Miller Industries, Inc. Announces Conclusion of Alternatives Study
14 May 1999
Miller Industries, Inc. Announces Conclusion of Strategic and Financial Alternatives StudyCHATTANOOGA, Tenn., May 13 -- Miller Industries, Inc. announced today that its Board of Directors has concluded its study of potential strategic and financial alternatives for the Company. Today the Board of Directors ratified its Special Committee's recommendation to investigate and pursue the possibility of separating the Company's RoadOne towing and recovery services business from its towing and recovery equipment manufacturing operations through a tax-free spinoff which would result in the formation of two public companies. The Company has engaged J.C. Bradford & Co., which has provided financial advisory services to the Company since its initial public offering in 1994, as its financial advisor with respect to these matters. William G. Miller, Chairman, commenting on the Board's conclusion, said: "As we look to the year 2000 and beyond, a separation of the businesses into two public entities should allow the potential of each business to be maximized." To emphasize this direction, the Company announced that James A. McKinney has joined the Company as the Chief Executive Officer of RoadOne and a member of the Miller Industries, Inc. Board of Directors (see press release on McKinney). As CEO of RoadOne, Mr. McKinney will report directly to the Board of Directors and will be responsible for all aspects of RoadOne, which will include leading RoadOne's efforts in the pursuit of the spinoff. Jeffrey I. Badgley will continue to report to the Board of Directors as President and Chief Executive Officer of Miller Industries, Inc. with responsibility for all aspects of the equipment segment of the Company, which includes manufacturing, distribution and financial services. Mr. Badgley will lead the effort to separate the equipment segment from RoadOne. Mr. Badgley, commenting on the announcements, said: "Jim McKinney is a welcome addition to our management team. He brings to RoadOne a wealth of experience in the service business at the senior management level and, as such, helps position RoadOne to be a stand alone company." He continued, "Jim's presence allows me to have a singular focus on the equipment segment of the Company where I see substantial growth opportunities for the future." Mr. McKinney said: "RoadOne is well positioned to capitalize on the critical mass it has established with the national network of owned and affiliated towing companies along with the national call center which supports its national commercial accounts program." He continued: "To succeed, RoadOne must achieve operational excellence and I plan to utilize many of the same approaches we utilized at Federal Express to rapidly grow our business at RoadOne while meeting all of our customer's expectations." Should the potential separation occur, the manufacturing business would have a current revenue run rate of approximately $340 million, 10 owned distributors, 140 independent distributors, approximately 1,000 employees, six manufacturing facilities and the financial services group. RoadOne would have a current revenue run rate of approximately $200 million, more than 3,000 employees in 100+ locations with approximately 1,850 affiliated towing companies. The Company stressed that completing any such separation of the two businesses through a tax-free spinoff transaction would entail the satisfaction of numerous significant conditions which at this time are uncertain. These conditions include, but are not limited to, securing an IRS private letter ruling, an SEC no-action letter, satisfactory banking arrangements, the approval of the Company's shareholders and a final decision to proceed by the Board of Directors. Therefore the Company can give no assurance that any such transaction will occur. The Company currently expects that the spinoff transaction, if completed, would occur around the 1st of January, 2000. Miller Industries is the world's leading integrated provider of vehicle towing and recovery equipment and services. The Company markets its towing services under the national brand name RoadOne(R) and its towing equipment under a number of well-recognized brands. Except for historical information contained herein, the matters set forth in this news release are forward-looking statements. The Company noted that forward-looking statements set forth above involve a number of risks and uncertainties that could cause actual results to differ materially from any such statement, including the risks and uncertainties discussed under the caption "Risk Factors" in the Company's Form 10-K for fiscal 1998, which discussion is incorporated herein by this reference.