August 2, 2022

10.11

First Amendment to the Amended and Restated

Loan Agreement, dated as of October 28, 2022, by
and among the Registrant, certain of the
Registrant’s wholly-owned subsidiaries, and First
Horizon Bank

10.12

Amended and Restated Master Revolving Credit
Note dated as of October 28, 2022, issued by the
Registrant to First Horizon Bank

23.1

Subsidiaries of the Registrant*

Consent of Elliott Davis, LLC*

Power of Attorney (see signature page)

31.1

Certification Pursuant to Rules

13a-14(a)/15d-14(a) by Chief Executive Officer*

31.2

Certification Pursuant to Rule 13a-14(a)/15d-14(a)

by Chief Financial Officer*

Incorporated
by Reference
to Registration
File Number
—

—

Form or
Report
Schedule
14A

Date of Report

April 22, 2013

Exhibit
Number in
Report
Annex A

Form 8-K

March 15, 2017

10.1

April 19, 2017 Appendix

Schedule
14A

Form 8-K

December 23,
2020

10.1

10.2

Form 8-K

December 23,
2020

Form 8-K

March 7, 2022

10.1

Form 10-Q

August 3, 2022

Form 8-K

November 3,
2022

10.1

—

Form 8-K

November 3,
2022

10.2

Incorporated
by Reference
to Registration
File Number

Form or
Report

Date of Report

Exhibit
Number in
Report

32.1

32.2

Description

Certification Pursuant to Section 1350 of Chapter
63 of Title 18 of United States Code by Chief
Executive Officer±

Certification Pursuant to Section 1350 of Chapter
63 of Title 18 of United States Code by Chief
Financial Officer±

101.INS

Inline XBRL Instance Document – the instance
document does not appear in the Interactive Data
File because its XBRL tags are embedded within
the Inline XBRL document.

101.SCH

Inline XBRL Taxonomy Extension Schema
Document

101.CAL

Inline XBRL Taxonomy Extension Calculation
Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Definition
Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label
Linkbase Document

101.PRE

Inline XBRL Taxonomy Extension Presentation
Linkbase Document

104

The cover page from the Company’s Annual
Report on Form 10-K for the year ended
December 31, 2022, has been formatted in Inline
XBRL

* Filed herewith.

± Exhibit is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subjected to

the liabilities of that Section. This exhibit shall not be incorporated by reference into any given registration statement or other
document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a
filing.

** Management contract or compensatory plan or arrangement.

(b) The Registrant hereby files as exhibits to this Annual Report the exhibits set forth in Item 15(a)3 hereof.

(c) The Registrant hereby files as financial statement schedules to this Annual Report the financial statement schedules set forth in

Item 15(a)2 hereof.

ITEM 16. FORM 10-K SUMMARY

None.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2022 AND 2021

CONSOLIDATED STATEMENTS OF INCOME FOR THE YEARS ENDED DECEMBER 31, 2022, 2021 AND 2020

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2022,
2021 AND 2020

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY FOR THE YEARS ENDED DECEMBER 31, 2022,
2021 AND 2020

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2022, 2021 AND 2020

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SCHEDULE II –VALUATION AND QUALIFYING ACCOUNTS

F-2

F-3

F-4

F-5

F-6

F-7

F-8

F-20

F-1

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of Miller Industries, Inc.:

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Miller Industries, Inc. and its subsidiaries (the “Company”) as of
December 31, 2022 and 2021, the related consolidated statements of income, comprehensive income, shareholders' equity and cash flows
for each of the three years in the period ended December 31, 2022, and the related notes to the consolidated financial statements and financial
statement schedule listed in the index at Item 15 (collectively, the “financial statements”). In our opinion, the financial statements present
fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and
its cash flows for each of the three years in the period ended December 31, 2022, in conformity with accounting principles generally accepted
in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the
Company's internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013, and our report dated March 8,
2023, expressed an unqualified opinion on the effectiveness of the Company's internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the
Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be
independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the
Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our
audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud,
and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts
and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made
by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable
basis for our opinion.

Critical Audit Matter

Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be
communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2)
involved our especially challenging, subjective, or complex judgments. We determined that there were no critical audit matters.

/s/ Elliott Davis, LLC

We have served as the Company’s auditor since 2003.
Chattanooga, Tennessee
March 8, 2023

F-2

MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2022 AND 2021

(In thousands, except share data)

ASSETS
CURRENT ASSETS:

Cash and temporary investments
Accounts receivable, net of allowance for credit losses of $1,319 and $1,155 at December 31, 2022
and December 31, 2021, respectively
Inventories, net
Prepaid expenses

Total current assets

NONCURRENT ASSETS:

Property, plant and equipment, net
Right-of-use assets - operating leases
Goodwill
Other assets

TOTAL ASSETS

LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:

Accounts payable
Accrued liabilities
Income taxes payable
Current portion of operating lease obligation
Current portion of finance lease obligation

Total current liabilities

NONCURRENT LIABILITIES:

Long-term obligations
Noncurrent portion of operating lease obligation
Deferred income tax liabilities

Total liabilities

COMMITMENTS AND CONTINGENCIES (Note 5)

SHAREHOLDERS’ EQUITY:

Preferred stock, $0.01 par value; 5,000,000 shares authorized, none issued or outstanding
Common stock, $0.01 par value; 100,000,000 shares authorized, 11,416,716 and 11,410,728
outstanding at December 31, 2022 and December 31, 2021, respectively
Additional paid-in capital
Accumulated surplus
Accumulated other comprehensive loss

Total shareholders’ equity

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

2022

2021

40,153

54,332

177,663
153,656
4,576
376,048

112,145
909
11,619
708
501,429

125,500
27,904
2,430
311
—
156,145

45,000
597
6,230
207,972

153,977
114,908
5,751
328,968

95,293
1,231
11,619
533
437,644

121,746
22,779
2,087
361
15
146,988

—
870
5,170
153,028

—

114
152,392
150,124
(9,173)
293,457
501,429

114
151,449
137,998
(4,945)
284,616
437,644

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

F-3

MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME
FOR THE YEARS ENDED DECEMBER 31, 2022, 2021 AND 2020

(In thousands, except per share data)

NET SALES
COSTS OF OPERATIONS

GROSS PROFIT

OPERATING EXPENSES:

Selling, general and administrative expenses

NON-OPERATING (INCOME) EXPENSES:

Interest expense, net
Other (income) expense, net
Total expense, net

INCOME BEFORE INCOME TAXES
INCOME TAX PROVISION
NET INCOME

BASIC INCOME PER COMMON SHARE
DILUTED INCOME PER COMMON SHARE

CASH DIVIDENDS DECLARED PER COMMON SHARE

WEIGHTED AVERAGE SHARES OUTSTANDING:

Basic
Diluted

2022

2021

2020

848,456
766,037
82,419

717,476
647,624
69,852

651,286
572,928
78,358

52,827

46,233

39,714

3,379
481
56,687

25,732
5,386
20,346

1.78
1.78

0.72

$
$

1,355
498
48,086

21,766
5,511
16,255

1.42
1.42

0.72

$
$

1,215
(668)
40,261

38,097
8,267
29,830

2.62
2.62

0.72

$
$

11,417
11,417

11,411
11,411

11,405
11,405

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

F-4

MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2022, 2021 AND 2020

(In thousands)

NET INCOME

OTHER COMPREHENSIVE INCOME (LOSS):

Foreign currency translation adjustment
Total other comprehensive income (loss)

2022
20,346

2021
16,255

2020
29,830

(4,228)
(4,228)

(2,156)
(2,156)

2,714
2,714

COMPREHENSIVE INCOME

16,118

14,099

32,544

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

F-5

MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2022, 2021 AND 2020

(In thousands, except share data)

Common
Stock

BALANCE, January 1, 2020 (Revised)
Components of comprehensive income:

Net income
Foreign currency translation adjustment

Total comprehensive income
Issuance of common stock to non-employee directors (5,366)
Dividends paid, $0.72 per share

BALANCE, December 31, 2020 (Revised)
Components of comprehensive income:

Net income
Foreign currency translation adjustment

Total comprehensive income
Issuance of common stock to non-employee directors (5,260)
Dividends paid, $0.72 per share

BALANCE, December 31, 2021 (Revised)
Components of comprehensive income:

Net income
Foreign currency translation adjustment

Total comprehensive income
Issuance of common stock to non-employee directors (5,988)
Stock-based compensation on nonvested restricted stock units
Dividends paid, $0.72 per share
BALANCE, December 31, 2022

114

—
—
—
—
—
114

—
—
—
—
—
—
114

Additional
Paid-In
Capital
151,055

—
—
—
194
—
151,249

—
—
—
200
—
151,449

Accumulated

Other

Accumulated Comprehensive

Surplus
108,341

29,830
—
29,830
—
(8,212)
129,959

16,255
—
16,255
—
(8,216)
137,998

Loss

(5,503)

Total
254,007

—
2,714
2,714
—
—
(2,789)

—
(2,156)
(2,156)
—
—
(4,945)

29,830
2,714
32,544
194
(8,212)
278,533

16,255
(2,156)
14,099
200
(8,216)
284,616

—
—
—
200
743
—
$ 152,392

20,346
—
20,346
—
—
(8,220)
$ 150,124

—
(4,228)
(4,228)
—
—
—

20,346
(4,228)
16,118
200
743
(8,220)
(9,173) $ 293,457

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

F-6

MILLER INDUSTRIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2022, 2021 AND 2020

(In thousands)

OPERATING ACTIVITIES:

Net income
Adjustments to reconcile net income to net cash flows from operating activities:

Depreciation and amortization
(Gain) Loss on disposal of property, plant and equipment
Provision for credit losses
Issuance of non-employee director shares
Stock-based compensation on nonvested restricted stock units
Deferred tax provision

Changes in operating assets and liabilities:

Accounts receivable
Inventories
Prepaid expenses
Other assets
Accounts payable
Accrued liabilities
Income taxes payable

Net cash flows from operating activities

INVESTING ACTIVITIES:

Purchases of property, plant and equipment
Proceeds from sale of property, plant and equipment
Net cash flows from investing activities

FINANCING ACTIVITIES:

Net borrowings under credit facility
Payments of cash dividends
Net payments on other long-term obligations
Finance lease obligation payments
Net cash flows from financing activities

EFFECT OF EXCHANGE RATE CHANGES ON CASH AND TEMPORARY
INVESTMENTS
NET CHANGE IN CASH AND TEMPORARY INVESTMENTS
CASH AND TEMPORARY INVESTMENTS, beginning of period
CASH AND TEMPORARY INVESTMENTS, end of period
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash payments for interest
Cash payments for income taxes, net of refunds

$
$

2022

2021

2020

20,346

16,255

29,830

11,762
(53)
174
200
743
1,061

(24,345)
(40,748)
1,130
24
4,485
5,137
929
(19,155)

(28,939)
8
(28,931)

45,000
(8,220)
—
(15)
36,765

(2,858)
(14,179)
54,332
40,153

3,332
1,806

$
$

11,036
(38)
(137)
200
—
1,012

(12,723)
(32,071)
(2,603)
116
33,939
400
(118)
15,268

(9,150)
91
(9,059)

—
(8,216)
—
(22)
(8,238)

(1,160)
(3,189)
57,521
54,332

1,570
5,890

$
$

9,598
17
195
194
—
752

27,375
5,466
1,652
321
(10,881)
(5,194)
1,384
60,709

(17,500)
276
(17,224)

(4,998)
(8,212)
(400)
(21)
(13,631)

1,595
31,449
26,072
57,521

2,052
6,721

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

F-7

MILLER INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

ORGANIZATION AND NATURE OF OPERATIONS

Miller Industries, Inc. and subsidiaries (the “Company”) is The World’s Largest Manufacturer of Towing and Recovery
Equipment.® The principal markets for the Company’s towing and recovery equipment are approximately 80 independent distributors and
the users of towing and recovery equipment located primarily throughout North America, and other customers throughout the world. The
Company’s products are marketed under the brand names of Century®, Challenger®, Holmes®, Champion®, Eagle®, Titan®, JigeTM,
BonifaceTM, Vulcan®, and ChevronTM.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates in the Preparation of Financial Statements

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could
differ from those estimates.

Consolidation

The accompanying consolidated financial statements include the accounts of Miller Industries, Inc. and its subsidiaries. All

significant intercompany transactions and balances have been eliminated.

To facilitate timely reporting, the consolidated financial statements include accounts of certain subsidiaries whose fiscal closing

dates differ from December 31st by 31 days (or less).

Cash and Temporary Investments

Cash and temporary investments include all cash and cash equivalent investments with original maturities of three months or less.

Accounts Receivable

Receivables are stated at their estimated collectible amounts and consist of amounts billed and currently due from customers. The
Company extends credit to customers in the normal course of business. Collections from customers are continuously monitored and an
allowance for credit losses is maintained based on historical experience adjusted for current conditions and reasonable forecasts capturing
country and industry-specific economic factors. The Company also considers any specific customer collection issues. Since the Company’s
trade receivables are largely similar, the Company evaluates its allowance for credit losses as one portfolio segment. At origination, the
Company evaluates credit risk based on a variety of credit quality factors including prior payment experience, customer financial
information, credit ratings, probabilities of default, industry trends and other internal metrics. On an ongoing basis, data by each major
customer is regularly reviewed based on past-due status to evaluate the adequacy of the allowance for credit losses and actual write-offs are
charged against the allowance. Write-offs to the allowance for credit losses were de minimis during each of the years ended December 31,
2022, 2021, and 2020, and with the exception of a de minimis balance, all accounts receivable at December 31, 2022 were generated during
2022. For a rollforward of the allowance for credit losses, see “Schedule II – Valuation and Qualifying Accounts” contained herein.

Inventories

Inventory costs include materials, labor and factory overhead. Inventories are stated at the lower of cost or net realizable value,
determined on a moving average unit cost basis. Appropriate consideration is given to obsolescence, valuation and other factors in

F-8

determining net realizable value. Revisions of these estimates could result in the need for adjustments. Inventories, net of reserves, at
December 31, 2022 and 2021 consisted of the following:

Chassis
Raw materials
Work in process
Finished goods

Property, Plant and Equipment

December 31,
2022

December 31,
2021

18,604
75,934
40,655
18,463
153,656

5,753
59,651
33,994
15,510
114,908

Property, plant and equipment are recorded at cost, less accumulated depreciation. Depreciation for financial reporting purposes is
provided using the straight-line method over the estimated useful lives of the assets. Accelerated depreciation methods are used for income
tax reporting purposes. Estimated useful lives range from 20 to 30 years for buildings and improvements and 5 to 10 years for machinery
and equipment, furniture and fixtures, and software costs. Expenditures for routine maintenance and repairs are charged to expense as
incurred. Internal labor is used in certain capital projects. Fully depreciated assets are retained in property, plant and equipment and
accumulated depreciation until they are removed from service. When assets are retired or otherwise disposed of, the related costs and
accumulated depreciation are removed from the consolidated balance sheets and any resulting gain or loss from disposition is recorded as
other (income) expense, net in the consolidated statements of income in the period realized.

Property, plant and equipment at December 31, 2022 and 2021 consisted of the following:

Land and improvements
Buildings and improvements
Machinery and equipment
Furniture and fixtures
Software costs

Less accumulated depreciation

2022

16,855
83,220
78,959
12,451
10,897
202,382
(90,237)
112,145

2021

15,495
78,144
59,886
11,457
10,383
175,365
(80,072)
95,293

The Company recognized $11,762, $11,036 and $9,598, in depreciation and amortization expense in 2022, 2021 and 2020,

respectively.

The Company capitalizes costs related to software development in accordance with established criteria, and amortizes those costs
to expense on a straight-line basis over five years. System development costs not meeting proper criteria for capitalization are expensed as
incurred.

Income Per Common Share

Income per common share is computed by dividing net income by the weighted average number of common shares outstanding.
The Company had no outstanding stock options and no potential dilutive common shares for the years ended December 31, 2022, 2021, and
2020.

Long-Lived Assets

The Company periodically reviews the carrying amount of its long-lived assets to determine if those assets may not 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.

F-9

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. Goodwill is reviewed for
impairment utilizing a qualitative assessment and, if necessary, a quantitative assessment. If we perform a qualitative analysis of goodwill
and determine that fair value more likely than not exceeds the carrying value of the reporting unit, no further testing is needed. Alternatively,
if we elect to utilize a quantitative assessment, an impairment loss would be recognized to the extent that the carrying value of the reporting
unit exceeds its fair value, not to exceed the carrying value of the goodwill.

Accrued Liabilities

Accrued liabilities consisted of the following at December 31, 2022 and 2021:

Accrued wages, commissions, bonuses and benefits
Accrued products warranty
Other

Income Taxes

2022

2021

11,370
2,098
14,436
27,904

10,056
3,076
9,647
22,779

The Company’s income tax expense, deferred tax assets and liabilities and liabilities for unrecognized tax benefits reflect
management’s best assessment of estimated current and future taxes to be paid. The Company is subject to income taxes in both the United
States and foreign jurisdictions. Significant judgments and estimates are required in determining the consolidated income tax expense.

The Company recognizes as deferred income tax assets and liabilities the future tax consequences of the differences between the
financial statement carrying amounts of existing assets and liabilities and their respective tax bases. The Company considers the need to
record a valuation allowance to reduce deferred tax assets to the amount that is more likely than not to be realized. Tax loss carryforwards,
reversal of deferred tax liabilities, tax planning and estimates of future taxable income are considered in assessing the need for a valuation
allowance.

The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process whereby (1) the
Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the
positions and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount
of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes
interest and penalties related to unrecognized tax benefits within the income tax expense line in the accompanying consolidated statements
of income. Accrued interest and penalties are included within the related tax liability line in the accompanying consolidated balance sheets.

Stock-Based Compensation

Stock compensation expense resulting from shares issued to non-employee directors was $200, $200, and $194 for the years ended

December 31, 2022, 2021 and 2020, respectively.

For more information on stock-based compensation, see Note 4 to our Consolidated Financial Statements.

Product Warranty

The Company generally provides a one-year limited product and service warranty on certain of its products. The Company provides
for the estimated cost of this warranty at the time of sale. These estimates are established using historical information about the nature,
frequency, and average cost of warranty claims. Warranty expense in 2022, 2021 and 2020, was $3,237, $2,416 and $2,915, respectively.

F-10

The table below provides a summary of the warranty liability for December 31, 2022 and 2021:

Accrual at beginning of the year
Provision
Settlement and Other
Accrual at end of year

Credit Risk

2022

2021

3,076
3,237
(4,215)
2,098

3,373
2,416
(2,713)
3,076

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash
investments and trade accounts receivable. The Company places its cash investments with high-quality financial institutions. In addition, the
Company limits the amount of credit exposure through the use of accounts and funds backed by the U.S. Government and its agencies.
However, certain balances in such accounts backed by the U.S. Government exceed insurance limits at times throughout the year. Trade
accounts receivable are generally diversified due to the number of entities comprising the Company’s customer base and their dispersion
across many geographic regions and by frequent monitoring of the creditworthiness of the customers to whom the credit is granted in the
normal course of business. At December 31, 2022, there was one customer with a trade account receivable of 10.63% of the Company’s
total trade receivable. There were no customers with a trade accounts receivable balance greater than 10% at December 31, 2021.

Revenue Recognition

Revenue is recognized when obligations under the terms of a contract with a customer are satisfied. Except for certain extended
service contracts on a small percentage of units sold, the Company’s performance obligations are satisfied, and sales revenue is recognized
when products are shipped from the Company’s facilities. From time to time, revenue is recognized under a bill and hold arrangement.
Recognition of revenue on bill and hold arrangements occurs when control transfers to the customer. Our policy requires the reason for the
bill and hold arrangement to be substantive, and the product to be separately identified as belonging to the customer, ready for physical
transfer, and unavailable to be used or directed to another customer.

Revenue is measured as the amount of consideration expected to be received in exchange for the transfer of products. Sales and
other taxes collected concurrent with revenue-producing activities are excluded from revenue. Warranty related costs are recognized as an
expense at the time products are sold and a reserve is established. Depending on the terms of the arrangement, for certain contracts the
Company may defer the recognition of a portion of the consideration received because a future obligation has not yet been satisfied, such as
an extended service contract. An observable price is used to determine the stand-alone selling price for separate performance obligations or
a cost plus margin approach is utilized when one is not available.

Shipping and Handling Fees and Cost

The Company records revenues earned for shipping and handling as revenue, while the cost of shipping and handling is classified

as cost of operations.

Research and Development

Research and development costs are expensed as incurred and included in cost of operations and to a lesser extent in selling, general
and administrative expenses. Research and development costs amounted to $4,030, $3,564 and $4,718 for 2022, 2021 and 2020, respectively.

Foreign Currency Translation

The functional currency for the Company’s 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 resulting from such translations are included in shareholders’ equity. Intercompany transactions denominated in a
currency other than the functional currency are remeasured into the functional currency. Gains and losses resulting from foreign currency
transactions are included in other (income) expense, net in our consolidated statements of income.

F-11

Recent Accounting Pronouncements

Recently Issued Standards

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805). The update provides guidance on how to
measure and recognize contract assets and contract liabilities when purchased as part of a business combination. According to the guidance,
the acquirer must follow ASC Topic 606 in accounting for the contract asset or contract liability being purchased. The amendments in the
update will be effective for financial statements beginning after December 15, 2022, including interim periods within those fiscal years. The
Company will apply the amendments prospectively. The adoption of this update will not have a material impact on the Company’s
consolidated financial statements and related disclosures.

Recently Adopted Standards

LONG-TERM OBLIGATIONS

Credit Facility

On December 21, 2020, we amended and restated our loan agreement with First Horizon Bank (successor in interest to First
Tennessee Bank National Association) (“First Horizon”). The loan agreement provided for a $50,000 unsecured revolving credit facility
with a maturity date of May 31, 2027. Borrowings under the credit facility bore interest at the LIBOR Rate (as defined in the loan agreement)
plus 1.00% or 1.25% per annum, and we are required to pay a quarterly non-usage fee at a rate per annum equal to between 0.15% and
0.35% of the unused amount of the credit facility.

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 we would be in
violation of the minimum tangible net worth test or the leverage ratio test as a result of the dividend, among other restrictions.

On October 28, 2022, we entered into a first amendment to the loan agreement with First Horizon. Among other things, the
amendment increased availability under the credit facility to a maximum principal amount of $100,000, made certain technical and
operational adjustments necessary to implement the one month Term SOFR Rate (as defined in the loan agreement) as the primary interest
rate index under the facility, and added a new asset coverage financial covenant test. All other material terms and conditions of the credit
facility remained unchanged. From and after the amendment, all borrowings under the credit facility bear interest at the one month Term
SOFR Rate plus 1.00% or 1.25% per annum.

Interest expense on the credit facility was $1,088, $75, and $235 for the years ended December 31, 2022, 2021, and 2020,

respectively. We were in compliance with all covenants under the credit facility as of December 31, 2022.

F-12

The Company had outstanding borrowings of $45,000 under the credit facility at December 31, 2022. The Company had no

outstanding borrowings under the credit facility at December 31, 2021.

Interest Rate Sensitivity

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 is equal
to the one month Term SOFR Rate plus 1.00% or 1.25% per annum, depending on the leverage ratio (for a rate of interest of 5.47% at
December 31, 2022). 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 year ended December 31, 2022.

STOCK-BASED COMPENSATION PLANS

In accordance with the Company’s stock-based compensation plans, the Company may grant incentive stock options as well as
non-qualified and other stock-related incentives to officers, employees and non-employee directors of the Company. At the Annual Meeting
of Shareholders of the Company held on May 26, 2017, the Company’s shareholders voted to approve the Miller Industries, Inc. 2016 Stock
Incentive Plan, pursuant to which 800,000 shares of common stock were reserved for issuance pursuant to awards granted under the plan.
No awards may be granted under the Company’s 2016 Stock Incentive Plan on or after August 1, 2026.

At the Annual Meeting of Shareholders of the Company held on May 24 2013, the Company’s shareholders voted to approve the
Miller Industries, Inc. 2013 Non-Employee Director Stock Plan, pursuant to which each non-employee director is granted an annual award
of our common stock on the first day of each calendar year, with the number of shares being determined by dividing a dollar amount
(currently $50,000) by the closing price of a share of our common stock on the first day of such year (or the closing price on the last preceding
date on which sales of the Company’s common stock were reported).

Restricted Stock Units

During the years ended December 31, 2022, 2021 and 2020, each of our non-employee directors was granted an award of fully-
vested shares of our common stock equal to $50,000 divided by the closing price of the common stock on January 1st of each year (or the
closing price on the last preceding date on which sales of the Company’s stock were reported).

During the year ended December 31, 2022, our board of directors granted restricted stock units to certain of our employees and
executive officers. The restricted stock units vest in equal annual increments over the five years after the date of grant. During the years
ended December 31, 2021 and 2020, our board of directors did not grant equity awards to any employees or executive officers. For more
information on the 2022 grant, see the Company’s 8-K filed on March 7, 2022.

COMMITMENTS AND CONTINGENCIES

Leasing Activities

The Company leases certain equipment and facilities under long-term non-cancellable operating and finance lease agreements. The leases
expire at various dates through 2027. Certain of the lease agreements contain renewal options. For those leases that have renewal options,
the Company included these renewal periods in the lease term if the Company determined it was reasonably certain to exercise the renewal
option. Lease payments during such renewal periods were also considered in the calculation of right-of-use assets and lease obligations.

Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease obligations represent the Company’s
obligation to make lease payments arising from the lease. Lease obligations are recognized at the commencement date based on the present
value of lease payments over the lease term. Right-of-use assets are recognized at the commencement date as the initial measurement of the
lease liability, plus payments made prior to lease commencement and any initial direct costs. As most of the Company’s leases do not provide
an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in
determining the present value of lease payments. The Company’s lease terms may include options to extend or terminate the lease when it
is reasonably certain that the Company will exercise that option. Expense is recognized on a straight-line basis over the lease term for
operating leases. For finance leases, expense is recognized as the expense from straight-line amortization of the right-of-use asset plus the

F-13

periodic interest expense from the lease obligation. Short-term leases have a lease term of twelve months or less. The Company recognizes
short-term leases on a straight-line basis and does not record a related right-of-use asset or lease obligation for such contracts.

Right-of-use assets related to finance leases are included as a component of property, plant and equipment, net on the consolidated balance
sheets and had the following values at December 31, 2022 and December 31, 2021.

Finance lease right-of-use assets
Accumulated amortization
Finance lease right-of-use assets, net

2022

2021

78
(78)
— $

78
(64)
14

A maturity analysis of the undiscounted cash flows of operating and finance lease obligations is as follows:

Remaining lease payments to be paid during the year ended December 31,

2023
2024
2025
2026
2027
Thereafter

Total lease payments
Less imputed interest

Lease obligation at December 31, 2022

Operating Lease
Obligation

324
278
243
80
1
—
926
(19)
908

The lease cost and certain other information during the years ended December 31, 2022, 2021 and 2020 are as follows:

Lease Cost
Finance lease cost:

Amortization of right-of-use assets
Interest on lease obligation

Total finance lease cost
Total long-term operating lease cost
Total short-term operating lease cost

Total lease cost

Other Information
Cash paid for amounts included in the measurement of lease obligation:

Operating cash flows from operating leases
Financing cash flows from finance leases

Right-of-use assets obtained in exchange for new operating lease obligations

2022

2021

2020

14
1
15
387
592
994

387
15

117

22
1
23
419
493
935

419
22

143

21
2
23
399
558
980

397
21

123

The weighted average remaining lease term for operating leases at December 31, 2022 was 3.13 years and there were no finance
leases. The weighted average remaining lease term for operating and finance leases at December 31, 2021 was 3.9 and 0.7, respectively.
The weighted average discount rate for operating leases at December 31, 2022 was 3.16%. The weighted average discount rate for operating
leases and finance leases at December 31, 2021 was 3.1% and 4.0%, respectively. The Company’s subsidiary in the United Kingdom leased

F-14

facilities used for manufacturing and office space from a related party with related lease costs during the year ended December 31, 2022,
2021, and 2020 of $205, $226, and $211, respectively. The Company’s French subsidiary leased a fleet of vehicles from a related party with
related lease costs during the year ended December 31, 2022, 2021, and 2020 of $161, $113, and $114, respectively.

Contingencies

The Company has entered into arrangements with third-party lenders where it has agreed, in the event of default by a distributor
within the independent distributor network, to repurchase from the third-party lender company products repossessed from the independent
distributor 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 $74,122 and $47,883 at December 31, 2022 and 2021, respectively. 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 was not probable and thus not material at December 31, 2022 or 2021. No repurchases of products were
required during 2022 or 2021.

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.

INCOME TAXES

Deferred tax assets and liabilities are determined based on the differences between the financial and tax basis of existing assets and

liabilities using the currently enacted tax rates in effect for the year in which the differences are expected to reverse.

Income before income taxes includes the following components:

United States
Foreign
Total

2022
21,572
4,160
25,732

2021
10,947
10,819
21,766

2020
31,183
6,914
38,097

The provision for income taxes on income consisted of the following for the years ended December 31, 2022, 2021 and 2020:

Current:
Federal
State
Foreign

Deferred:
Federal
State
Foreign

2022

2021

2020

3,225
180
920
4,325

890
91
80
1,061
5,386

1,126
343
3,016
4,485

981
13
32
1,026
5,511

5,099
96
2,344
7,539

734
9
(15)
728
8,267

F-15

The principal differences between the federal statutory tax rate and the income tax expense during the years ended December 31,

2022, 2021 and 2020 are as follows:

Federal statutory tax rate
State taxes, net of federal tax benefit
Excess of foreign tax over US tax on foreign income
Domestic tax deductions and credits
Foreign Derived Intangible Income deduction
Other
Effective tax rate

2022

2021

2020

21.0 %
0.8 %
0.5 %
(1.3)%
(0.3)%
0.3 %
21.0 %

21.0 %
1.3 %
3.6 %
(1.6)%
— %
1.0 %
25.3 %

21.0 %
0.2 %
2.3 %
(1.0)%
(0.8)%
— %
21.7 %

Deferred tax assets and liabilities are determined based on the differences between the financial and tax basis of existing assets and

liabilities using the currently enacted tax rates in effect for the year in which the differences are expected to reverse.

Deferred income tax assets and liabilities reflect the impact of temporary differences between the amounts of assets and liabilities
for financial reporting and income tax reporting purposes. Temporary differences and carry forwards which give rise to deferred tax assets
and liabilities at December 31, 2022 and 2021 are as follows:

Deferred tax assets:

Allowance for credit losses
Accruals and reserves
Research and development
Other

Total deferred tax assets

Deferred tax liabilities:

Property, plant, and equipment
Other

Total deferred tax liabilities
Valuation Allowance

Net deferred tax asset/(liability)

2022

2021

268
2,058
1,697
747
4,770

10,989
11
11,000
—
(6,230)

229
1,917
—
503
2,649

7,811
8
7,819
—
(5,170)

Deferred tax assets represent the future tax benefit of future deductible differences and, if it is more likely than not that a tax asset
will not be realized, a valuation allowance is required to reduce the recorded deferred tax assets to net realizable value. The Company has
evaluated positive and negative evidence to assess the realizability of its deferred taxes. Based on the evidence, the Company believes it is
more likely than not that its deferred tax assets will be realizable. Accordingly, the Company has not included a valuation allowance against
its deferred tax assets at this time.

We do not currently have plans to repatriate undistributed foreign earnings to the United States and have not determined any timeline

or amount for any such future distributions.

As of December 31, 2022 and 2021, the Company had no federal net operating loss carryforwards, and a state net operating loss

carryforward of approximately $1,135.

Tax positions are evaluated in a two-step process. The Company first determines whether it is more likely than not that a position
will be sustained upon examination. If a tax position meets the more-likely-than-not recognition threshold, it is then measured to determine
the amount of benefit to recognize in the financial statements. The tax position is measured as the largest amount of benefit that is greater
than 50% likely of being recognized. At December 31, 2022 and 2021, the Company reported no unrecognized tax benefits in the
consolidated balance sheets and no activity relating to unrecognized tax positions were recognized in the 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 2019 and later tax years remain open to examination by the tax authorities. With few exceptions, as of December 31, 2022,
the Company is no longer subject to U.S. federal, state or non-U.S. income tax examinations prior to 2019.

F-16

SHAREHOLDERS EQUITY

Common Stock

The Company is authorized to issue up to 100,000,000 shares of common stock with a par value of one cent per share.

For more information on stock-based compensation and the Company’s 2016 Stock Incentive Plan, see Note 4 to our Consolidated

Financial Statements.

Preferred Stock

The Company is authorized to issue up to 5,000,000 shares of undesignated preferred stock with a par value of one cent per share
and which can be issued in one or more series. The terms, price and conditions of the preferred shares will be set by the board of directors.
No shares of preferred stock have been issued.

Dividends

The Company has paid consecutive quarterly cash dividends since May 2011. Dividend payments made for 2022, 2021 and 2020

were as follows:

Payment

Q1 2020
Q2 2020
Q3 2020
Q4 2020

Total for 2020

Q1 2021
Q2 2021
Q3 2021
Q4 2021

Total for 2021

Q1 2022
Q2 2022
Q3 2022
Q4 2022

Total for 2022

Record Date

Payment Date

Dividend
(per share) Amount

March 16, 2020
June 8, 2020

March 23, 2020
June 15, 2020

September 7, 2020 September 14, 2020
December 7, 2020 December 14, 2020

March 15, 2021
June 7, 2021

March 22, 2021
June 14, 2021

September 3, 2021 September 13, 2021
December 6, 2021 December 13, 2021

March 21, 2022
June 6, 2022

March 28, 2022
June 13, 2022

September 5, 2022 September 12, 2022
December 5, 2022 December 12, 2022

0.18
0.18
0.18
0.18
0.72

$ 2,053
2,053
2,053
2,053
$ 8,212

$ 2,054
2,054
2,054
2,054
$ 8,216

$ 2,055
2,055
2,055
2,055
$ 8,220

EMPLOYEE BENEFIT PLANS

The Company maintains a contributory retirement plan for all full-time employees with at least 90 days of service. The plan is
designed to provide tax-deferred income to the Company’s employees in accordance with the provisions of Section 401(k) of the Internal
Revenue Code.

The plan provides that each participant may contribute the maximum allowable under Internal Revenue Service regulations. For
2022, 2021 and 2020, the Company matched 50% of the first 5% of participant contributions. Matching contributions vest over the first
five years of employment. Company contributions to the plan were $1,384, $1,179 and $1,021 in 2022, 2021 and 2020, respectively.

F-17

REVENUE AND LONG-LIVED ASSETS

Substantially all of our revenue is generated from sales of towing equipment. As such, disaggregation of revenue by product line
would not provide useful information because all product lines have substantially similar characteristics. However, revenue streams are
tracked by the geographic location of customers. Net sales and long-lived assets (property, plant and equipment, operating lease right-of-use
assets, and goodwill) by region were as follows. Net sales are attributed to regions based on the locations of customers:

North America

Foreign

2022

2021

2020

Long-
Lived
Assets
$ 120,009

Net Sales
$ 627,573

Long-
Lived
Assets
$ 104,231

Net Sales
$ 556,540

Long-
Lived
Assets
$ 106,323

Net Sales
$ 765,307

83,149

4,665

89,903

5,115

94,746

5,384

$ 848,456

$ 124,674

$ 717,476

$ 109,346

$ 651,286

$ 111,707

Contract assets primarily relate to the Company’s rights to consideration for work completed but not billed at the reporting date.
The contract assets are transferred to receivables when the rights become unconditional. Contract liabilities primarily relate to performance
obligations to be satisfied in the future. As of the years ended December 31, 2022 2021, and 2020 contract liability balances were $242,
$257 and $272, respectively, and are included in accrued liabilities on the accompanying consolidated balance sheets. During the each of
the years ended December 31, 2022, 2021 and 2020, the company did not increase contract liabilities. During the years ended December
31, 2022, 2021, and 2020, respectively, the Company settled $15, $15 and $52 of this liability with a contract credit in lieu of satisfaction of
these obligations. The Company did not have any contract assets at December 31, 2022 or 2021. Terms on account receivables vary and are
based on specific terms agreed upon with each customer. Write-offs of accounts receivable were not material during the years ended
December 31, 2022, 2021, or 2020.

10.

CUSTOMER INFORMATION

At December 31, 2022 the Company had one customer that accounted for 11.2% of total consolidated net sales. No single customer

accounted for 10% or more of consolidated net sales for 2021 and 2020.

11.

CORRECTION OF PRIOR PERIOD ERRORS

During the current fiscal year-end financial reporting process, the Company identified prior period accounting errors that the
Company has concluded are not material to the Company’s previously reported consolidated financial statements and unaudited interim
condensed consolidated financial statements. The financial reporting periods affected by these errors include the Company’s previously
reported consolidated financial statements for the fiscal years ended December 31, 2020 and 2021, and the Company’s previously reported
unaudited interim condensed consolidated financial information for each of the quarterly and fiscal year-to-date periods in the fiscal years
ended December 31, 2020 and 2021 (collectively the ”previously reported financial statements”).

Based on management’s evaluation of the accounting errors under the SEC Staff’s Accounting Bulletins Nos. 99 (“SAB 99”) and
108 (“SAB 208”) and interpretations thereof, the Company concluded the errors are not material, on an individual or aggregate basis, to the
Company’s previously reported financial statements. The errors originated many years ago, are less than 3.6% of the impacted accounts,
and would not materially impact ratios or amounts relied upon by users of the financial statements. However, the Company further concluded
the accounting errors cannot be corrected as an out-of-period adjustment in the Company’s current period consolidated financial statements
as of and for the year ended December 31, 2022, because to do so would cause a material misstatement in those financial statements.
Accordingly, the Company is proceeding according to the guidance prescribed by SAB 108 which specifies that the errors must be corrected
the next time the previously reported financial statements are filed. Therefore, the Company has corrected these accounting errors in the
accompanying consolidated financial statements as of and for the fiscal years ended December 31, 2021, 2020 and 2019 as a revision of
these financial statements. In addition, the Company plans to correct the accounting errors in its previously reported interim condensed
consolidated financial information for the three-month period ended March 31, 2023, the three- and six-month periods ended June 30, 2023,
and the three- and nine-month period ended September 30, 2023, as an immaterial revision of those financial statements upon filing of the
Company’s fiscal year 2023 Quarterly Reports on Form 10-Q.

F-18

The following is a description of the accounting errors and their impact on the Company’s previously reported financial statements:

A component of the Company’s recent ERP system upgrade was the implementation of an improved consolidation reporting module
which is used to consolidate financial statements of the individual entities and produce the necessary entries for elimination of transactions
between those entities. During the fourth quarter of 2022 as an element of this implementation, a complete review of historical elimination
entries was performed, and it was determined that certain amounts were not properly eliminated in prior year periods. These elimination
errors occurred beginning in 1996 with the acquisition our foreign subsidiaries, continued through 2006 and were carried forward through
2021.

The following table presents the impact of correcting these errors on the Company’s previously reported financial statements, and

as of and for the year ended December 31, 2022 (in thousands):

Property, plant and equipment, net
Accounts payable
Accumulated surplus

12.

SUBSEQUENT EVENTS

Quarterly Dividend

As
Reported
96,496
119,029
141,918

As
Reported
98,620
85,534
133,879

December 31, 2021

Adjustment
(1,203)
$
2,717
(3,920)

Revised

95,293
121,746
137,998

December 31, 2020

Adjustment
(1,203)
$
2,717
(3,920)

Revised

97,417
88,251
129,959

Reported
90,735
95,750
112,261

December 31, 2019

Adjustment

(1,203)
2,717
(3,920)

Revised
89,532
98,467
108,341

On March 6, 2023, the Company’s Board of Directors declared a quarterly cash dividend of $0.18 per share. The dividend is payable

March 27, 2023 to shareholders of record as of March 20, 2023.

2022 Executive Compensation Matters

For additional information on these executive compensation matters, please refer to the information under the heading “Executive

Compensation” in Part II, Item 9B – “Other Information” in this Annual Report.

F-19

MILLER INDUSTRIES, INC. AND SUBSIDIARIES

SCHEDULE II –VALUATION AND QUALIFYING ACCOUNTS

(in thousands)

Year Ended December 31, 2020
Deduction from asset accounts:
Allowance for credit losses

Year Ended December 31, 2021
Deduction from asset accounts:
Allowance for credit losses

Year Ended December 31, 2022
Deduction from asset accounts:
Allowance for credit losses

Balance at
Beginning
of Period

Charged to
Expense

Accounts
Written
Off

Balance at
End of
Period

1,106

195

(6)

1,295

(137)

(3)

1,155

174

(10)

1,319

F-20

Pursuant to the requirements of Section 13 or 15(d) 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, on the 8th day of March, 2023.

SIGNATURES

MILLER INDUSTRIES, INC.

By: /s/ William G. Miller, II
William G. Miller, II
President, Chief Executive Officer and Director

Know all men by these presents, that each person whose signature appears below constitutes and appoints William G. Miller, II and
Frank Madonia, and each or any one of them, as attorney-in-fact and agent, with full power of substitution, for him in any and all capacities,
to sign any amendments to this Annual Report on Form 10-K, and to file the same, with exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any
of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report has been signed below by the following

persons on behalf of the Registrant in the capacities indicated on the 8th day of March, 2023.

Signature

Title

/s/ William G. Miller
William G. Miller

/s/ William G. Miller, II
William G. Miller, II

/s/ Deborah L. Whitmire
Deborah L. Whitmire

/s/ Theodore H. Ashford, III
Theodore H. Ashford, III

/s/ A. Russell Chandler, III
A. Russell Chandler, III

/s/ Richard H. Roberts
Richard H. Roberts

/s/ Leigh Walton
Leigh Walton

Chairman of the Board of Directors

President, Chief Executive Officer and Director

Executive Vice President, Chief Financial Officer, Treasurer and
Director (Principal Financial and Accounting Officer)

Director

S-1

SUBSIDIARIES

Name of Entity

APACO, Inc.
Boniface Engineering, Ltd.
Champion Carrier Corporation
Jige International S.A.
Miller/Greeneville, Inc.
Miller Financial Services Group, Inc.
Miller Industries International, Inc.
Miller Industries Towing Equipment Inc.

Exhibit 21

Jurisdiction of
Incorporation

Delaware
United Kingdom
Delaware
France
Tennessee
Delaware
Tennessee
Delaware

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in the following Registration Statements:

(1) Registration Statement on Form S-8 (File No. 333-127481);

(2) Registration Statement on Form S-8 (File No. 333-188898); and

(3) Registration Statement on Form S-8 (File No. 333-219288).

of Miller Industries, Inc. and subsidiaries of our reports dated March 8, 2023, relating to our audits of the consolidated
financial statements, the financial statement schedule and effectiveness of internal control over financial reporting, which
appear in the Annual Report on Form 10-K of Miller Industries, Inc. and subsidiaries for the year ended December 31,
2022.

/s/ Elliott Davis, LLC

Chattanooga, Tennessee
March 8, 2023

[This page intentionally left blank.]