SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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) July 31, 2000
MILLER BUILDING SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
0-14651 36-3228778
(Commission File number) (I.R.S. Employer Identification No.)
58120 County Road 3 South
P.O. Box 1283
Elkhart, Indiana 46515
(Address of principal executive offices) (Zip Code)
(219) 295-1214
(Registrant's telephone number, including area code)
PART II
Item 5. Other Events
Pursuant to instruction F of Form 8-K, the information contained in
the press release as Exhibit 99.1 (related to continuing discussions with
respect to the acquisition of Miller)hereto is hereby incorporated by
reference in answer to Item 5 of this Form 8-K.
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SIGNATURES
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.
MILLER BUILDING SYSTEMS, INC.
Date: August 1, 2000
By: \Thomas J. Martini
Thomas J. Martini,
Secretary and Treasurer
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LIST OF EXHIBITS
Exhibit
Number
99.1 Press release dated July 31, 2000, announcing that it has
terminated merger negotiations with Modtech Holdings, Inc. and
continues discussions with two other parties with respect to the
acquisition of Miller.
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Exhibit 99.1
Miller Building Systems, Inc.
P.O. Box 1283
Elkhart, Indiana 46515
(219) 295-1214
FAX (219) 295-2232
FOR IMMEDIATE RELEASE
( MBSI - NASDAQ )
July 31, 2000
MILLER BUILDING SYSTEMS, INC.
Continues Discussions
ELKHART, Ind., July 31, 2000. -- Miller Building Systems, Inc. (NASDAQ:MBSI)
announced today that it has terminated merger negotiations with Modtech
Holdings, Inc. (NASDAQ:MODT), as the parties were unable to reach agreement on
financial and other terms. Ed Craig, Chairman and Chief Executive Officer of
Miller stated: "Our Board's special committee is continuing ongoing discussions
with other parties who have expressed an indication interest on entering into a
transaction with Miller." The Miller Board of Directors and its special
committee is continuing to work with Morgan Keegan, Inc., its independent
investment banker, to maximize shareholder value. Morgan Keegan is a full
service New York Stock Exchange Investment Bank, based in Memphis, Tennessee.
(NYSE:MOR)
Miller Building Systems, Inc. through its subsidiaries, markets, designs,
fabricates, and distributes building modules. A broad variety of applications
serve the public and private business sectors with uses in commercial,
institutional and telecommunications markets. The subsidiaries of Miller
Buildings Systems, Inc. operate from five manufacturing plants in the
continental United States. Miller Building Systems, Inc. is a public company
trading on the Nasdaq under the symbol MBSI. Some of the statements in this
press release may constitute "forward-looking statements." Such forward-looking
statements involve known and unknown risks, uncertainties and other factors that
may cause the actual results, performance or achievements of the Company to be
materially different from any future results, performance or achievements
expressed or implied by forward-looking statements.
# # #
For further information contact:
Edward C. Craig Rick J. Bedell Thomas J. Martini
Chairman and Chief or President or Secretary and Treasurer
Executive Officer
(219) 295-1214 (219) 295-1214 (219) 295-1214
