SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of Earliest Event Reported): September 5, 1999
MILLER INDUSTRIES, INC.
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(Exact Name of Registrant as Specified in Charter)
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FLORIDA 1-5926 59-0996356
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification Number)
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16295 N.W. 13TH AVENUE, MIAMI, FLORIDA 33169
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 305-621-0501
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Effective September 5, 1999, Miller Industries, Inc. (the "Company")
and Spear, Safer, Harmon & Co. ("Spear") decided that Spear would no longer
serve as the Company's independent accounting firm. This decision was based on
the Company's and Spear's inability to agree on the amount of the fee for
auditing the Company's financial statements for the fiscal year ended April 30,
1999. On September 23, 1999, the Company engaged Larry Wolfe, certified public
accountant ("Wolfe"), to replace Spear. Accordingly, Wolfe will audit the
Company's financial statements for the fiscal year ended April 30, 1999. The
decision to change accountants was approved by the Board of Directors of the
Company.
The reports of Spear on the financial statements of the Company for the
fiscal years ended April 30, 1997 and 1998 (collectively, the "Reports") did not
contain an adverse opinion or disclaimer of opinion nor was it qualified or
modified as to uncertainty, audit scope or accounting principles. There were no
disagreements with Spear on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, during the
fiscal years ended April 30, 1997 and 1998 which, if not resolved to Spear's
satisfaction, would have caused Spear to make reference to the subject matter of
the disagreement(s) in connection with its Reports.
The Company has requested Spear to furnish a letter addressed to the
Securities and Exchange Commission (the "Commission") stating whether it agrees
with the statements made by the Company contained herein, and, if not, stating
the respects in which it does not agree. A letter from Spear is included as
Exhibit 16 to this Current Report on Form 8-K, stating its agreement with the
statements made by the Company contained herein.
Prior to its engagement as the Company's independent accountant firm,
Wolfe had not been consulted by the Company either with respect to the
application of accounting principles to a specific transaction or the type of
audit opinion that might be rendered on the Company's financial statements.
The Company has requested Wolfe to review the disclosure required in
this Current Report on Form 8-K before it is filed with the Commission and has
provided Wolfe with the opportunity to furnish the Company with a letter
addressed to the Commission containing any new information, clarification of the
Company's expressions of its views, or the respects to which it does not agree
with the statements made in this Current Report on Form 8-K. Wolfe has informed
the Company that it has reviewed the disclosures contained herein and does not
intend to furnish the Company with such a letter.
7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
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Exhibit 16. Letter of Spear, Safer, Harmon & Co. dated October 19, 1999
re: change in certifying accountant
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: October 19, 1999
MILLER INDUSTRIES, INC.
By: /S/ ANGELO NAPOLITANO
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Angelo Napolitano
President and Chief Executive Officer
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EXHIBIT INDEX
EXHIBIT DESCRIPTION
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Exhibit 16. Letter of Spear, Safer, Harmon & Co. dated October 19, 1999
re: change in certifying accountant
EXHIBIT 16
Spear, Safer, Harmon & Co.
8350 N.W. 52nd Terrace, Suite 301
Miami, Florida 33166
October 19, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Miller Industries, Inc.; Commission File No.: 1-5926
We were previously the principal accountants for Miller Industries, Inc. and,
under the date of June 23, 1998, we reported on the financial statements of
Miller Industries, Inc. as of and for the years ended April 30, 1998 and 1997.
On September 5, 1999, we declined to stand for reappointment as principal
accountants. We have read Miller Industries, Inc.'s statements included under
item 4 of its Form 8-K dated October 19, 1999 and we agree with such statements.
Very truly yours,
/s/ Spear, Safer, Harmon & Co.
