Cover
Cover - USD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Nov. 17, 2023 | Mar. 31, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Sep. 30, 2023 | ||
Current Fiscal Year End Date | --09-30 | ||
Document Transition Report | false | ||
Entity File Number | 001-11593 | ||
Entity Registrant Name | Scotts Miracle-Gro Co | ||
Entity Incorporation, State or Country Code | OH | ||
Entity Tax Identification Number | 31-1414921 | ||
Entity Address, Address Line One | 14111 Scottslawn Road, | ||
Entity Address, City or Town | Marysville, | ||
Entity Address, State or Province | OH | ||
Entity Address, Postal Zip Code | 43041 | ||
City Area Code | 937 | ||
Local Phone Number | 644-0011 | ||
Title of 12(b) Security | Common Shares, $0.01 stated value | ||
Trading Symbol | SMG | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2,895,917,514 | ||
Entity Common Stock, Shares Outstanding | 56,552,916 | ||
Documents Incorporated by Reference | Portions of the definitive Proxy Statement for the registrant’s 2024 Annual Meeting of Shareholders are incorporated by reference into Part III of this Annual Report on Form 10-K. Such Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant’s fiscal year ended September 30, 2023. | ||
Entity Central Index Key | 0000825542 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Sep. 30, 2023 | |
Audit Information [Abstract] | |
Auditor Firm ID | 34 |
Auditor Location | Columbus, Ohio |
Auditor Name | DELOITTE & TOUCHE LLP |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | |||
Net sales | $ 3,551.3 | $ 3,924.1 | $ 4,925 |
Cost of sales | 2,708.3 | 2,891.1 | 3,431.3 |
Cost of sales—impairment, restructuring and other | 185.7 | 160.1 | 24.7 |
Gross margin | 657.3 | 872.9 | 1,469 |
Operating expenses: | |||
Selling, general and administrative | 551.3 | 613 | 743.5 |
Impairment, restructuring and other | 280.5 | 693.1 | 4.3 |
Other (income) expense, net | (0.1) | 0.8 | (1.8) |
Income (loss) from operations | (174.4) | (434) | 723 |
Equity in (income) loss of unconsolidated affiliates | 101.1 | 12.9 | (14.4) |
Interest expense | 178.1 | 118.1 | 78.9 |
Other non-operating income, net | (0.3) | (6.9) | (18.6) |
Income (loss) from continuing operations before income taxes | (453.3) | (558.1) | 677.1 |
Income tax expense (benefit) from continuing operations | (73.2) | (120.6) | 159.8 |
Income (loss) from continuing operations | (380.1) | (437.5) | 517.3 |
Loss from discontinued operations, net of tax | 0 | 0 | (3.9) |
Net income (loss) | (380.1) | (437.5) | 513.4 |
Net income attributable to noncontrolling interest | 0 | 0 | (0.9) |
Net income (loss) attributable to controlling interest | $ (380.1) | $ (437.5) | $ 512.5 |
Basic income (loss) per common share: | |||
Income from continuing operations (USD per share) | $ (6.79) | $ (7.88) | $ 9.27 |
Income (loss) from discontinued operations (USD per share) | 0 | 0 | (0.07) |
Basic net income (loss) per common share (USD per share) | (6.79) | (7.88) | 9.20 |
Diluted income (loss) per common share: | |||
Income from continuing operations (USD per share) | (6.79) | (7.88) | 9.03 |
Income (loss) from discontinued operations (USD per share) | 0 | 0 | (0.07) |
Diluted net income (loss) per common share (USD per share) | $ (6.79) | $ (7.88) | $ 8.96 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ (380.1) | $ (437.5) | $ 513.4 |
Other comprehensive income (loss): | |||
Net foreign currency translation adjustment | 7 | (27.2) | 4.5 |
Net unrealized gain (loss) on derivative instruments, net of tax | 4.2 | 29.9 | 19.8 |
Reclassification of net unrealized (gain) loss on derivative instruments to net income (loss), net of tax | (17.4) | (6.8) | 5.4 |
Net unrealized loss on securities, net of tax | (34.9) | (77.4) | (2.3) |
Reclassification of net unrealized loss on securities to net income (loss), net of tax | 76 | 0 | 0 |
Net unrealized gain (loss) in pension and other post-retirement benefits, net of tax | (1.8) | (5.4) | 5.1 |
Pension and other post-retirement benefit adjustments, net of tax | (1.3) | 8.7 | 0.3 |
Total other comprehensive income (loss) | 31.8 | (78.2) | 32.8 |
Comprehensive income (loss) | (348.3) | (515.7) | 546.2 |
Comprehensive income attributable to noncontrolling interest | 0 | 0 | (0.9) |
Comprehensive income (loss) attributable to controlling interest | $ (348.3) | $ (515.7) | $ 545.3 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
OPERATING ACTIVITIES | |||
Net income (loss) | $ (380.1) | $ (437.5) | $ 513.4 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Impairment, restructuring and other | 288.6 | 666.8 | 0 |
Share-based compensation expense | 68.9 | 34.3 | 40.6 |
Depreciation | 67.3 | 68.1 | 62.9 |
Amortization | 25.2 | 37.1 | 30.9 |
Deferred taxes | (58.7) | (182.8) | 22.5 |
Equity in (income) loss of unconsolidated affiliates, net of distributions | 101.1 | 12.9 | (2.6) |
Other, net | 1.3 | 1.1 | (10.8) |
Changes in assets and liabilities, net of acquisitions: | |||
Accounts receivable | 77.7 | 102.8 | 15.5 |
Inventories | 450.5 | (203.8) | (496.5) |
Prepaid and other current assets | 18.6 | (3.3) | (76.5) |
Accounts payable | (153.6) | (171.2) | 202.5 |
Other current liabilities | 52 | (68.4) | (21.6) |
Other non-current items | (30.7) | 20.1 | (10.1) |
Other, net | 2.9 | (5.2) | 1.3 |
Net cash provided by (used in) operating activities | 531 | (129) | 271.5 |
INVESTING ACTIVITIES | |||
Proceeds from sale of long-lived assets | 2.5 | 63.3 | 0.2 |
Investments in property, plant and equipment | (92.8) | (113.5) | (106.9) |
Proceeds from loans receivable | 37 | 0 | 0 |
Investments in unconsolidated affiliates | 0 | 0 | (102.3) |
Payment for acquisitions, net of cash acquired | 0 | (237.3) | (127.8) |
Purchase of convertible debt investments | 0 | (25) | (193.1) |
Other investing, net | (12.4) | 29.3 | (8.7) |
Net cash used in investing activities | (65.7) | (283.2) | (538.6) |
FINANCING ACTIVITIES | |||
Borrowings under revolving and bank lines of credit and term loans | 1,336.2 | 3,617.4 | 1,243.2 |
Repayments under revolving and bank lines of credit and term loans | (1,689.8) | (2,937.3) | (1,361.5) |
Financing and issuance fees | (6.4) | (9.6) | (13.1) |
Dividends paid | (149.1) | (166.2) | (143) |
Purchase of Common Shares | (9.3) | (257.9) | (129.3) |
Cash received from exercise of stock options | 2.3 | 3.3 | 15.2 |
Acquisition of noncontrolling interests | 0 | 0 | (17.5) |
Other financing, net | (4) | 5.6 | 0 |
Net cash (used in) provided by financing activities | (520.1) | 255.3 | 494 |
Effect of exchange rate changes on cash | (0.1) | (0.4) | 0.6 |
Net increase (decrease) in cash and cash equivalents | (54.9) | (157.3) | 227.5 |
Cash and cash equivalents at beginning of year | 86.8 | 244.1 | 16.6 |
Cash and cash equivalents at end of year | 31.9 | 86.8 | 244.1 |
Senior Notes due 2031 – 4.000% | |||
FINANCING ACTIVITIES | |||
Proceeds from Issuance of Senior Notes | 0 | 0 | 500 |
Senior Notes due 2032 – 4.375% | |||
FINANCING ACTIVITIES | |||
Proceeds from Issuance of Senior Notes | $ 0 | $ 0 | $ 400 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) - Senior Notes | Sep. 30, 2023 | Sep. 30, 2022 | Aug. 13, 2021 | Mar. 17, 2021 |
Senior Notes due 2031 – 4.000% | ||||
Interest rate (percent) | 4% | 4% | 4% | |
Senior Notes due 2032 – 4.375% | ||||
Interest rate (percent) | 4.375% | 4.375% | 4.375% |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 31.9 | $ 86.8 |
Accounts receivable, less allowances of $15.1 in 2023 and $14.4 in 2022 | 304.2 | 299 |
Accounts receivable pledged | 0 | 79.8 |
Inventories | 880.3 | 1,343.5 |
Prepaid and other current assets | 181.4 | 172.8 |
Total current assets | 1,397.8 | 1,981.9 |
Investment in unconsolidated affiliates | 91.9 | 193.8 |
Property, plant and equipment, net | 610.3 | 606 |
Goodwill | 243.9 | 254 |
Intangible assets, net | 436.7 | 580.2 |
Other assets | 633.1 | 680.9 |
Total assets | 3,413.7 | 4,296.8 |
Current liabilities: | ||
Current portion of debt | 52.3 | 144.3 |
Accounts payable | 271.2 | 422.6 |
Other current liabilities | 450.2 | 397 |
Total current liabilities | 773.7 | 963.9 |
Long-term debt | 2,557.4 | 2,826.2 |
Other liabilities | 349.9 | 359 |
Total liabilities | 3,681 | 4,149.1 |
Commitments and contingencies (Notes 18, 19 and 20) | ||
Equity (deficit): | ||
Common shares and capital in excess of $0.01 stated value per share; shares outstanding of 56.5 and 55.5, respectively | 353.1 | 364 |
Retained earnings | 490.9 | 1,020.1 |
Treasury shares, at cost; 11.6 and 12.8 shares, respectively | (998.5) | (1,091.8) |
Accumulated other comprehensive loss | (112.8) | (144.6) |
Total equity (deficit) | (267.3) | 147.7 |
Total liabilities and equity (deficit) | $ 3,413.7 | $ 4,296.8 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Millions, $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 15.1 | $ 14.4 |
Common shares, stated value per share (USD per share) | $ 0.01 | $ 0.01 |
Common shares outstanding (in shares) | 56.5 | 55.5 |
Treasury shares, at cost (in shares) | 11.6 | 12.8 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) shares in Millions, $ in Millions | Total | Common Shares | Capital in Excess of Stated Value | Retained Earnings | Treasury Shares | Accumulated Other Comprehensive Income (Loss) | Parent | Non-controlling Interest |
Equity beginning balance (in shares) at Sep. 30, 2020 | 68.1 | |||||||
Equity beginning balance at Sep. 30, 2020 | $ 0.3 | $ 482.2 | $ 1,235.6 | $ (921.8) | $ (99.1) | $ 697.2 | ||
Treasury shares, beginning balance (in shares) at Sep. 30, 2020 | 12.4 | |||||||
Noncontrolling interest, beginning balance at Sep. 30, 2020 | $ 5.7 | |||||||
Total equity, beginning balance at Sep. 30, 2020 | $ 702.9 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | 513.4 | 512.5 | 512.5 | 0.9 | ||||
Other comprehensive income (loss) | 32.8 | 32.8 | 32.8 | |||||
Share-based compensation | 40.6 | 40.6 | 40.6 | |||||
Dividends declared | (143) | (143) | (143) | |||||
Treasury share purchases (in shares) | 0.7 | |||||||
Treasury share purchases | (129.3) | $ (129.3) | (129.3) | |||||
Treasury share issuances (in shares) | (0.5) | |||||||
Treasury share issuances | 16.1 | (32.6) | $ 48.7 | 16.1 | ||||
Equity ending balance (in shares) at Sep. 30, 2021 | 68.1 | |||||||
Equity ending balance at Sep. 30, 2021 | $ 0.3 | 476.7 | 1,605.1 | $ (1,002.4) | (66.4) | 1,013.3 | ||
Treasury shares, ending balance (in shares) at Sep. 30, 2021 | 12.6 | |||||||
Noncontrolling interest, ending balance at Sep. 30, 2021 | 0 | |||||||
Total equity, ending balance at Sep. 30, 2021 | 1,013.3 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Acquisition of remaining noncontrolling interest in Gavita | (20.1) | (13.4) | (13.4) | (6.7) | ||||
Net income (loss) | (437.5) | (437.5) | (437.5) | |||||
Other comprehensive income (loss) | (78.2) | (78.2) | (78.2) | |||||
Share-based compensation | 30.3 | 30.3 | 30.3 | |||||
Dividends declared | (147.5) | (147.5) | (147.5) | |||||
Treasury share purchases (in shares) | 1.7 | |||||||
Treasury share purchases | (257.9) | $ (257.9) | (257.9) | |||||
Treasury share issuances (in shares) | (1.5) | |||||||
Treasury share issuances | 25.1 | (143.3) | $ 168.4 | 25.1 | ||||
Equity ending balance (in shares) at Sep. 30, 2022 | 68.1 | |||||||
Equity ending balance at Sep. 30, 2022 | $ 0.3 | 363.7 | 1,020.1 | $ (1,091.8) | (144.6) | 147.7 | ||
Treasury shares, ending balance (in shares) at Sep. 30, 2022 | 12.8 | |||||||
Noncontrolling interest, ending balance at Sep. 30, 2022 | 0 | |||||||
Total equity, ending balance at Sep. 30, 2022 | 147.7 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | (380.1) | (380.1) | (380.1) | 0 | ||||
Other comprehensive income (loss) | 31.8 | 31.8 | 31.8 | |||||
Share-based compensation | 68.1 | 68.1 | 68.1 | |||||
Dividends declared | (149.1) | (149.1) | (149.1) | |||||
Treasury share purchases (in shares) | 0.1 | |||||||
Treasury share purchases | (9.3) | $ (9.3) | (9.3) | |||||
Treasury share issuances (in shares) | (1.3) | |||||||
Treasury share issuances | 23.7 | (78.9) | $ 102.6 | 23.7 | ||||
Equity ending balance (in shares) at Sep. 30, 2023 | 68.1 | |||||||
Equity ending balance at Sep. 30, 2023 | $ 0.3 | $ 352.8 | $ 490.9 | $ (998.5) | $ (112.8) | $ (267.3) | ||
Treasury shares, ending balance (in shares) at Sep. 30, 2023 | 11.6 | |||||||
Noncontrolling interest, ending balance at Sep. 30, 2023 | $ 0 | |||||||
Total equity, ending balance at Sep. 30, 2023 | $ (267.3) |
Consolidated Statements of Sh_2
Consolidated Statements of Shareholders' Equity (Parenthetical) - $ / shares | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Stockholders' Equity [Abstract] | |||
Dividends declared (USD per share) | $ 2.64 | $ 2.64 | $ 2.52 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations The Scotts Miracle-Gro Company (“Scotts Miracle-Gro”) and its subsidiaries (collectively, with Scotts Miracle-Gro, the “Company”) are engaged in the manufacturing, marketing and sale of products for lawn and garden care and indoor and hydroponic gardening. The Company’s products are sold in North America, Europe and Asia. The Company’s North America consumer lawn and garden business is highly seasonal, with approximately 75% of its annual net sales occurring in the second and third fiscal quarters. The Company’s Hawthorne segment is also impacted by seasonal sales patterns for certain product categories due to the timing of outdoor growing in North America during the second and third fiscal quarters, and the timing of certain controlled agricultural lighting project sales during the third and fourth fiscal quarters. Organization and Basis of Presentation The Company’s consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The consolidated financial statements include the accounts of Scotts Miracle-Gro and its subsidiaries. All intercompany transactions and accounts have been eliminated in consolidation. The Company’s consolidation criteria are based on majority ownership (as evidenced by a majority voting interest in the entity) and an objective evaluation and determination of effective management control. On February 26, 2021, the Company acquired the remaining outstanding shares of AeroGrow International, Inc. (“AeroGrow”). Prior to this date, the equity owned by other shareholders was shown as noncontrolling interest in the Consolidated Balance Sheets, and the other shareholders’ portion of net earnings and other comprehensive income was shown as net (income) loss or comprehensive (income) loss attributable to noncontrolling interest in the Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income (Loss), respectively. The results of businesses acquired or disposed of are included in the consolidated financial statements from the date of each acquisition or up to the date of disposal, respectively. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes and related disclosures. Although these estimates are based on management’s best knowledge of current events and actions the Company may undertake in the future, actual results ultimately may differ from the estimates. Advertising Advertising costs incurred during the year are expensed to interim periods in relation to revenues. Advertising costs, except for external production costs, are generally expensed within the fiscal year in which such costs are incurred. External production costs for advertising programs are deferred until the period in which the advertising is first aired, and deferrals of these costs were not material at September 30, 2023 and 2022. On September 13, 2023, the Company issued 0.4 million restricted shares to a vendor in exchange for advertising services that will be performed during fiscal 2024. As of September 30, 2023, deferred advertising costs associated with the issuance of these restricted shares were $20.0. Advertising expenses were $123.7, $120.3 and $165.7 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Research and Development Costs associated with research and development are generally charged to expense as incurred. Expenses for fiscal 2023, fiscal 2022 and fiscal 2021 were $35.7, $45.3 and $45.4, respectively, including product registration costs of $12.4, $13.0 and $12.3, respectively. Environmental Costs The Company recognizes environmental liabilities when conditions requiring remediation are probable and the amounts can be reasonably estimated. Expenditures which extend the life of the related property or mitigate or prevent future environmental contamination are capitalized. Environmental liabilities are not discounted or reduced for possible recoveries from insurance carriers. Earnings per Common Share Basic income (loss) per Common Share is computed by dividing income (loss) attributable to controlling interest from continuing operations, income (loss) from discontinued operations or net income (loss) attributable to controlling interest by the weighted average number of Common Shares outstanding each period. Diluted income (loss) per Common Share is computed by dividing income (loss) attributable to controlling interest from continuing operations, income (loss) from discontinued operations or net income (loss) attributable to controlling interest by the weighted average number of Common Shares outstanding plus all dilutive potential Common Shares (stock options, restricted stock units, deferred stock units and performance-based award units) outstanding each period. Share-Based Compensation Awards Scotts Miracle-Gro grants share-based awards annually to officers and certain other employees and to the non-employee directors of Scotts Miracle-Gro. The share-based awards have consisted of stock options, restricted stock units, deferred stock units and performance-based award units. All of these share-based awards have been made under plans approved by the shareholders. The fair value of awards is expensed over the requisite service period which is typically the vesting period, generally three For restricted stock units, deferred stock units and performance-based award units, the fair value of each award is estimated on the grant date based on the current market price of the Common Shares. The grant date fair value of stock option awards is estimated using a binomial model. Expected market price volatility is based on implied volatilities from traded options on Common Shares and historical volatility specific to the Common Shares. Historical data, including demographic factors impacting historical exercise behavior, is used to estimate stock option exercises and employee terminations within the valuation model. The risk-free rate for periods within the contractual life of the stock option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected life of stock options is based on historical experience and expectations for grants outstanding. Vesting of performance-based award units depends on service and achievement of specified performance targets. Based on the extent to which the targets are achieved, vested shares may range from 50% to 250% of the target award amount. The total amount of compensation expense recognized reflects management’s assessment of the probability that performance goals will be achieved. A cumulative adjustment is recognized to compensation expense in the current period to reflect any changes in the probability of achievement of performance goals. Restricted stock units, deferred stock units and performance-based award units receive dividend equivalents equal to the cash dividends earned during the vesting period that are only paid out upon vesting. Share-based award units are generally forfeited if a holder terminates employment or service with the Company prior to the vesting date, except in cases where employees are eligible for accelerated vesting based on having satisfied retirement requirements relating to age and years of service. The Company estimates that 15% of its share-based awards will be forfeited based on an analysis of historical trends. The Company evaluates the estimated forfeiture rate on an annual basis and makes adjustments as appropriate. Stock options have exercise prices equal to the market price of the underlying Common Shares on the grant date and a term of 10 years. If available, Scotts Miracle-Gro typically uses treasury shares, or if not available, newly-issued Common Shares, to settle vested share-based awards. The Company classifies share-based compensation expense within selling, general and administrative expenses to correspond with the same line item as cash compensation paid to employees. Cash flows resulting from tax deductions in excess of the cumulative compensation cost recognized for share-based awards (excess tax benefits) are classified as operating cash inflows. Cash and Cash Equivalents Cash and cash equivalents were held in cash depository accounts with major financial institutions around the world or invested in high quality, short-term liquid investments. The Company considers all highly liquid financial instruments with original maturities of three months or less to be cash equivalents. The Company maintains cash deposits in banks which from time to time exceed the amount of deposit insurance available. Management periodically assesses the financial condition of the Company’s banks and believes that the risk of any potential credit loss is minimal. Accounts Receivable and Allowances Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Allowances for doubtful accounts reflect the Company’s estimate of amounts in its existing accounts receivable that may not be collected due to customer claims or customer inability or unwillingness to pay. The allowance is determined based on a combination of factors, including the Company’s ongoing risk assessment regarding the credit worthiness of its customers, historical collection experience and length of time the receivables are past due. Account balances are charged off against the allowance when the Company believes it is probable the receivable will not be recovered. On October 27, 2023, the Company entered into an agreement under which it may sell up to $600.0 of a portfolio of available and eligible outstanding customer accounts receivable generated by sales to four specified customers. The agreement is uncommitted and has an initial term that expires October 25, 2024, unless earlier terminated by the purchaser. The receivable sales are non-recourse to the Company, other than with respect to customary, limited recourse in the form of (i) repurchase obligations and indemnification obligations for any violations by the Company of its respective representations or obligations as seller or servicer and (ii) certain repurchase or payment obligations arising from any dilution of, or dispute with respect to, any purchased receivables that arise after the sale of such purchased receivables to the purchaser and not contemplated in the applicable purchase price of such purchased receivable. The recourse obligations of the Company that may arise from time to time are supported by standby letters of credit of $70.0. Inventories Inventories are stated at the lower of cost or net realizable value and include the cost of raw materials, labor, manufacturing overhead and freight and inbound handling costs incurred to pre-position goods in the Company’s warehouse network. The Company makes provisions for obsolete or slow-moving inventories as necessary to properly reflect inventory at the lower of cost or net realizable value. Inventories are valued using the first in, first out method. Loans Receivable Loans receivable are carried at outstanding principal amount, and are recognized in the “Other assets” line in the Consolidated Balance Sheets. Loans receivable are impaired when, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. If it is determined that an impairment has occurred, an impairment loss is recognized for the amount by which the carrying value of the asset exceeds the present value of expected future cash flows. Interest income is recorded on an accrual basis and is classified in the “Other non-operating income, net” line in the Consolidated Statements of Operations. Investment in Unconsolidated Affiliates Non-marketable equity investments in which the Company has the ability to exercise significant influence, but does not control, are accounted for using the equity method of accounting, with the Company’s proportionate share of the earnings and losses of these entities reflected in the Consolidated Statements of Operations. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may be impaired. If a decline in the value of an equity method investment is determined to be other than temporary, an impairment loss is recognized in earnings for the amount by which the carrying amount of the investment exceeds its estimated fair value. Long-Lived Assets Property, plant and equipment are stated at cost. Interest capitalized in property, plant and equipment amounted to $2.1, $2.2 and $0.8 during fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Expenditures for maintenance and repairs are charged to expense as incurred. When properties are retired or otherwise disposed of, the cost of the asset and the related accumulated depreciation are removed from the accounts with the resulting gain or loss being reflected in income from operations. Depreciation of property, plant and equipment is provided on the straight-line method and is based on the estimated useful economic lives of the assets as follows: Land improvements 10 – 25 years Buildings 10 – 40 years Machinery and equipment 3 – 15 years Furniture and fixtures 6 – 10 years Software 3 – 8 years Intangible assets subject to amortization include technology, patents, customer relationships, non-compete agreements and certain trade names. These intangible assets are amortized over their estimated useful economic lives, which typically range from 3 to 25 years. The Company’s fixed assets and intangible assets subject to amortization are required to be tested for recoverability whenever events or changes in circumstances indicate that carrying amounts may not be recoverable. If an evaluation of recoverability is required, the estimated undiscounted future cash flows associated with the asset group would be compared to the asset group carrying amount to determine if a write-down is required. If the undiscounted cash flows are less than the carrying amount, an impairment loss is recorded to the extent that the carrying amount exceeds fair value and classified as “Impairment, restructuring and other” within “Operating expenses” in the Consolidated Statements of Operations. The Company had non-cash investing activities of $32.1, $33.3 and $41.6 during fiscal 2023, fiscal 2022 and fiscal 2021, respectively, representing unpaid liabilities to acquire property, plant and equipment. Internal Use Software The Company capitalizes certain qualifying costs incurred in the acquisition and development of software for internal use, including the costs of the software, materials, consultants, interest and payroll and payroll-related costs for employees during the application development stage. Internal and external costs incurred during the preliminary project stage and post implementation-operation stage, mainly training and maintenance costs, are expensed as incurred. Once the application is substantially complete and ready for its intended use, qualifying costs are amortized on a straight-line basis over the software’s estimated useful life. Capitalized internal use software is included in the “Property, plant and equipment, net” line in the Consolidated Balance Sheets. Capitalized software as a service is included in the “Prepaid and other current assets” line in the Consolidated Balance Sheets and is amortized using the straight-line method over the term of the hosting arrangement which typically ranges from 3 to 8 years. Goodwill and Indefinite-lived Intangible Assets Goodwill and indefinite-lived intangible assets are not subject to amortization. Goodwill and indefinite-lived intangible assets are reviewed for impairment by applying a fair-value based test on an annual basis as of the first day of the Company’s fiscal fourth quarter or more frequently if circumstances indicate impairment may have occurred. With respect to goodwill, the Company performs either a qualitative or quantitative evaluation for each of its reporting units. Factors considered in the qualitative test include reporting unit specific operating results as well as new events and circumstances impacting the operations or cash flows of the reporting units. For the quantitative test, the Company assesses goodwill for impairment by comparing the carrying value of its reporting units to their respective fair values. A reporting unit is defined as an operating segment or one level below an operating segment. The Company determines the fair value of its reporting units using a combination of income-based and market-based approaches and incorporates assumptions it believes market participants would utilize. The income-based approach utilizes discounted cash flows while the market-based approach utilizes market multiples. These approaches depend upon internally-developed forecasts based on annual budgets and longer-range strategic plans. The Company uses discount rates that are commensurate with the risks and uncertainties inherent in the respective reporting units and in the internally-developed forecasts. To further substantiate fair value, the Company compares the aggregate fair value of the reporting units to the Company’s total market capitalization. With respect to indefinite-lived intangible assets, the Company performs either a qualitative or quantitative evaluation for each asset. Factors considered in the qualitative test include asset specific operating results as well as new events and circumstances impacting the cash flows of the assets. For the quantitative test, the fair value of the Company’s indefinite-lived intangible assets is determined under the income-based approach utilizing discounted cash flows and incorporating assumptions the Company believes market participants would utilize. For trade names, fair value is determined using a relief-from-royalty methodology similar to that employed when the associated businesses were acquired but using updated estimates of sales, cash flow and profitability. If it is determined that an impairment has occurred, an impairment loss is recognized for the amount by which the carrying value of the reporting unit or intangible asset exceeds its estimated fair value and classified as “Impairment, restructuring and other” within “Operating expenses” in the Consolidated Statements of Operations. Investments in Securities Convertible debt investments are classified as “available for sale,” are reported at fair value and are presented in the “Other assets” line in the Consolidated Balance Sheets. Unrealized gains and losses on these investments are included in accumulated other comprehensive loss (“AOCL”) in the Consolidated Balance Sheets. When a decline in fair value is considered to be other-than-temporary at the balance sheet date, an allowance for credit losses (impairment), including any write-off of accrued interest receivable, is charged to earnings. If management can assert that it does not intend to sell the security and it is not more likely than not that it will have to sell the security before recovering its amortized cost basis (net of allowance), then the impairment allowance is separated into two components: (i) the amount related to credit losses (recorded in earnings) and (ii) the amount related to all other factors (recorded in other comprehensive income / loss). Interest income is recorded on an accrual basis and is classified in the “Other non-operating income, net” line in the Consolidated Statements of Operations. Supplier Finance Program The Company has an agreement to provide a supplier finance program which facilitates participating suppliers’ ability to finance payment obligations of the Company with a designated third-party financial institution. Participating suppliers may, at their sole discretion, elect to finance payment obligations of the Company prior to their scheduled due dates at a discounted price to the participating financial institution. The Company’s obligations to its suppliers, including amounts due and scheduled payment dates, are not impacted by suppliers’ decisions to finance amounts under this arrangement. The payment terms that the Company negotiates with its suppliers are consistent, regardless of whether a supplier participates in the program. The Company’s current payment terms with a majority of its suppliers generally range from 30 to 60 days, which is deemed to be commercially reasonable. The Company’s outstanding payment obligations under its supplier finance program were $18.3 and $8.6 at September 30, 2023 and 2022, respectively, and are recorded within accounts payable Insurance and Self-Insurance The Company maintains insurance for certain risks, including property, management, cargo, cyber, workers compensation and general liability, and is self-insured for employee-related health care benefits up to a specified level for individual claims. The Company accrues for the expected costs associated with these risks by considering historical claims experience, demographic factors, severity factors and other relevant information. Costs are recognized in the period the claim is incurred, and accruals include an actuarially determined estimate of claims incurred but not yet reported. Income Taxes The Company uses the asset and liability method to account for income taxes. Deferred tax assets and liabilities are recognized for the anticipated future tax consequences attributable to differences between financial statement amounts and their respective tax bases. Management reviews the Company’s deferred tax assets to determine whether their value can be realized based upon available evidence. A valuation allowance is established when management believes that it is more likely than not that some portion of its deferred tax assets will not be realized. Changes in valuation allowances from period to period are included in the Company’s tax provision in the period of change. The Company establishes a liability for tax return positions in which there is uncertainty as to whether or not the position will ultimately be sustained. Amounts for uncertain tax positions are adjusted in quarters when new information becomes available or when positions are effectively settled. The Company recognizes interest expense and penalties related to these unrecognized tax benefits within income tax expense. GAAP provides 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 processes, based on the technical merits of the position. The amount recognized is measured as the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement. U.S. income tax expense and foreign withholding taxes are provided on unremitted foreign earnings that are not indefinitely reinvested at the time the earnings are generated. Where foreign earnings are indefinitely reinvested, no provision for U.S. income or foreign withholding taxes is made. When circumstances change and the Company determines that some or all of the undistributed earnings will be remitted in the foreseeable future, the Company accrues an expense in the current period for U.S. income taxes and foreign withholding taxes attributable to the anticipated remittance. Translation of Foreign Currencies The functional currency for each Scotts Miracle-Gro subsidiary is generally its local currency. Assets and liabilities of these subsidiaries are translated at the exchange rate in effect at each fiscal year-end. Income and expense accounts are translated at the average rate of exchange prevailing during the year. Translation gains and losses arising from the use of differing exchange rates from period to period are included in AOCL within shareholders’ equity (deficit). Foreign exchange transaction gains and losses are included in the determination of net income and classified as “Other (income) expense, net” in the Consolidated Statements of Operations. The Company recognized foreign exchange transaction (gains) losses of $1.3, $1.3 and $(1.8) during fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Derivative Instruments The Company is exposed to market risks, such as changes in interest rates, currency exchange rates and commodity prices. A variety of financial instruments, including forwards, futures and swap contracts, are used to manage these exposures. These financial instruments are recognized at fair value in the Consolidated Balance Sheets, and all changes in fair value are recognized in net income or shareholders’ equity (deficit) through AOCL. The Company’s objective in managing these exposures is to better control these elements of cost and mitigate the earnings and cash flow volatility associated with changes in the applicable rates and prices. The Company has established policies and procedures that encompass risk-management philosophy and objectives, guidelines for derivative instrument usage, counterparty credit approval, and the monitoring and reporting of derivative activity. The Company does not enter into derivative instruments for the purpose of speculation. The Company formally designates and documents instruments at inception that qualify for hedge accounting of underlying exposures in accordance with GAAP. The Company formally assesses, both at inception and at least quarterly, whether the financial instruments used in hedging transactions are effective at offsetting changes in cash flows of the related underlying exposure. Fluctuations in the value of these instruments generally are offset by changes in the expected cash flows of the underlying exposures being hedged. This offset is driven by the high degree of effectiveness between the exposure being hedged and the hedging instrument. The Company designates certain commodity hedges as cash flow hedges of forecasted purchases of commodities and interest rate swap agreements as cash flow hedges of interest payments on variable rate borrowings. Changes in the fair value of derivative contracts that qualify for hedge accounting are recorded in AOCL. For commodity hedges, realized gains or losses remain as a component of AOCL until the related inventory is sold. Cash flows associated with commodity and interest rate swap hedges are classified as operating activities in the Consolidated Statements of Cash Flows. During the second quarter of fiscal 2016, the Company entered into definitive agreements with Bonnie Plants, Inc. and its sole shareholder, AFC, that included options beginning in fiscal 2020 providing for either (i) the Company to increase its economic interest in Bonnie’s business of planting, growing, developing, manufacturing, distributing, marketing, and selling live plants, plant food, fertilizer and potting soil (the “Bonnie Business”) or (ii) AFC and Bonnie to repurchase the Company’s economic interest in the Bonnie Business (collectively, the “Bonnie Option”). The Bonnie Option was surrendered at the time of the formation of the Bonnie Plants, LLC joint venture on December 31, 2020. Prior to this, the Bonnie Option was required to be accounted for as a derivative instrument with changes in fair value recognized in the “Other non-operating income, net” line in the Consolidated Statements of Operations. Leases The Company determines whether an arrangement contains a lease at inception by determining if the contract conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration and other facts and circumstances. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets are calculated based on the lease liability adjusted for any lease payments paid to the lessor at or before the commencement date and initial direct costs incurred by the Company and exclude any lease incentives received from the lessor. Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term. The lease term may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. As the Company’s leases typically do not contain a readily determinable implicit rate, the Company determines the present value of the lease liability using its incremental borrowing rate at the lease commencement date based on the lease term. The Company considers its credit rating and the current economic environment in determining this collateralized rate. Variable lease payments are the portion of lease payments that are not fixed over the lease term. Variable lease payments are expensed as incurred and include certain non-lease components, such as maintenance and other services provided by the lessor, and other charges included in the lease, as applicable. The Company elected to exclude short-term leases, defined as leases with initial terms of 12 months or less, from its Consolidated Balance Sheets. Statements of Cash Flows Supplemental cash flow information was as follows: Year Ended September 30, 2023 2022 2021 Interest paid $ 173.5 $ 112.5 $ 61.6 Income taxes paid (refunded) (18.2) 27.2 179.7 During fiscal 2023, the Company received proceeds of $37.0 related to the payoff of seller financing that the Company provided in connection with a fiscal 2017 divestiture, which was classified as an investing activity in the Consolidated Statements of Cash Flows. The Company (paid) received cash of $(12.4), $29.3 and $(8.7) during fiscal 2023, fiscal 2022 and fiscal 2021, respectively, associated with currency forward contracts, which was classified as an investing activity in the “Other investing, net” line in the Consolidated Statements of Cash Flows. Cash flow from operating activities in fiscal 2022 and fiscal 2021 was favorably impacted by extended payment terms with vendors for payments originally due in the final weeks of fiscal 2022 and fiscal 2021 that were paid in the first quarter of fiscal 2023 and 2022, respectively. The Company uses the “cumulative earnings” approach for determining cash flow presentation of distributions from unconsolidated affiliates. Distributions received are included in the Consolidated Statements of Cash Flows as operating activities, unless the cumulative distributions exceed the portion of the cumulative equity in the net earnings of the unconsolidated affiliate, in which case the excess distributions are deemed to be returns of the investment and are classified as investing activities in the Consolidated Statements of Cash Flows. RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2022-04, “Liabilities — Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations.” This ASU requires disclosure of the key terms of outstanding supplier finance programs and a rollforward of the related obligations. ASU No. 2022-04 is effective for fiscal years beginning after December 15, 2022, except for the amendment on rollforward information, which is effective for fiscal years beginning after December 15, 2023. As ASU 2022-04 only relates to disclosures, the Company does not expect its adoption to have any impact on the Company’s consolidated financial position, results of operations or cash flows. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 12 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION Nature of Goods and Services The Company’s revenue is primarily generated from sales of branded and private label lawn and garden care and indoor and hydroponic gardening finished products to home centers, mass merchandisers, warehouse clubs, large hardware chains, independent hardware stores, nurseries, garden centers, e-commerce platforms, food and drug stores, indoor gardening and hydroponic product distributors, retailers and growers. In addition to product sales, the Company acts as the exclusive agent of Monsanto for the marketing and distribution of certain of Monsanto’s consumer Roundup ® branded products in the United States and certain other specified countries, and performs certain other services under ancillary agreements with Monsanto. Refer to “NOTE 21. SEGMENT INFORMATION” for disaggregated revenue information and “NOTE 7. MARKETING AGREEMENT” for revenue information related to the Monsanto agreements. Identification and Satisfaction of Performance Obligations The Company recognizes product sales at a point in time when it transfers control of products to customers and has no further obligation to provide services related to such products. Control is the ability of customers to direct the “use of” and “obtain” the benefit from the Company’s products. In evaluating the timing of the transfer of control of products to customers, the Company considers several control indicators, including significant risks and rewards of products, the Company’s right to payment and the legal title of the products. Based on the assessment of control indicators, sales are typically recognized when products are delivered to or picked up by the customer. The Company is generally the principal in a transaction and, therefore, primarily records revenue on a gross basis. When the Company is a principal in a transaction, it has determined that it controls the ability to direct the use of the product prior to transfer to a customer, is primarily responsible for fulfilling the promise to provide the product or service to the customer, has discretion in establishing prices, and ultimately controls the transfer of the product or services provided to the customer. Under the terms of the Third Restated Agreement, pursuant to which the Company serves as the exclusive agent of Monsanto for the marketing and distribution of certain of Monsanto’s consumer Roundup ® branded products in the United States and certain other specified countries, the Company is entitled to receive an annual commission from Monsanto as consideration for the performance of the Company’s duties as agent. The Third Restated Agreement also requires the Company to make annual payments to Monsanto as a contribution against the overall expenses of its consumer Roundup ® business. The gross commission earned under the Third Restated Agreement and the contribution payments to Monsanto are included in the “Net sales” line in the Consolidated Statements of Operations. The Company performs other services, including conversion services, pursuant to ancillary agreements with Monsanto. The actual costs incurred for these activities are charged to and reimbursed by Monsanto. The Company records costs incurred for which the Company is the primary obligor on a gross basis, recognizing such costs in the “Cost of sales” line and the reimbursement of these costs in the “Net sales” line in the Consolidated Statements of Operations, with no effect on gross margin dollars or net income. Transactional Price and Promotional Allowances Revenue for product sales is recorded net of sales returns and allowances. Revenues are measured based on the amount of consideration that the Company expects to receive as derived from a list price, reduced by estimates for variable consideration. Variable consideration includes the cost of current and continuing promotional programs and expected sales returns. Commission income related to the Monsanto agreements is recognized over the program year as the services are performed based upon the commission income formula in the agreements. The Company’s promotional programs primarily include rebates based on sales volumes, in-store promotional allowances, cooperative advertising programs, direct consumer rebate programs and special purchasing incentives. The cost of promotional programs is estimated considering all reasonably available information, including current expectations and historical experience. Promotional costs (including allowances and rebates) incurred during the year are expensed to interim periods in relation to revenues and are recorded as a reduction of net sales. Accruals for expected payouts under these programs are included in the “Other current liabilities” line in the Consolidated Balance Sheets. Provisions for estimated returns and allowances are recorded at the time revenue is recognized based on historical rates and are periodically adjusted for known changes in return levels. Shipping and handling costs are accounted for as contract fulfillment costs and included in the “Cost of sales” line in the Consolidated Statements of Operations. The Company excludes from revenue any amounts collected from customers for sales or other taxes. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended |
Sep. 30, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS International Business Prior to August 31, 2017, the Company operated consumer lawn and garden businesses located in Australia, Austria, Belgium, Luxembourg, Czech Republic, France, Germany, Poland and the United Kingdom (the “International Business”). On August 31, 2017, the Company completed the sale of the International Business. The transaction included contingent consideration with a maximum payout of $23.8 and an initial fair value of $18.2, the payment of which depended on the achievement of certain performance criteria by the International Business following the closing of the transaction through fiscal 2020. During fiscal 2021, the Company agreed to accept a contingent consideration payout of $6.0 and recorded a pre-tax charge of $12.2 in the “Loss from discontinued operations, net of tax” line in the Consolidated Statements of Operations during f iscal 2021 to write-down the contingent consideration receivable to the agreed upon payout amount. This contingent consideration payment was received during fiscal 2022 and this amount was classified as a financing activity in the “Other financing, net” line in the Consolidated Statements of Cash Flows. |
IMPAIRMENT, RESTRUCTURING AND O
IMPAIRMENT, RESTRUCTURING AND OTHER | 12 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
IMPAIRMENT, RESTRUCTURING AND OTHER | IMPAIRMENT, RESTRUCTURING AND OTHER Activity described herein is classified within the “Cost of sales—impairment, restructuring and other” and “Impairment, restructuring and other” lines in the Consolidated Statements of Operations. The following table details impairment, restructuring and other charges (recoveries) for each of the periods presented: Year Ended September 30, 2023 2022 2021 Cost of sales—impairment, restructuring and other: Restructuring and other charges (recoveries), net $ 148.5 $ 143.6 $ (0.3) Right-of-use asset impairments 25.8 — — Property, plant and equipment impairments 11.4 16.6 — COVID-19 related costs — — 25.0 Operating expenses—impairment, restructuring and other: Goodwill and intangible asset impairments 127.9 668.3 — Convertible debt other-than-temporary impairments 101.3 — — Restructuring and other charges, net 51.2 40.9 0.1 Gains on sale of property, plant and equipment — (16.2) — COVID-19 related costs — — 4.2 Total impairment, restructuring and other charges $ 466.1 $ 853.2 $ 29.0 The following table summarizes the activity related to liabilities associated with restructuring activities for each of the periods presented: Year Ended September 30, 2023 2022 2021 Amounts accrued at beginning of year $ 31.5 $ 1.9 $ 3.9 Restructuring charges 55.6 47.1 29.0 Payments (46.6) (17.5) (31.0) Amounts accrued at end of year $ 40.5 $ 31.5 $ 1.9 As of September 30, 2023, restructuring accruals include $13.9 that is classified as long-term. During fiscal 2023, the Company recorded non-cash, pre-tax goodwill and intangible asset impairment charges of $127.9 in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations, comprised of $117.7 of finite-lived intangible asset impairment charges associated with the Hawthorne segment and $10.3 of goodwill impairment charges associated with the Other segment. During fiscal 2023, the Company recorded a non-cash, pre-tax other-than-temporary impairment charge related to its convertible debt investments of $101.3 in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations. During fiscal 2022, the Company began implementing a series of Company-wide organizational changes and initiatives intended to create operational and management-level efficiencies. As part of this restructuring initiative, the Company is reducing the size of its supply chain network, reducing staffing levels and implementing other cost-reduction initiatives. In addition, to reduce its on hand inventory to align with the optimized network capacity, the Company has accelerated the reduction of certain Hawthorne inventory, primarily lighting, growing environments and hardware products. During fiscal 2023, the Company incurred costs of $229.0 associated with this restructuring initiative primarily related to inventory write-down charges, employee termination benefits, facility closure costs and impairment of right-of-use assets and property, plant and equipment. The Company incurred costs of $16.3 in its U.S. Consumer segment and $168.5 in its Hawthorne segment in the “Cost of sales—impairment, restructuring and other” line in the Consolidated Statements of Operations during fiscal 2023. The Company incurred costs of $7.7 in its U.S. Consumer segment, $20.7 in its Hawthorne segment, $0.8 in its Other segment and $14.9 at Corporate in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations during fiscal 2023. During fiscal 2022, the Company incurred costs of $65.2 associated with this restructuring initiative primarily related to employee termination benefits and impairment of property, plant and equipment. The Company incurred costs of $9.7 in its U.S. Consumer segment and $27.1 in its Hawthorne segment in the “Cost of sales—impairment, restructuring and other” line in the Consolidated Statements of Operations during fiscal 2022. The Company incurred costs of $11.9 in its U.S. Consumer segment, $8.1 in its Hawthorne segment, $0.7 in its Other segment and $7.7 at Corporate in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations during fiscal 2022. Costs incurred to date since the inception of this restructuring initiative are $45.5 for the U.S. Consumer segment, $224.4 for the Hawthorne segment, $1.5 for the Other segment and $22.7 at Corporate. During fiscal 2022, the Company recorded non-cash, pre-tax goodwill and intangible asset impairment charges of $632.4 as a result of interim impairment testing of its Hawthorne segment in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations, comprised of $522.4 of goodwill impairment charges and $110.0 of finite-lived intangible asset impairment charges. During fiscal 2022, the Company incurred inventory write-down charges of $120.9 in the “Cost of sales—impairment, restructuring and other” line in the Consolidated Statements of Operations and finite-lived intangible asset impairment charges of $35.3 in the “ Impairment, restructuring and other During fiscal 2022, the Company recorded gains of $16.2 in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations associated with the sale of property, plant and equipment. |
GOODWILL AND INTANGIBLE ASSETS,
GOODWILL AND INTANGIBLE ASSETS, NET | 12 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS, NET | GOODWILL AND INTANGIBLE ASSETS, NET The following table displays a rollforward of the carrying amount of goodwill by reportable segment: U.S. Consumer Hawthorne Other Total Goodwill $ 245.7 $ 444.8 $ 11.1 $ 701.6 Accumulated impairment losses (1.8) (94.6) — (96.4) Balance at September 30, 2021 243.9 350.2 11.1 605.2 Acquisitions and measurement-period adjustments — 180.8 — 180.8 Foreign currency translation — (8.6) (1.0) (9.6) Impairment — (522.4) — (522.4) Goodwill $ 245.7 $ 617.0 $ 10.1 $ 872.8 Accumulated impairment losses (1.8) (617.0) — (618.8) Balance at September 30, 2022 243.9 — 10.1 254.0 Foreign currency translation — — 0.2 0.2 Impairment — — (10.3) (10.3) Goodwill $ 245.7 $ 617.0 $ 10.3 $ 873.0 Accumulated impairment losses (1.8) (617.0) (10.3) (629.1) Balance at September 30, 2023 $ 243.9 $ — $ — $ 243.9 The following table presents intangible assets, net of accumulated amortization and impairment charges: September 30, 2023 September 30, 2022 Gross Accumulated Net Gross Accumulated Net Finite-lived intangible assets: Trade names $ 322.4 $ (260.7) $ 61.7 $ 318.4 $ (174.3) $ 144.1 Customer relationships 251.5 (216.1) 35.4 251.1 (158.4) 92.7 Technology 50.1 (44.5) 5.6 49.1 (43.3) 5.8 Other 34.9 (24.8) 10.1 34.7 (21.0) 13.7 Total finite-lived intangible assets, net 112.8 256.3 Indefinite-lived intangible assets: Indefinite-lived trade names 168.2 168.2 Roundup ® marketing agreement amendment 155.7 155.7 Total indefinite-lived intangible assets 323.9 323.9 Total intangible assets, net $ 436.7 $ 580.2 During fiscal 2023, the Company’s Hawthorne segment continued to experience adverse financial results due to decreased sales volume and inflationary cost pressures. The decrease in sales volume is attributable to an oversupply of cannabis, which significantly decreased cannabis wholesale prices and indoor and outdoor cannabis cultivation. The oversupply has been driven by increased licensing activity across the U.S., significant capital investment in the cannabis production marketplace over the past several years, inconsistent enforcement of regulations and the market impacts of the COVID-19 pandemic. As a result, the Company revised its internal forecasts to reflect the longer persistence and more significant impact of the oversupply of cannabis. These changes in circumstances indicated that the carrying amounts of Hawthorne’s long-lived assets, including trade names and customer relationships, may not be recoverable. Accordingly, the Company performed a recoverability test for long-lived assets during the fourth quarter of fiscal 2023. The Company concluded that the carrying value of these long-lived assets exceeded their estimated fair value and recorded non-cash, pre-tax impairment charges of $72.0 related to trade names and $45.7 related to customer relationships during the fourth quarter of fiscal 2023 in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations. The fair values of long-lived assets were determined using income-based approaches, including the relief-from-royalty method for trade names, that include market participant expectations of cash flows that the assets will generate over the remaining useful life discounted to present value using an appropriate discount rate. These fair value estimates utilize significant unobservable inputs and thus represent Level 3 fair value measurements. The Company performed annual goodwill impairment testing as of the first day of its fourth quarter of fiscal 2023. This test resulted in a non-cash, pre-tax goodwill impairment charge of $10.3 related to the Other segment, which was recorded during the fourth quarter of fiscal 2023 in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations. The impairment was driven by revisions to the Company’s internal forecasts in response to decreased sales volume and inflationary cost pressures. The carrying value of goodwill of the Other segment reporting unit, after recognizing the impairment, is zero. The estimated fair value of the Other segment reporting unit was based upon an equal weighting of the income-based and market-based approaches, utilizing estimated cash flows and a terminal value, discounted at a rate of return that reflects the relative risk of the cash flows, as well as valuation multiples derived from comparable publicly traded companies that are applied to operating performance of the reporting unit. The fair value estimate utilizes significant unobservable inputs and thus represents a Level 3 fair value measurement. The Company performed a recoverability test for Hawthorne’s long-lived assets during the third quarter of fiscal 2022. The Company concluded that the carrying value of these long-lived assets exceeded their estimated fair value and recorded non-cash, pre-tax impairment charges of $69.0 related to trade names and $41.0 related to customer relationships during the third quarter of fiscal 2022 in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations. After adjusting the carrying values of the finite-lived intangible assets, the Company completed an interim quantitative impairment test for goodwill during the third quarter of fiscal 2022. This quantitative test resulted in a non-cash, pre-tax goodwill impairment charge of $522.4 related to the Hawthorne reporting unit, which was recorded during the third quarter of fiscal 2022 in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations. The carrying value of goodwill of the Hawthorne reporting unit, after recognizing the impairment, is zero. During fiscal 2022, the Company also recorded additional non-cash, pre-tax finite-lived intangible asset impairment charges of $35.3, comprised of $22.5 related to trade names and $12.8 related to customer relationships, during the fourth quarter of fiscal 2022 in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations associated with its decision to discontinue and exit the market for certain Hawthorne lighting products and brands. Total amortization expense was $25.2, $37.1 and $30.9 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Amortization expense is estimated to be as follows for the years ending September 30: 2024 $ 16.0 2025 13.3 2026 12.2 2027 11.3 2028 10.3 |
DETAIL OF CERTAIN FINANCIAL STA
DETAIL OF CERTAIN FINANCIAL STATEMENT ACCOUNTS | 12 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DETAIL OF CERTAIN FINANCIAL STATEMENT ACCOUNTS | DETAIL OF CERTAIN FINANCIAL STATEMENT ACCOUNTS The following presents detail regarding certain financial statement accounts: September 30, 2023 2022 INVENTORIES: Finished goods $ 506.2 $ 926.2 Raw materials 272.5 293.2 Work-in-progress 101.6 124.1 $ 880.3 $ 1,343.5 PROPERTY, PLANT AND EQUIPMENT, NET: Machinery and equipment $ 651.7 $ 644.0 Buildings 277.1 262.2 Land and improvements 149.0 145.0 Construction in progress 104.6 95.5 Software 109.9 127.9 Furniture and fixtures 62.3 65.4 Finance leases 21.1 43.9 1,375.7 1,383.9 Less: accumulated depreciation (765.4) (777.9) $ 610.3 $ 606.0 OTHER ASSETS: Operating lease right-of-use assets $ 262.6 $ 288.9 Net deferred tax assets 189.8 143.5 Convertible debt investments 85.8 117.0 Accrued pension, postretirement and executive retirement assets 64.1 69.6 Loans receivable — 32.8 Other 30.8 29.1 $ 633.1 $ 680.9 September 30, 2023 2022 OTHER CURRENT LIABILITIES: Advertising and promotional accruals $ 143.0 $ 74.8 Current operating lease liabilities 76.4 76.2 Payroll and other compensation accruals 51.2 44.2 Accrued interest 31.9 30.1 Accrued taxes 28.5 29.4 Other 119.2 142.3 $ 450.2 $ 397.0 OTHER NON-CURRENT LIABILITIES: Non-current operating lease liabilities $ 220.1 $ 223.2 Accrued pension, postretirement and executive retirement liabilities 76.7 82.1 Net deferred tax liabilities 1.1 8.5 Other 52.0 45.2 $ 349.9 $ 359.0 |
MARKETING AGREEMENT
MARKETING AGREEMENT | 12 Months Ended |
Sep. 30, 2023 | |
Marketing Agreement [Abstract] | |
MARKETING AGREEMENT | MARKETING AGREEMENT The Scotts Company LLC (“Scotts LLC”) is the exclusive agent of Monsanto for the marketing and distribution of certain of Monsanto’s consumer Roundup ® branded products in the United States and certain other specified countries. The annual commission payable under the Third Restated Agreement is equal to 50% of the actual earnings before interest and income taxes of Monsanto’s consumer Roundup ® business for each program year in the markets covered by the Third Restated Agreement (“Program EBIT”). The Third Restated Agreement also requires the Company to make annual payments of $18.0 to Monsanto as a contribution against the overall expenses of its consumer Roundup ® business, subject to reduction pursuant to the Third Restated Agreement for any program year in which the Program EBIT does not equal or exceed $36.0. Unless Monsanto terminates the Third Restated Agreement due to an event of default by the Company, termination rights under the Third Restated Agreement include the following: • The Company may terminate the Third Restated Agreement upon the insolvency or bankruptcy of Monsanto; • Monsanto may terminate the Third Restated Agreement in the event that Monsanto decides to decommission the permits, licenses and registrations needed for, and the trademarks, trade names, packages, copyrights and designs used in, the sale of the Roundup ® products in the lawn and garden market (a “Brand Decommissioning Termination”); and • Each party may terminate the Third Restated Agreement if Program EBIT falls below $50.0 and, in such case, no termination fee would be payable to either party. The termination fee structure requires Monsanto to pay a termination fee to the Company in an amount equal to (i) $375.0 upon a Brand Decommissioning Termination, and (ii) the greater of $175.0 or four times an amount equal to the average of the Program EBIT for the three program years before the year of termination, minus $186.4, if Monsanto or its successor terminates the Third Restated Agreement as a result of a Roundup Sale or Change of Control of Monsanto (each, as defined in the Third Restated Agreement). The elements of the net commission and reimbursements earned under the Third Restated Agreement and included in the “Net sales” line in the Consolidated Statements of Operations are as follows: Year Ended September 30 2023 2022 2021 Gross commission $ 75.7 $ 83.4 $ 94.0 Contribution expenses (18.0) (18.0) (18.0) Net commission 57.7 65.4 76.0 Reimbursements associated with Roundup ® marketing agreement 82.5 67.9 70.8 Total net sales associated with Roundup ® marketing agreement $ 140.2 $ 133.3 $ 146.8 |
ACQUISITIONS AND INVESTMENTS
ACQUISITIONS AND INVESTMENTS | 12 Months Ended |
Sep. 30, 2023 | |
Business Combinations [Abstract] | |
ACQUISITIONS AND INVESTMENTS | ACQUISITIONS AND INVESTMENTS Cyco On April 28, 2022, the Company’s Hawthorne segment completed the acquisition of substantially all of the assets of S.J. Enterprises PTY LTD, d.b.a. Cyco (“Cyco”), an Australia-based provider of premium nutrients, additives and growing media products for indoor growing sold mostly in the United States, for an estimated purchase price of $37.3. The purchase price includes contingent consideration, a non-cash investing activity, with an initial fair value of $3.1 and a maximum payout of $10.0, which will be paid by the Company based on the achievement of certain performance metrics through December 31, 2024. Prior to the transaction, the Company served as the exclusive distributor of Cyco’s products in the United States. The valuation of the acquired assets included (i) $1.3 of inventory, (ii) $10.5 of finite-lived identifiable intangible assets and (iii) $25.6 of tax-deductible goodwill. Identifiable intangible assets included trade names, customer relationships and non-compete agreements with useful lives ranging between 5 and 25 years. The estimated fair values of the identifiable intangible assets were determined using an income-based approach, which includes market participant expectations of cash flows that an asset will generate over the remaining useful life discounted to present value using an appropriate discount rate. Luxx Lighting On December 30, 2021, the Company’s Hawthorne segment completed the acquisition of substantially all of the assets of Luxx Lighting, Inc., a provider of lighting products for indoor growing. The purchase price was $213.2, a portion of which was paid by the issuance of 0.1 million Common Shares, a non-cash investing and financing activity, with a fair value of $21.0 based on the share price at the time of payment. The valuation of the acquired assets included (i) $32.8 of inventory and accounts receivable, (ii) $5.7 of other current assets, (iii) $24.2 of current liabilities, (iv) $47.3 of finite-lived identifiable intangible assets and (v) $151.6 of tax-deductible goodwill. Identifiable intangible assets included trade names, customer relationships and non-compete agreements with useful lives ranging between 5 and 25 years. The estimated fair values of the identifiable intangible assets were determined using an income-based approach, which includes market participant expectations of cash flows that an asset will generate over the remaining useful life discounted to present value using an appropriate discount rate. During the fourth quarter of fiscal 2022, the Company decided it would discontinue and exit the market for certain Hawthorne lighting products and brands, including Luxx Lighting, Inc. Refer to “NOTE 4. IMPAIRMENT, RESTRUCTURING AND OTHER” for more information. True Liberty Bags On December 23, 2021, the Company’s Hawthorne segment completed the acquisition of substantially all of the assets of True Liberty Bags, a leading provider of liners and storage solutions to dry and cure plant products, for $10.1. The valuation of the acquired assets included (i) $1.1 of inventory, (ii) $5.8 of finite-lived identifiable intangible assets and (iii) $3.2 of tax-deductible goodwill. Identifiable intangible assets included trade names and customer relationships with useful lives of 15 years. The estimated fair values of the identifiable intangible assets were determined using an income-based approach, which includes market participant expectations of cash flows that an asset will generate over the remaining useful life discounted to present value using an appropriate discount rate. Hydro-Logic On August 27, 2021, the Company’s Hawthorne segment completed the acquisition of substantially all of the assets of Hydro-Logic Purification Systems, Inc., a leading provider of products, accessories and systems for water filtration and purification, for $65.3. The valuation of the acquired assets included (i) $4.5 of inventory and accounts receivable, (ii) $1.6 of non-current assets, (iii) $2.6 of other liabilities, (iv) $23.1 of finite-lived identifiable intangible assets and (v) $38.7 of tax-deductible goodwill. Identifiable intangible assets included trade names, customer relationships and non-compete agreements with useful lives ranging between 5 and 15 years. The estimated fair values of the identifiable intangible assets were determined using an income-based approach, which includes market participant expectations of cash flows that an asset will generate over the remaining useful life discounted to present value using an appropriate discount rate. The Hawthorne Collective On August 24, 2021, the Company’s wholly-owned subsidiary, The Hawthorne Collective, Inc. (“THC”), made its initial investment under the Company’s strategic minority non-equity investment initiative in the form of a $150.0 six-year convertible note issued to the Company by Toronto-based RIV Capital Inc. (“RIV Capital”) (CSE: RIV) (OTC: CNPOF), a cannabis investment and acquisition firm listed on the Canadian Securities Exchange. The note bore interest on the principal amount at a rate of approximately 2% for the first two years of the term. No interest will accrue on the note for the remainder of the term. The note is convertible into RIV Capital common shares at a conversion price of CAD $1.90 per share which is based upon the RIV Capital closing stock price on August 9, 2021. On April 22, 2022, pursuant to its follow-on investment rights, the Company made an additional investment in RIV Capital in the form of a $25.0 convertible note which matures on August 24, 2027. The note bears interest on the principal amount at a rate of approximately 2% for the first two years of the term. No interest will accrue on the note for the remainder of the term. The note is convertible into RIV Capital common shares at a conversion price of CAD $1.65 per share which is based upon the RIV Capital closing stock price on March 29, 2022. Accrued interest on the initial $150.0 convertible note and the follow-on $25.0 convertible note (collectively, the “RIV Convertible Notes”) will be payable to THC at maturity or will be included in the conversion value of the notes at the time of conversion. Assuming full conversion of the RIV Convertible Notes, including the full amount of the anticipated accrued interest over the life of the notes, THC would be entitled to receive approximately 123.0 million common shares of RIV Capital, representing approximately 48% of RIV Capital’s outstanding shares as of September 30, 2023. The RIV Convertible Notes are convertible into common shares of RIV Capital either (i) at the election of THC or (ii) at the election of RIV Capital after the date on which federal laws in the United States are amended to allow for the general cultivation, distribution, and possession of cannabis. In connection with issuance of the RIV Convertible Notes, the Company entered into an investor rights agreement with RIV Capital providing for, among other things, customary registration rights, participation rights, as well as certain standstill and transfer restrictions. In addition, THC is entitled to designate three nominees to the RIV Capital board of directors for so long as the board is comprised of seven directors, and will be entitled to designate four nominees to the RIV Capital board of directors if the size of the board is increased to nine directors. During the fourth quarter of fiscal 2021, THC made minority non-equity investments of $43.1 in other entities focused on branded cannabis and high quality genetics. These additional investments also include conversion features that would provide the Company with minority ownership interests if it exercises the conversion features. The Company or THC will not have control of or an active day-to-day role in any entity in which THC has a convertible debt investment. The convertible notes include restrictions that the funds received from the Company will be used for general corporate and other lawful purposes, which could include acquisitions, and that the funds will not be used in connection with or for any cannabis or cannabis-related operations in the U.S. unless and until such operations comply with all applicable U.S. federal laws. Rhizoflora On August 13, 2021, the Company’s Hawthorne segment completed the acquisition of substantially all of the assets of Rhizoflora, Inc., the manufacturer of terpene enhancing nutrient products Terpinator ® and Purpinator ® , for $33.7. The valuation of the acquired assets included (i) $0.6 of inventory, (ii) $10.9 of finite-lived identifiable intangible assets and (iii) $22.2 of tax-deductible goodwill. Identifiable intangible assets included trade names, customer relationships and non-compete agreements with useful lives ranging between 5 and 25 years. The estimated fair values of the identifiable intangible assets were determined using an income-based approach, which includes market participant expectations of cash flows that an asset will generate over the remaining useful life discounted to present value using an appropriate discount rate. AeroGrow On November 11, 2020, the Company entered into an agreement and plan of merger to acquire the remaining outstanding shares of AeroGrow for cash consideration of $3.00 per share, or approximately $20.1. The merger closed on February 26, 2021. SMG Growing Media, Inc., a wholly-owned subsidiary of Scotts Miracle-Gro, was the holder of 80.5% of the outstanding shares of AeroGrow prior to the closing and now holds 100% of the outstanding shares of AeroGrow. The closing date carrying value of the noncontrolling interest was $6.7 and the $13.4 difference between the purchase price and carrying value was recognized in the “Common shares and capital in excess of $0.01 stated value per share” line within “Total equity (deficit)” in the Consolidated Balance Sheets. |
INVESTMENT IN UNCONSOLIDATED AF
INVESTMENT IN UNCONSOLIDATED AFFILIATES | 12 Months Ended |
Sep. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN UNCONSOLIDATED AFFILIATES | INVESTMENT IN UNCONSOLIDATED AFFILIATES On December 31, 2020, the Company acquired a 50% equity interest in Bonnie Plants, LLC, a joint venture with AFC focused on planting, growing, developing, distributing, marketing and selling live plants, in exchange for cash payments of $102.3, as well as non-cash investing activities that included forgiveness of the Company’s outstanding loan receivable with AFC and surrender of the Company’s options to increase its economic interest in the Bonnie Plants business. The Company recorded a gain of $12.5 during the first quarter of fiscal 2021 to write-up the value of its loan receivable with AFC to its closing date fair value in the “Other non-operating income, net” line in the Consolidated Statements of Operations. The Company’s interest in Bonnie Plants, LLC is recorded in the “Investment in unconsolidated affiliates” line in the Consolidated Balance Sheets. During the three months ended December 31, 2022, the Company and AFC amended the joint venture agreement to allow AFC to make an additional equity contribution to Bonnie Plants, LLC, and, as a result of this contribution by AFC, the Company’s equity interest in Bonnie Plants, LLC was reduced to 45%. The Company’s interest is accounted for using the equity method of accounting, with the Company’s proportionate share of Bonnie Plants, LLC earnings subsequent to December 31, 2020 reflected in the Consolidated Statements of Operations. On November 7, 2023, the Company purchased an additional 5% equity interest in Bonnie Plants, LLC from AFC for $21.4, bringing its total equity interest back to 50%. During fiscal 2023, the Company recorded a non-cash, pre-tax impairment charge of $94.7 associated with its investment in Bonnie Plants, LLC in the “Equity in (income) loss of unconsolidated affiliates” line in the Consolidated Statements of Operations. The impairment was driven by revisions to the Company’s internal forecasts for Bonnie Plants, LLC in response to decreased sales volume and inflationary cost pressures. The estimated fair value of Bonnie Plants, LLC was based upon an equal weighting of the income-based and market-based approaches, utilizing estimated cash flows and a terminal value, discounted at a rate of return that reflects the relative risk of the cash flows, as well as valuation multiples derived from comparable publicly traded companies that are applied to operating performance of the investment. The fair value estimate utilizes significant unobservable inputs and thus represents a Level 3 fair value measurement. As a result of the impairment charge recorded by the Company during fiscal 2023, the carrying value of the Company’s equity method investment was lower than its interest in Bonnie Plants, LLC’s underlying net assets as of September 30, 2023. Of this basis difference, the majority relates to goodwill and indefinite-lived intangible assets recorded by Bonnie Plants, LLC, which are not amortized. The remaining amount relates to long-lived assets, including finite-lived intangible assets, and will be amortized over the remaining useful life of the long-lived assets. |
RETIREMENT PLANS
RETIREMENT PLANS | 12 Months Ended |
Sep. 30, 2023 | |
Retirement Benefits [Abstract] | |
RETIREMENT PLANS | RETIREMENT PLANS The Company sponsors a defined contribution 401(k) plan for substantially all U.S. associates. The Company matches 200% of associates’ initial 3% contribution and 50% of their remaining contribution up to 6%. The Company may make additional discretionary profit sharing matching contributions to eligible employees on their initial 4% contribution. The Company recorded expenses of $24.1, $28.3 and $30.1 associated with the plan in fiscal 2023, fiscal 2022 and fiscal 2021, respectively. The Company sponsors two defined benefit pension plans for certain U.S. associates and three defined benefit pension plans associated with the former businesses in the United Kingdom and Germany. Benefits under these plans have been frozen and closed to new associates since 1997 for the U.S. plans, 2010 for the United Kingdom plans and 2017 for the Germany plan. The benefits under the plans are based on years of service and compensation levels. The Company’s funding policy for the defined benefit pension plans, consistent with statutory requirements and tax considerations, is based on actuarial computations using the Projected Unit Credit method. During fiscal 2023 and 2021, the defined benefit pension plans associated with the former business in the United Kingdom entered into buy-in insurance policies in exchange for premium payments of $76.3 and $67.7, respectively, which are subject to adjustment as a result of subsequent data cleansing activities. Under the terms of these buy-in insurance policies, the respective insurers are liable to pay the benefits to the plans but the plans still retain full legal responsibility to pay benefits to plan participants using the insurance payments. The buy-in policies will be treated as assets of the plans going forward until such time as the buy-in policies are converted to buy-out policies, which is when individual insurance policies will be assigned to each plan participant and the plans will no longer have legal responsibility to pay the benefits to the plan participants. The following tables present information about benefit obligations, plan assets, annual expense, assumptions and other information about the Company’s defined benefit pension plans. The defined benefit pension plans are valued using a September 30 measurement date. U.S. Defined International 2023 2022 2023 2022 Change in projected benefit obligation: Benefit obligation at beginning of year $ 77.7 $ 100.2 $ 109.2 $ 193.6 Interest cost 3.6 1.7 6.2 3.0 Actuarial gain (2.5) (17.2) (11.0) (55.1) Benefits paid (6.9) (7.0) (5.9) (7.5) Foreign currency translation — — 10.0 (24.8) Projected benefit obligation (“PBO”) at end of year $ 71.8 $ 77.7 $ 108.5 $ 109.2 Accumulated benefit obligation (“ABO”) at end of year $ 71.8 $ 77.7 $ 108.5 $ 109.2 Change in plan assets: Fair value of plan assets at beginning of year $ 59.1 $ 81.7 $ 128.9 $ 221.6 Actual return on plan assets 1.7 (15.8) (11.5) (61.2) Employer contribution 0.2 0.2 1.2 5.3 Benefits paid (6.9) (7.0) (5.9) (7.5) Foreign currency translation — — 12.1 (29.3) Fair value of plan assets at end of year $ 54.1 $ 59.1 $ 124.8 $ 128.9 Overfunded (underfunded) status at end of year $ (17.7) $ (18.6) $ 16.3 $ 19.7 U.S. Defined International 2023 2022 2023 2022 Information for pension plans with an ABO in excess of plan assets: Accumulated benefit obligation $ 71.8 $ 77.7 $ 11.5 $ 11.6 Fair value of plan assets 54.1 59.1 — — Information for pension plans with a PBO in excess of plan assets: Projected benefit obligation $ 71.8 $ 77.7 $ 11.5 $ 11.6 Fair value of plan assets 54.1 59.1 — — Amounts recognized in the Consolidated Balance Sheets consist of: Non-current assets $ — $ — $ 27.8 $ 31.3 Current liabilities (0.2) (0.2) (0.9) (0.8) Non-current liabilities (17.5) (18.4) (10.6) (10.8) Total amount accrued $ (17.7) $ (18.6) $ 16.3 $ 19.7 Amounts recognized in AOCL consist of: Actuarial loss $ 35.2 $ 38.8 $ 60.0 $ 51.2 Prior service cost — — 2.1 2.1 Total amount recognized $ 35.2 $ 38.8 $ 62.1 $ 53.3 U.S. Defined International 2023 2022 2023 2022 Total change in other comprehensive loss attributable to: Net gain (loss) during the period $ 1.8 $ (1.3) $ (6.0) $ (11.1) Reclassification to net earnings 1.8 1.7 2.0 1.3 Foreign currency translation — — (4.8) 10.6 Total change in other comprehensive loss $ 3.6 $ 0.4 $ (8.8) $ 0.8 Weighted average assumptions used in development of projected benefit obligation: Discount rate 5.54 % 5.06 % 5.38 % 4.96 % U.S. Defined International 2023 2022 2021 2023 2022 2021 Components of net periodic benefit cost (income): Interest cost $ 3.6 $ 1.7 $ 1.5 $ 6.2 $ 3.0 $ 2.6 Expected return on plan assets (2.5) (2.8) (3.4) (5.5) (5.1) (5.5) Net amortization 1.8 1.7 2.1 2.0 1.3 1.3 Net periodic benefit cost (income) $ 2.9 $ 0.6 $ 0.2 $ 2.7 $ (0.8) $ (1.6) Weighted average assumptions used in development of net periodic benefit cost (income): Weighted average discount rate - interest cost 4.87 % 1.74 % 1.43 % 5.29 % 1.64 % 1.26 % Expected return on plan assets 4.50 % 3.50 % 4.25 % 3.91 % 2.37 % 2.45 % Investment Strategy Target allocation percentages among various asset classes are maintained based on an individual investment policy established for each of the various pension plans. Asset allocations are designed to achieve long-term objectives of return while mitigating against downside risk considering expected cash requirements necessary to fund benefit payments. However, the Company cannot predict future investment returns and therefore cannot determine whether future pension plan funding requirements could materially and adversely affect its financial condition, results of operations or cash flows. Basis for Long-Term Rate of Return on Asset Assumptions The Company’s expected long-term rate of return on asset assumptions are derived from studies conducted by third parties. The studies include a review of anticipated future long-term performance of individual asset classes and consideration of the appropriate asset allocation strategy given the anticipated requirements of the plans to determine the average rate of earnings expected. While the studies give appropriate consideration to recent fund performance and historical returns, the assumptions primarily represent expectations about future rates of return over the long term. U.S. Defined International Other information: Plan asset allocations: Target for September 30, 2024: Equity securities 22 % — % Debt securities 74 % 5 % Real estate securities 4 % — % Cash and cash equivalents — % 11 % Insurance contracts — % 84 % September 30, 2023 Equity securities 18 % — % Debt securities 75 % 5 % Real estate securities 3 % — % Cash and cash equivalents 4 % 11 % Insurance contracts — % 84 % September 30, 2022 Equity securities 17 % 25 % Debt securities 75 % 44 % Real estate securities 5 % — % Cash and cash equivalents 3 % 1 % Insurance contracts — % 30 % Expected company contributions in fiscal 2024 $ 2.9 $ 1.8 Expected future benefit payments: 2024 $ 7.4 $ 6.4 2025 7.1 6.7 2026 7.0 6.8 2027 6.8 6.8 2028 6.6 7.0 2029 – 2033 29.4 37.0 The following tables set forth the fair value of the Company’s pension plan assets, segregated by level within the fair value hierarchy: U.S. Defined International Fair Value Hierarchy Level 2023 2022 2023 2022 Cash and cash equivalents Level 1 $ 2.2 $ 2.1 $ 14.0 $ 1.7 Insurance contracts Level 3 — — 104.3 38.1 Total assets in the fair value hierarchy $ 2.2 $ 2.1 $ 118.3 $ 39.8 Common collective trusts measured at net asset value Real estate $ 1.8 $ 2.8 $ — $ — Equities 10.0 10.0 — 32.6 Fixed income 40.1 44.2 6.5 56.5 Total common collective trusts measured at net asset value 51.9 57.0 6.5 89.1 Total assets at fair value $ 54.1 $ 59.1 $ 124.8 $ 128.9 |
ASSOCIATE MEDICAL BENEFITS
ASSOCIATE MEDICAL BENEFITS | 12 Months Ended |
Sep. 30, 2023 | |
Defined Benefit Plan, Postretirement Medical Plan with Prescription Drug Benefits [Abstract] | |
ASSOCIATE MEDICAL BENEFITS | ASSOCIATE MEDICAL BENEFITS The Company provides comprehensive major medical benefits to its associates. The Company is self-insured for certain health benefits up to $1.0 per occurrence per individual. The cost of such benefits is recognized as expense in the period the claim is incurred and was $40.1, $46.6 and $43.7 in fiscal 2023, fiscal 2022 and fiscal 2021, respectively. The Company also provides comprehensive major medical benefits to certain retired associates and their dependents. Substantially all of the Company’s domestic associates who were hired before January 1, 1998 become eligible for these benefits if they retire at age 55 or older with more than ten years of service. The retiree medical plan requires certain minimum contributions from retired associates and includes provisions to limit the overall cost increases the Company is required to cover. The Company funds its portion of retiree medical benefits as claims are paid. The following tables set forth information about the retiree medical plan for domestic associates. The retiree medical plan is valued using a September 30 measurement date. 2023 2022 Change in Accumulated Plan Benefit Obligation (“APBO”): Benefit obligation at beginning of year $ 15.7 $ 20.1 Service cost 0.1 0.2 Interest cost 0.8 0.5 Plan participants’ contributions 0.4 0.4 Actuarial gain (2.2) (4.0) Curtailment loss — 0.6 Benefits paid (1.5) (2.1) Benefit obligation at end of year $ 13.3 $ 15.7 Change in plan assets: Fair value of plan assets at beginning of year $ — $ — Employer contribution 1.1 1.7 Plan participants’ contributions 0.4 0.4 Gross benefits paid (1.5) (2.1) Fair value of plan assets at end of year $ — $ — Unfunded status at end of year $ (13.3) $ (15.7) 2023 2022 Amounts recognized in the Consolidated Balance Sheets consist of: Current liabilities $ (1.4) $ (1.6) Non-current liabilities (11.9) (14.1) Total amount accrued $ (13.3) $ (15.7) Amounts recognized in AOCL consist of: Actuarial (gain) loss $ (3.4) $ (1.2) Prior service credit — (0.2) Total accumulated other comprehensive (income) loss $ (3.4) $ (1.4) Total change in other comprehensive loss attributable to: Gain during the period $ 2.2 $ 3.4 Reclassification to net earnings (0.2) (0.9) Total change in other comprehensive loss $ 2.0 $ 2.5 Discount rate used in development of APBO 5.98 % 5.60 % Net periodic benefit cost (income) was $0.7, $(0.2) and $(0.2) during fiscal 2023, fiscal 2022 and fiscal 2021, respectively. For measurement as of September 30, 2023, management has assumed that health care costs will increase at an annual rate of 7.00%, and thereafter decreasing to an ultimate trend rate of 5.00% in 2028. The following benefit payments under the plan are expected to be paid by the Company and the retirees for the fiscal years indicated: Gross Retiree Net 2024 $ 1.8 $ (0.4) $ 1.4 2025 1.8 (0.4) 1.4 2026 1.9 (0.5) 1.4 2027 1.9 (0.6) 1.4 2028 2.0 (0.7) 1.3 2029 – 2033 9.8 (3.8) 6.0 |
DEBT
DEBT | 12 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The components of debt are as follows: September 30, 2023 2022 Credit Facilities: Revolving loans $ 88.3 $ 300.5 Term loans 925.0 975.0 Senior Notes due 2031 – 4.000% 500.0 500.0 Senior Notes due 2032 – 4.375% 400.0 400.0 Senior Notes due 2029 – 4.500% 450.0 450.0 Senior Notes due 2026 – 5.250% 250.0 250.0 Receivables facility — 75.0 Finance lease obligations 16.9 28.9 Other 0.4 12.7 Total debt 2,630.6 2,992.1 Less current portions 52.3 144.3 Less unamortized debt issuance costs 20.9 21.6 Long-term debt $ 2,557.4 $ 2,826.2 The Company’s aggregate scheduled maturities of debt, excluding finance lease obligations, are as follows: 2024 $ 50.4 2025 50.0 2026 50.0 2027 1,113.3 2028 — Thereafter 1,350.0 $ 2,613.7 Credit Facilities On July 5, 2018, the Company entered into a fifth amended and restated credit agreement, which provided the Company and certain of its subsidiaries with five-year senior secured loan facilities in the aggregate principal amount of $2,300.0, comprised of a revolving credit facility of $1,500.0 and a term loan in the original principal amount of $800.0. On April 8, 2022, the Company entered into the Sixth A&R Credit Agreement, providing the Company and certain of its subsidiaries with five-year senior secured loan facilities in the aggregate principal amount of $2,500.0, comprised of a revolving credit facility of $1,500.0 and a term loan in the original principal amount of $1,000.0. The Sixth A&R Credit Agreement replaced the fifth amended and restated credit agreement and will terminate on April 8, 2027. The Sixth A&R Credit Facilities are available for the issuance of letters of credit up to $100.0. The terms of the Sixth A&R Credit Agreement include customary representations and warranties, affirmative and negative covenants, financial covenants, and events of default. Under the terms of the Sixth A&R Credit Agreement, loans bear interest, at the Company’s election, at a rate per annum equal to either (i) the Alternate Base Rate plus the Applicable Spread (each, as defined in the Sixth A&R Credit Agreement) or (ii) the Adjusted Term SOFR Rate for the Interest Period in effect for such borrowing plus the Applicable Spread (all as defined in the Sixth A&R Credit Agreement). Swingline Loans bear interest at the applicable Swingline Rate set forth in the Sixth A&R Credit Agreement. Interest rates for other select non-U.S. dollar borrowings, including borrowings denominated in euro, Pounds Sterling and Canadian dollars, are based on separate interest rate indices, as set forth in the Sixth A&R Credit Agreement. On June 8, 2022, the Company entered into Amendment No. 1 to the Sixth A&R Credit Agreement. Amendment No. 1 increased the maximum permitted leverage ratio for the quarterly leverage covenant until April 1, 2024. Amendment No. 1 also increased the interest rate applicable to borrowings under the revolving credit facility by 35 bps and the term loan facility by 50 bps, and increased the annual facility fee rate on the revolving credit facility by 15 bps, in each case, when the Company’s quarterly-tested leverage ratio exceeded 4.75. On July 31, 2023, the Company entered into Amendment No. 2 to the Sixth A&R Credit Agreement. Amendment No. 2 (i) reduces the revolving loan commitments by $250.0; (ii) increases the maximum permitted leverage ratio for the quarterly leverage covenant during the Leverage Adjustment Period; (iii) replaces the interest coverage covenant with a fixed charge coverage covenant; (iv) increases the interest rate applicable to borrowings under the revolving credit facility and the term loan facility by 25 bps for each existing pricing tier and adds a pricing tier applicable to periods when the leverage ratio exceeds 6.00; (v) limits the amount of certain incremental investments, loans and advances to $25.0 during the Leverage Adjustment Period; and (vi) adds the Company’s intellectual property (subject to certain exceptions) as collateral to secure its obligations under the Sixth A&R Credit Agreement. Additionally, Amendment No. 2 limits the Company’s ability to declare or pay any discretionary dividends, distributions or other restricted payments during the Leverage Adjustment Period to only the payment of (i) regularly scheduled cash dividends to holders of its Common Shares in an aggregate amount not to exceed $225.0 per fiscal year and (ii) other dividends, distributions or other restricted payments in an aggregate amount not to exceed $25.0. Amendment No. 2 also subjects the Company’s ability to make certain investments to pro forma compliance with certain leverage levels specified in Amendment No. 2. Pursuant to Amendment No. 2, the Sixth A&R Credit Agreement is secured by (i) a perfected first priority security interest in all of the accounts receivable, inventory, equipment and intellectual property (subject to certain exceptions) of Scotts Miracle-Gro and certain of its domestic subsidiaries and (ii) the pledge of all of the capital stock of certain of Scotts Miracle-Gro’s domestic subsidiaries and a portion of the capital stock of certain of its foreign subsidiaries. At September 30, 2023, the Company had letters of credit outstanding in the aggregate principal amount of $5.0, and had $1,156.7 of borrowing availability under the Sixth A&R Credit Agreement. The weighted average interest rates on average borrowings under the credit facilities, excluding the impact of interest rate swaps, were 7.6%, 2.8% and 1.9% for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. The Sixth A&R Credit Agreement contains, among other obligations, an affirmative covenant regarding the Company’s leverage ratio determined as of the end of each of its fiscal quarters calculated as average total indebtedness, divided by the Company’s Adjusted EBITDA. Pursuant to Amendment No. 2, the maximum permitted leverage ratio is (i) 7.75 for the fourth quarter of fiscal 2023, (ii) 8.25 for the first quarter of fiscal 2024, (iii) 7.75 for the second quarter of fiscal 2024, (iv) 6.50 for the third quarter of fiscal 2024, (v) 6.00 for the fourth quarter of fiscal 2024, (vi) 5.50 for the first quarter of fiscal 2025, (vii) 5.25 for the second quarter of fiscal 2025, (viii) 5.00 for the third quarter of fiscal 2025, (ix) 4.75 for the fourth quarter of fiscal 2025 and (x) 4.50 for the first quarter of fiscal 2026 and thereafter. The Company’s leverage ratio was 6.57 at September 30, 2023. Pursuant to Amendment No. 2, the Sixth A&R Credit Agreement also contains an affirmative covenant regarding the Company’s fixed charge coverage ratio determined as of the end of each of its fiscal quarters, calculated as Adjusted EBITDA minus capital expenditures and expense for taxes paid in cash, divided by the sum of interest expense plus restricted payments, as described in Amendment No. 2. The minimum required fixed charge coverage ratio is (i) 0.75 for the fourth quarter of fiscal 2023 through the third quarter of fiscal 2024 and (ii) 1.00 for the fourth quarter of fiscal 2024 and thereafter. The Company’s fixed charge coverage ratio was 1.56 for the twelve months ended September 30, 2023. As of September 30, 2023, the Company was in compliance with all applicable covenants in the agreements governing its debt. Based on the Company’s projections of its financial performance for the twelve-month period subsequent to the date of the filing of this Form 10-K, the Company expects to remain in compliance with the financial covenants under the Sixth A&R Credit Agreement. However, the Company’s assessment of its ability to meet its future obligations is inherently subjective, judgment-based, and susceptible to change based on future events. A covenant violation may result in an event of default. Such a default would allow the lenders under the Sixth A&R Credit Agreement to accelerate the maturity of the indebtedness thereunder and would also implicate cross-default provisions under the Senior Notes, and cause the Senior Notes to become due and payable at that time. As of September 30, 2023, the Company’s indebtedness under the Sixth A&R Credit Agreement and Senior Notes was $2,613.3. The Company does not have sufficient cash on hand or available liquidity that can be utilized to repay these outstanding amounts in the event of default. As part of its contingency planning to address potential future circumstances that could result in noncompliance, the Company has contemplated alternative plans including additional restructuring activities to reduce operating expenses and certain cash management strategies that are within the Company’s control. Additionally, the Company has contemplated alternative plans that are subject to market conditions and not in the Company’s control, including, among others, discussions with its lenders to amend the terms of its financial covenants under the Sixth A&R Credit Agreement and generating cash by completing other financing transactions, which may include issuing equity. There is no assurance that the Company will be successful in implementing these alternative plans. Senior Notes On December 15, 2016, Scotts Miracle-Gro issued $250.0 aggregate principal amount of 5.250% Senior Notes due 2026. The 5.250% Senior Notes represent general unsecured senior obligations and rank equal in right of payment with the Company’s existing and future unsecured senior debt. The 5.250% Senior Notes have interest payment dates of June 15 and December 15 of each year. On October 22, 2019, Scotts Miracle-Gro issued $450.0 aggregate principal amount of 4.500% Senior Notes due 2029. The 4.500% Senior Notes represent general unsecured senior obligations and rank equal in right of payment with the Company’s existing and future unsecured senior debt. The 4.500% Senior Notes have interest payment dates of April 15 and October 15 of each year. On March 17, 2021, Scotts Miracle-Gro issued $500.0 aggregate principal amount of 4.000% Senior Notes due 2031. The 4.000% Senior Notes represent general unsecured senior obligations and rank equal in right of payment with the Company’s existing and future unsecured senior debt. The 4.000% Senior Notes have interest payment dates of April 1 and October 1 of each year. On August 13, 2021, Scotts Miracle-Gro issued $400.0 aggregate principal amount of 4.375% Senior Notes due 2032. The 4.375% Senior Notes represent general unsecured senior obligations and rank equal in right of payment with the Company’s existing and future unsecured senior debt. The 4.375% Senior Notes have interest payment dates of February 1 and August 1 of each year. Substantially all of Scotts Miracle-Gro’s directly and indirectly owned domestic subsidiaries serve as guarantors of the 5.250% Senior Notes, the 4.500% Senior Notes, the 4.000% Senior Notes and the 4.375% Senior Notes. The Senior Notes contain an affirmative covenant regarding the Company’s interest coverage ratio determined as of the end of each of its fiscal quarters, calculated as Adjusted EBITDA divided by interest expense excluding costs related to refinancings. The minimum required interest coverage ratio is 2.00. The Company’s interest coverage ratio was 2.81 for the twelve months ended September 30, 2023. Receivables Facility On April 7, 2017, the Company entered into a Receivables Facility under which the Company could sell a portfolio of available and eligible outstanding customer accounts receivable to the purchasers subject to agreeing to repurchase the receivables on a weekly basis. The eligible accounts receivable consisted of accounts receivable generated by sales to three specified customers. The eligible amount of customer accounts receivables which could be sold under the Receivables Facility was $400.0 and the commitment amount during the seasonal commitment period that began on February 24, 2023 and ended on June 16, 2023 was $160.0. The Receivables Facility expired on August 18, 2023. The sale of receivables under the Receivables Facility was accounted for as short-term debt and the Company continued to carry the receivables on its Consolidated Balance Sheets, primarily as a result of its requirement to repurchase receivables sold. As of September 30, 2022, there were $75.0 in borrowings on receivables pledged as collateral under the Receivables Facility, and the carrying value of the receivables pledged as collateral was $79.8. Interest Rate Swap Agreements The Company enters into interest rate swap agreements with major financial institutions that effectively convert a portion of the Company’s variable-rate debt to a fixed rate. Interest payments made between the effective date and expiration date are hedged by the swap agreements. Swap agreements that were hedging interest payments as of September 30, 2023 and 2022 had a maximum total U.S. dollar equivalent notional amount of $600.0 and $800.0, respectively. On October 26, 2023, the Company executed an interest rate swap agreement with a notional amount that adjusts in accordance with a specified seasonal schedule, and a maximum notional amount of $100.0. This swap agreement has a fixed rate of 4.74%, an effective date of November 20, 2023 and an expiration date of March 22, 2027. The notional amount, effective date, expiration date and rate of each of the swap agreements outstanding at September 30, 2023 are shown in the table below: Notional Effective Expiration Fixed 200 (b) 1/20/2022 6/20/2024 0.49 % 200 6/7/2023 6/8/2026 0.80 % 150 6/7/2023 4/7/2027 3.37 % 50 6/7/2023 4/7/2027 3.34 % (a) The effective date refers to the date on which interest payments are first hedged by the applicable swap agreement. (b) Notional amount adjusts in accordance with a specified seasonal schedule. This represents the maximum notional amount at any point in time. Weighted Average Interest Rate The weighted average interest rates on the Company’s debt, including the impact of interest rate swaps, were 5.4%, 3.6% and 3.7% for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. |
EQUITY
EQUITY | 12 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
EQUITY | EQUITY (DEFICIT) Authorized and issued shares consisted of the following (in millions): September 30, 2023 2022 Preferred shares, no par value: Authorized 0.2 shares 0.2 shares Issued 0.0 shares 0.0 shares Common shares, no par value, $0.01 stated value per share: Authorized 100.0 shares 100.0 shares Issued 68.1 shares 68.1 shares In fiscal 1995, The Scotts Company merged with Stern’s Miracle-Gro Products, Inc. (“Miracle-Gro”). At September 30, 2023, the former shareholders of Miracle-Gro, including the Hagedorn Partnership, L.P., owned approximately 24% of Scotts Miracle-Gro’s outstanding Common Shares on a fully diluted basis and, therefore, have the ability to significantly influence the election of directors and other actions requiring the approval of Scotts Miracle-Gro’s shareholders. Under the terms of the merger agreement with Miracle-Gro, the former shareholders of Miracle-Gro may not collectively acquire, directly or indirectly, beneficial ownership of Voting Stock (as that term is defined in the Miracle-Gro merger agreement) representing more than 49% of the total voting power of the outstanding Voting Stock, except pursuant to a tender offer for 100% of that total voting power, which tender offer is made at a price per share which is not less than the market price per share on the last trading day before the announcement of the tender offer and is conditioned upon the receipt of at least 50% of the Voting Stock beneficially owned by shareholders of Scotts Miracle-Gro other than the former shareholders of Miracle-Gro and their affiliates and associates. Accumulated Other Comprehensive Loss Changes in AOCL by component were as follows for the fiscal years ended September 30: Foreign Net Unrealized Net Pension and Accumulated Balance at September 30, 2020 $ (6.2) $ (15.1) $ — $ (77.8) $ (99.1) Other comprehensive income (loss) before reclassifications 4.5 26.8 (3.1) 6.9 35.1 Amounts reclassified from accumulated other comprehensive net income (loss) — 7.3 — 0.4 7.7 Income tax benefit (expense) — (8.9) 0.8 (1.9) (10.0) Net current period other comprehensive income (loss) 4.5 25.2 (2.3) 5.4 32.8 Balance at September 30, 2021 (1.7) 10.2 (2.3) (72.5) (66.4) Other comprehensive income (loss) before reclassifications (27.2) 40.1 (102.0) (7.3) (96.4) Amounts reclassified from accumulated other comprehensive net income (loss) — (9.1) — 11.7 2.6 Income tax benefit (expense) — (7.9) 24.6 (1.1) 15.6 Net current period other comprehensive income (loss) (27.2) 23.1 (77.4) 3.3 (78.2) Balance at September 30, 2022 (28.9) 33.3 (79.7) (69.3) (144.6) Other comprehensive income (loss) before reclassifications 7.0 5.6 (34.9) (2.5) (24.8) Amounts reclassified from accumulated other comprehensive net income (loss) — (23.3) 101.3 (1.6) 76.4 Income tax benefit (expense) — 4.5 (25.3) 1.0 (19.8) Net current period other comprehensive income (loss) 7.0 (13.2) 41.1 (3.1) 31.8 Balance at September 30, 2023 $ (21.9) $ 20.1 $ (38.6) $ (72.4) $ (112.8) The sum of the components may not equal due to rounding. Share Repurchases On February 6, 2020, Scotts Miracle-Gro announced that its Board of Directors authorized the repurchase of up to $750.0 of Common Shares from April 30, 2020 through March 25, 2023. There were no share repurchases under this share repurchase authorization during fiscal 2023 through its expiration on March 25, 2023 . During fiscal 2022 and fiscal 2021, Scotts Miracle-Gro repurchased 1.1 million and 0.6 million Common Shares under this share repurchase authorization for $175.0 and $113.1 , respectively. Treasury share purchases also include cash paid to tax authorities to satisfy statutory income tax withholding obligations related to share-based compensation of $9.3, $82.9 and $16.3 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Share-Based Awards In January 2023, the shareholders of Scotts Miracle-Gro approved an amendment and restatement of The Scotts Miracle-Gro Company Long-Term Incentive Plan. As of September 30, 2023, the Company is authorized under this plan to grant up to approximately 5.6 million Common Shares, which includes an estimate of the number of Common Shares subject to outstanding awards under the plan that terminate, expire, or are cancelled, forfeited, exchanged, or surrendered without having been exercised, vested, or paid. At September 30, 2023, approximately 3.2 million Common Shares were not subject to outstanding awards and were available to underlie the grant of new share-based awards. Common Shares held in treasury totaling 0.4 million, 0.9 million and 0.4 million were reissued in support of share-based compensation awards under this plan and employee purchases under the employee stock purchase plan during fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Subsequent to September 30, 2023, the Company awarded restricted stock units and stock options representing 1.5 million Common Shares to employees with an estimated grant date fair value of $29.8. Total share-based compensation was as follows for each of the periods indicated: Year Ended September 30, 2023 2022 2021 Share-based compensation $ 68.1 $ 30.3 $ 40.6 Related tax benefit recognized 15.6 4.9 7.4 Excess tax benefit (tax deficiency) related to share-based compensation was $(1.5), $14.8 and $18.3 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Stock Options Stock option activity was as follows: No. of Wtd. Avg. Wtd Avg Aggregate Awards outstanding at September 30, 2022 528,471 $ 110.86 4.4 years Granted 696,268 52.54 Forfeited (33,556) 115.53 Awards outstanding at September 30, 2023 1,191,183 76.64 6.6 years $ 0.8 Exercisable 399,223 66.24 2.2 years — The weighted average fair value per share of each option granted during fiscal 2023 and fiscal 2021 was $14.25 and $61.15, respectively. There were no options granted during fiscal 2022. The total intrinsic value of options exercised during fiscal 2021 was $41.8. There were no options exercised during fiscal 2023 or fiscal 2022. As of September 30, 2023, there was $2.9 of total unrecognized pre-tax compensation cost, net of estimated forfeitures, related to nonvested stock options that is expected to be recognized over a weighted-average period of 2.0 years. Cash received from the exercise of stock options, including amounts received from employee purchases under the employee purchase plan, was $2.3, $3.3 and $15.2 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. The grant date fair value of stock option awards is estimated using a binomial model. Expected market price volatility is based on implied volatilities from traded options on Common Shares and historical volatility specific to the Common Shares. Historical data, including demographic factors impacting historical exercise behavior, is used to estimate stock option exercises and employee terminations within the valuation model. The risk-free rate for periods within the contractual life of the stock option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected life of stock options is based on historical experience and expectation for grants outstanding. The weighted average assumptions for awards granted in fiscal 2023 are as follows: Expected volatility 36.8 % Risk-free interest rate 4.3 % Expected dividend yield 3.9 % Expected life 6.1 years Restricted share-based awards Restricted share-based award activity (including restricted stock units and deferred stock units) was as follows: No. of Wtd. Avg. Awards outstanding at September 30, 2022 320,575 $ 143.19 Granted 479,787 59.48 Vested (140,334) 112.64 Forfeited (48,190) 85.48 Awards outstanding at September 30, 2023 611,838 89.10 The weighted-average grant-date fair value of restricted stock-based awards granted during fiscal 2023, fiscal 2022 and fiscal 2021 was $59.48, $109.10 and $230.95 per share, respectively. As of September 30, 2023, there was $16.5 of total unrecognized pre-tax compensation cost, net of estimated forfeitures, related to nonvested restricted stock-based awards that is expected to be recognized over a weighted-average period of 1.5 years. The total fair value of restricted stock units and deferred stock units vested during fiscal 2023, fiscal 2022 and fiscal 2021 was $11.2, $28.2 and $41.8, respectively. Performance-based awards Performance-based award activity was as follows (based on target award amounts): No. of Wtd. Avg. Awards outstanding at September 30, 2022 113,256 $ 130.94 Granted 707,665 66.00 Vested (a) (250,586) 69.16 Forfeited (25,545) 91.56 Awards outstanding at September 30, 2023 544,790 76.85 (a) Vested at a weighted average of 102% of the target performance share units granted. The weighted-average grant-date fair value of performance-based awards granted during fiscal 2023, fiscal 2022 and fiscal 2021 was $66.00, $132.74 and $236.53 per share, respectively. As of September 30, 2023, there was $1.8 of total unrecognized pre-tax compensation cost, net of estimated forfeitures, related to nonvested performance-based awards that is expected to be recognized over a weighted-average period of 2.4 years. The total fair value of performance-based units vested during fiscal 2023, fiscal 2022 and fiscal 2021 was $17.4, $182.5 and $11.9, respectively. During fiscal 2023, short-term variable incentive compensation was provided to certain employees as performance-based awards in lieu of a cash-based program. During the third quarter of fiscal 2023, a cumulative adjustment was recognized to share-based compensation expense for certain of these performance-based award units to reflect management’s assessment of a lower probability of achievement of performance goals. During the fourth quarter of fiscal 2023, 0.2 million performance-based awards issued in lieu of a cash-based short-term variable incentive compensation program were modified to remove the specified performance targets. As a result of that modification, the Company recognized $10.6 of additional compensation expense during the fourth quarter of fiscal 2023. Restricted shares issued to vendor |
EARNINGS PER COMMON SHARE
EARNINGS PER COMMON SHARE | 12 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER COMMON SHARE | EARNINGS PER COMMON SHARE The following table presents information necessary to calculate basic and diluted income per Common Share. Year Ended September 30, 2023 2022 2021 Income (loss) from continuing operations $ (380.1) $ (437.5) $ 517.3 Net income attributable to noncontrolling interest — — (0.9) Income (loss) attributable to controlling interest from continuing operations (380.1) (437.5) 516.4 Loss from discontinued operations, net of tax — — (3.9) Net income (loss) attributable to controlling interest $ (380.1) $ (437.5) $ 512.5 Basic income (loss) per common share: Weighted-average common shares outstanding 56.0 55.5 55.7 Income (loss) from continuing operations $ (6.79) $ (7.88) $ 9.27 Loss from discontinued operations — — (0.07) Basic net income (loss) per common share $ (6.79) $ (7.88) $ 9.20 Diluted income (loss) per common share: Weighted-average common shares outstanding 56.0 55.5 55.7 Dilutive potential common shares — — 1.5 Weighted-average number of common shares outstanding and dilutive potential common shares 56.0 55.5 57.2 Income (loss) from continuing operations $ (6.79) $ (7.88) $ 9.03 Loss from discontinued operations — — (0.07) Diluted net income (loss) per common share $ (6.79) $ (7.88) $ 8.96 Antidilutive stock options outstanding 0.4 0.2 0.1 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The provision (benefit) for income taxes allocated to continuing operations consisted of the following: Year Ended September 30, 2023 2022 2021 Current: Federal $ 3.7 $ 22.8 $ 113.7 State 0.6 9.3 31.6 Foreign 1.6 8.7 2.7 Total current 5.9 40.8 148.0 Deferred: Federal (62.1) (125.5) 9.1 State (5.2) (23.3) 1.5 Foreign (11.8) (12.6) 1.2 Total deferred (79.1) (161.4) 11.8 Income tax expense (benefit) from continuing operations $ (73.2) $ (120.6) $ 159.8 The domestic and foreign components of income (loss) from continuing operations before income taxes were as follows: Year Ended September 30, 2023 2022 2021 Domestic $ (376.2) $ (427.3) $ 670.2 Foreign (77.1) (130.8) 6.9 Income (loss) from continuing operations before income taxes $ (453.3) $ (558.1) $ 677.1 A reconciliation of the federal corporate income tax rate and the effective tax rate on income (loss) from continuing operations before income taxes is summarized below: Year Ended September 30, 2023 2022 2021 Statutory income tax rate 21.0 % 21.0 % 21.0 % Effect of foreign operations 0.2 (1.6) (0.2) State taxes, net of federal benefit 3.2 2.6 3.9 Effect of other permanent differences (0.8) 2.8 (1.1) Research and Experimentation and other federal tax credits 0.2 0.2 (0.2) Effect of tax contingencies 0.1 (1.8) — Change in valuation allowances (8.7) (0.9) 0.1 Other 1.0 (0.7) 0.1 Effective income tax rate 16.2 % 21.6 % 23.6 % Deferred income taxes arise from temporary differences between financial reporting and tax reporting bases of assets and liabilities, and operating loss and tax credit carryforwards for tax purposes. The components of the deferred income tax assets and liabilities were as follows: September 30, 2023 2022 DEFERRED TAX ASSETS Intangible assets $ 79.2 $ 60.8 Lease liabilities 70.0 70.7 Net operating loss carryovers 67.3 21.7 Accrued liabilities 48.7 80.8 Interest limitation carryforward 35.9 — Convertible debt investments 33.4 25.3 Inventories 26.1 43.2 Foreign tax credit carryovers 16.3 15.0 Outside basis difference in equity investments 10.4 — Accounts receivable 8.9 8.7 Other 14.9 12.5 Gross deferred tax assets 411.1 338.7 Valuation allowance (87.7) (40.7) Total deferred tax assets 323.4 298.0 DEFERRED TAX LIABILITIES Property, plant and equipment (62.7) (65.8) Lease right-of-use assets (62.1) (68.6) Derivative contracts (5.8) (10.5) Outside basis difference in equity investments — (14.8) Other (4.1) (3.3) Total deferred tax liabilities (134.7) (163.0) Net deferred tax asset $ 188.7 $ 135.0 At September 30, 2023 and 2022, after netting by taxing jurisdiction, net deferred tax assets of $189.8 and $143.5, respectively, were recorded in the “Other assets” line in the Consolidated Balance Sheets, and net deferred tax liabilities of $1.1 and $8.5, respectively, were recorded in the “Other liabilities” line in the Consolidated Balance Sheets. GAAP requires that a valuation allowance be recorded against a deferred tax asset if it is more likely than not that the tax benefit associated with the asset will not be realized in the future. As shown in the table above, valuation allowances were recorded against $87.7 and $40.7 of deferred tax assets as of September 30, 2023 and 2022, respectively. Most of these valuation allowances relate to losses on convertible debt investments, credits, and net operating losses (“NOLs”), as explained further below. Deferred tax assets related to unrealized losses on convertible debt investments were $33.4 and $25.3 at September 30, 2023 and 2022, respectively. A full valuation allowance has been established against these losses at September 30, 2023 as the Company does not expect to utilize them prior to their expiration. Deferred tax assets related to foreign tax credits were $16.3 and $15.0 at September 30, 2023 and 2022, respectively. A full valuation allowance has been established against these foreign tax credits at September 30, 2023 as the Company does not expect to utilize them prior to their expiration. Tax benefits associated with state tax credits will also expire if not utilized and amounted to $1.4 at September 30, 2023 and 2022. A valuation allowance in the amount of $1.3 has been established at September 30, 2023 related to state credits the Company does not expect to utilize. Deferred tax assets related to certain federal NOLs subject to limitation under IRC §382 from current and prior ownership changes were $10.5 and $10.7 at September 30, 2023 and 2022, respectively. These NOLs will be subject to expiration gradually from fiscal year end 2023 through fiscal year end 2032. The Company determined that $10.2 of these deferred tax assets will expire unutilized due to the closing of statutes of limitation and has established a valuation allowance accordingly at September 30, 2023. The Company had deferred tax assets related to federal NOLs not subject to limitation of $33.3 at September 30, 2023, which can be utilized to reduce future years' tax liabilities. Deferred tax assets related to foreign NOLs of certain controlled foreign corporations were $8.3 and $3.7 as of September 30, 2023 and 2022, respectively. Due to a history of losses, a valuation allowance of $6.4 has been established against these deferred tax assets as of September 30, 2023. A valuation allowance has also been established against deferred tax assets related to other foreign items of $11.0 at September 30, 2023. Deferred tax assets related to state NOLs were $15.2 and $7.3 as of September 30, 2023 and 2022, respectively, with carryforward periods ranging from 5 to 20 years. Any losses not utilized within a specific state’s carryforward period will expire. A valuation allowance was recorded against $6.9 of these deferred tax assets as of September 30, 2023 for state NOLs that the Company does not expect to realize within their respective carryforward periods. A valuation allowance has also been established against deferred tax assets related to other state items of $2.2 at September 30, 2023. As of September 30, 2023, the Company maintains its assertions of indefinite reinvestment of the earnings of all material foreign subsidiaries. The Company had $34.6, $35.8 and $24.1 of gross unrecognized tax benefits related to uncertain tax positions at September 30, 2023, 2022 and 2021, respectively. Included in the September 30, 2023, 2022 and 2021 balances were $31.1, $31.5 and $19.9, respectively, of unrecognized tax benefits that, if recognized, would have an impact on the effective tax rate. A reconciliation of the unrecognized tax benefits is as follows: Year Ended September 30, 2023 2022 2021 Balance at beginning of year $ 35.8 $ 24.1 $ 30.2 Additions for tax positions of the current year 0.2 11.3 0.3 Additions for tax positions of prior years 3.8 2.2 6.1 Reductions for tax positions of prior years (0.2) (2.5) (5.9) Settlements with tax authorities (0.1) 1.3 0.2 Expiration of statutes of limitation (4.9) (0.6) (6.8) Balance at end of year $ 34.6 $ 35.8 $ 24.1 The Company continues to recognize accrued interest and penalties related to unrecognized tax benefits as a component of the provision for income taxes. As of September 30, 2023, 2022 and 2021, the Company had $3.9, $3.2 and $2.7, respectively, accrued for the payment of interest that, if recognized, would impact the effective tax rate. The Company had $1.3, $1.6 and $1.6 accrued for the payment of penalties as of September 30, 2023, 2022 and 2021, respectively. Scotts Miracle-Gro or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction and various state, local and foreign jurisdictions. Subject to the following exceptions, the Company is no longer subject to examination by these tax authorities for fiscal years prior to 2020. There are currently no ongoing audits with respect to the U.S. federal jurisdiction. With respect to the foreign jurisdictions, a German audit covering fiscal years 2018 through 2020 and a Canadian audit covering fiscal years 2020 through 2021 are in process. The Company is currently under examination by certain U.S. state and local tax authorities covering various periods from fiscal years 2018 through 2021. In addition to the aforementioned audits, certain other tax deficiency notices and refund claims for previous years remain unresolved. |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | 12 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES The Company is exposed to market risks, such as changes in interest rates, currency exchange rates and commodity prices. To manage a portion of the volatility related to these exposures, the Company enters into various financial transactions. The utilization of these financial transactions is governed by policies covering acceptable counterparty exposure, instrument types and other hedging practices. The Company does not hold or issue derivative financial instruments for speculative trading purposes. Exchange Rate Risk Management The Company uses currency forward contracts to manage the exchange rate risk associated with intercompany loans and certain other balances denominated in foreign currencies. Currency forward contracts are valued using observable forward rates in commonly quoted intervals for the full term of the contracts. The notional amount of outstanding currency forward contracts was $123.1 and $178.6 at September 30, 2023 and 2022, respectively. Contracts outstanding at September 30, 2023 will mature over the next fiscal quarter. Interest Rate Risk Management The Company enters into interest rate swap agreements as a means to hedge its variable interest rate risk on debt instruments. Net amounts to be received or paid under the swap agreements are reflected as adjustments to interest expense. The Company has outstanding interest rate swap agreements with major financial institutions that effectively convert a portion of the Company’s variable-rate debt to a fixed rate. Interest rate swap agreements are valued based on the present value of the estimated future net cash flows using implied rates in the applicable yield curve as of the valuation date. Swap agreements that were hedging interest payments as of September 30, 2023 and 2022 had a maximum total U.S. dollar equivalent notional amount of $600.0 and $800.0, respectively. Refer to “NOTE 12. DEBT” for the terms of the swap agreements outstanding at September 30, 2023. Included in the AOCL balance at September 30, 2023 was a gain of $12.3 related to interest rate swap agreements that is expected to be reclassified to earnings during the next twelve months, consistent with the timing of the underlying hedged transactions. Commodity Price Risk Management The Company enters into hedging arrangements designed to fix the price of a portion of its projected future urea and diesel requirements. Commodity contracts are valued using observable commodity exchange prices in active markets. Included in the AOCL balance at September 30, 2023 was a loss of $3.2 related to commodity hedges that is expected to be reclassified to earnings during the next twelve months, consistent with the timing of the underlying hedged transactions. The Company had the following outstanding commodity contracts that were entered into to hedge forecasted purchases: September 30, 2023 2022 Commodity Urea 52,500 tons 54,000 tons Diesel 1,974,000 gallons 3,150,000 gallons Heating Oil 966,000 gallons 1,218,000 gallons Fair Values of Derivative Instruments The fair values of the Company’s derivative instruments, which represent Level 2 fair value measurements, were as follows: Assets / (Liabilities) 2023 2022 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Interest rate swap agreements Prepaid and other current assets $ 16.7 $ 12.8 Other assets 14.7 18.2 Commodity hedging instruments Prepaid and other current assets 2.3 2.4 Total derivatives designated as hedging instruments $ 33.7 $ 33.4 Derivatives Not Designated as Hedging Instruments Balance Sheet Location Currency forward contracts Prepaid and other current assets $ 5.6 $ 3.4 Commodity hedging instruments Prepaid and other current assets 0.9 0.4 Total derivatives not designated as hedging instruments 6.5 3.8 Total derivatives $ 40.2 $ 37.2 The effect of derivative instruments on AOCL, net of tax, and the Consolidated Statements of Operations for the years ended September 30 was as follows: Amount of Gain / (Loss) Derivatives in Cash Flow Hedging Relationships 2023 2022 Interest rate swap agreements $ 11.3 $ 24.1 Commodity hedging instruments (7.1) 5.8 Total $ 4.2 $ 29.9 Reclassified from AOCL into Amount of Gain / (Loss) Derivatives in Cash Flow Hedging Relationships Statement of Operations 2023 2022 Interest rate swap agreements Interest expense $ 11.5 $ (2.1) Commodity hedging instruments Cost of sales 5.9 8.9 Total $ 17.4 $ 6.8 Recognized in Amount of Gain / (Loss) Derivatives Not Designated as Hedging Instruments Statement of Operations 2023 2022 Currency forward contracts Other income / expense, net $ (14.7) $ 17.9 Commodity hedging instruments Cost of sales 1.2 10.5 Total $ (13.5) $ 28.4 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or the most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The following describes the valuation methodologies used for financial assets and liabilities measured or disclosed at fair value on a recurring basis, as well as the general classification within the valuation hierarchy. Cash Equivalents Cash equivalents consist of highly liquid financial instruments with original maturities of three months or less. The carrying value of these cash equivalents approximates fair value due to their short-term maturities. Other Investment securities in non-qualified retirement plan assets are valued using observable market prices in active markets. Loans receivable were carried at outstanding principal amount. The estimated fair value was determined using an income-based approach, which included market participant expectations of cash flows over the remaining useful life discounted to present value using an appropriate discount rate. The estimate required subjective assumptions to be made, including those related to credit risk and discount rates. The fair values of convertible debt investments are determined using scenario-based internally developed valuation models that consider a probability-weighted assessment of possible future cash flows related to the debt component and the conversion component of the instruments, discounted to present value using an appropriate discount rate. The probability of amendments to federal laws in the United States to allow for the general cultivation, distribution, and possession of cannabis, and the impact of such amendments on the value of the underlying investments are important assumptions in the fair value estimates. The valuation models and related assumptions require significant judgment. These and other assumptions are impacted by economic conditions and expectations of management and may change in the future based on period specific facts and circumstances. Debt Instruments Debt instruments are recorded at cost. The interest rate on borrowings under the Sixth A&R Credit Agreement fluctuates in accordance with the terms of the Sixth A&R Credit Agreement and thus the carrying value is a reasonable estimate of fair value. The fair values of the 4.000% Senior Notes, 4.375% Senior Notes, 4.500% Senior Notes and 5.250% Senior Notes are determined based on quoted market prices. The interest rate on the short-term debt associated with accounts receivable pledged under the Receivables Facility fluctuated in accordance with the terms of the Receivables Facility and thus the carrying value is a reasonable estimate of fair value. The following table summarizes the fair value of the Company’s assets and liabilities for which disclosure of fair value is required: 2023 2022 Fair Value Hierarchy Level Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets Cash equivalents Level 1 $ 1.2 $ 1.2 $ 64.3 $ 64.3 Other Investment securities in non-qualified retirement plan assets Level 1 36.3 36.3 38.4 38.4 Loans receivable Level 3 — — 32.8 32.8 Convertible debt investments Level 3 85.8 85.8 117.0 117.0 Liabilities Debt instruments Credit facilities – revolving loans Level 2 88.3 88.3 300.5 300.5 Credit facilities – term loans Level 2 925.0 925.0 975.0 975.0 Senior Notes due 2031 – 4.000% Level 2 500.0 380.0 500.0 350.6 Senior Notes due 2032 – 4.375% Level 2 400.0 304.0 400.0 284.0 Senior Notes due 2029 – 4.500% Level 2 450.0 366.8 450.0 325.7 Senior Notes due 2026 – 5.250% Level 2 250.0 233.1 250.0 230.0 Receivables facility Level 2 — — 75.0 75.0 Other debt Level 2 0.4 0.4 12.7 12.7 Changes in the balance of Level 3 convertible debt investments carried at fair value are presented below. There were no transfers into or out of Level 3. Year Ended September 30, 2023 2022 Fair value at beginning of year $ 117.0 $ 190.3 Purchases — 25.0 Total realized / unrealized gains (losses) included in net earnings (97.6) 3.7 Total realized / unrealized gains (losses) included in OCI 66.4 (102.0) Fair value at end of year $ 85.8 $ 117.0 During fiscal 2023, the Company recognized a non-cash, pre-tax other-than-temporary impairment charge related to its convertible debt investments of $101.3 in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations. This charge was driven by revisions to the Company’s internal forecasts of cash flows expected to be collected from its convertible debt investments resulting from the accumulation of adverse conditions impacting the cannabis market, including both federal and state level regulatory considerations and persistent industry oversupply conditions. The amortized cost basis of convertible debt investments was $225.8 and $222.1 at September 30, 2023 and 2022, respectively. At September 30, 2023 and 2022, gross unrealized losses on convertible debt investments were $140.0 and $105.1, respectively, and there were no gross unrealized gains. These investments have been in a continuous unrealized loss position for greater than 12 months as of September 30, 2023. The allowance for expected credit losses was $101.3 and $0.0 at September 30, 2023 and 2022, respectively. At September 30, 2023, the period until scheduled maturity of the Company’s convertible debt investments was between 3.9 years and 6.0 years. Credit losses on convertible debt investments are measured based on the present value of expected future cash flows compared to amortized cost. Impairment losses are recognized through an allowance and recoveries of previously impaired amounts are recorded as an immediate reversal of all or a portion of the allowance. In addition, the allowance for expected credit losses cannot cause the amortized cost net of the allowance to be below fair value. A progression of the allowance for expected credit losses on convertible debt investments is shown below: Year Ended Balance at beginning of year $ — Provision for expected credit losses on securities with no previous allowance 101.3 Balance at end of year $ 101.3 |
LEASES
LEASES | 12 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
LEASES | LEASES The Company leases certain property and equipment from third parties under various non-cancelable lease agreements, including industrial, commercial and office properties and equipment that support the management, manufacturing, distribution and research and development of products marketed and sold by the Company. The lease agreements generally require that the Company pay taxes, insurance and maintenance expenses related to the leased assets. At September 30, 2023, the Company had entered into operating leases that were yet to commence with a combined total expected lease liability of $54.1. From time to time, the Company will sublease portions of its facilities, resulting in sublease income. Sublease income and the related cash flows were not material to the consolidated financial statements for fiscal 2023. The Company leases certain vehicles (primarily cars and light trucks) under agreements that are cancellable after the first year, but typically continue on a month-to-month basis until canceled by the Company. The vehicle leases and certain other non-cancelable operating leases contain residual value guarantees that create a contingent obligation on the part of the Company to compensate the lessor if the leased asset cannot be sold for an amount in excess of a specified minimum value at the conclusion of the lease term. If all such vehicle leases had been canceled as of September 30, 2023, the Company’s residual value guarantee would have approximated $5.2. Supplemental balance sheet information related to the Company’s leases was as follows: Balance Sheet Location September 30, 2023 September 30, 2022 Operating leases: Right-of-use assets Other assets $ 262.6 $ 288.9 Current lease liabilities Other current liabilities 76.4 76.2 Non-current lease liabilities Other liabilities 220.1 223.2 Total operating lease liabilities $ 296.5 $ 299.4 Finance leases: Right-of-use assets Property, plant and equipment, net $ 14.5 $ 26.4 Current lease liabilities Current portion of debt 1.9 6.4 Non-current lease liabilities Long-term debt 15.0 22.5 Total finance lease liabilities $ 16.9 $ 28.9 Components of lease cost were as follows: Year Ended September 30, 2023 2022 2021 Operating lease cost (a) $ 92.3 $ 86.7 $ 70.3 Variable lease cost 28.6 35.9 29.4 Finance lease cost Amortization of right-of-use assets 3.0 6.4 6.0 Interest on lease liabilities 0.8 1.2 1.4 Total finance lease cost $ 3.8 $ 7.6 $ 7.4 (a) Operating lease cost includes amortization of right-of-use assets of $81.0, $75.3 and $62.3 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Short-term lease expense is excluded from operating lease cost and was $6.6, $19.1 and $22.8 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows: Year Ended September 30, 2023 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases, net $ 93.0 $ 83.9 $ 66.9 Operating cash flows from finance leases 0.8 1.2 1.4 Financing cash flows from finance leases 2.7 5.9 5.3 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 90.4 $ 71.9 $ 200.0 Finance leases — 1.5 2.6 Weighted-average remaining lease term and discount rate for the Company’s leases were as follows: September 30, 2023 September 30, 2022 Weighted-average remaining lease term (in years): Operating leases 5.4 4.9 Finance leases 9.5 7.3 Weighted-average discount rate: Operating leases 5.2 % 3.5 % Finance leases 4.4 % 4.3 % Maturities of lease liabilities by fiscal year for the Company’s leases as of September 30, 2023 were as follows: Year Operating Leases Finance Leases 2024 $ 88.9 $ 2.6 2025 73.8 2.5 2026 55.1 2.1 2027 31.4 1.8 2028 22.8 1.6 Thereafter 72.8 10.2 Total lease payments 344.8 20.8 Less: Imputed interest (48.3) (3.9) Total lease liabilities $ 296.5 $ 16.9 |
LEASES | LEASES The Company leases certain property and equipment from third parties under various non-cancelable lease agreements, including industrial, commercial and office properties and equipment that support the management, manufacturing, distribution and research and development of products marketed and sold by the Company. The lease agreements generally require that the Company pay taxes, insurance and maintenance expenses related to the leased assets. At September 30, 2023, the Company had entered into operating leases that were yet to commence with a combined total expected lease liability of $54.1. From time to time, the Company will sublease portions of its facilities, resulting in sublease income. Sublease income and the related cash flows were not material to the consolidated financial statements for fiscal 2023. The Company leases certain vehicles (primarily cars and light trucks) under agreements that are cancellable after the first year, but typically continue on a month-to-month basis until canceled by the Company. The vehicle leases and certain other non-cancelable operating leases contain residual value guarantees that create a contingent obligation on the part of the Company to compensate the lessor if the leased asset cannot be sold for an amount in excess of a specified minimum value at the conclusion of the lease term. If all such vehicle leases had been canceled as of September 30, 2023, the Company’s residual value guarantee would have approximated $5.2. Supplemental balance sheet information related to the Company’s leases was as follows: Balance Sheet Location September 30, 2023 September 30, 2022 Operating leases: Right-of-use assets Other assets $ 262.6 $ 288.9 Current lease liabilities Other current liabilities 76.4 76.2 Non-current lease liabilities Other liabilities 220.1 223.2 Total operating lease liabilities $ 296.5 $ 299.4 Finance leases: Right-of-use assets Property, plant and equipment, net $ 14.5 $ 26.4 Current lease liabilities Current portion of debt 1.9 6.4 Non-current lease liabilities Long-term debt 15.0 22.5 Total finance lease liabilities $ 16.9 $ 28.9 Components of lease cost were as follows: Year Ended September 30, 2023 2022 2021 Operating lease cost (a) $ 92.3 $ 86.7 $ 70.3 Variable lease cost 28.6 35.9 29.4 Finance lease cost Amortization of right-of-use assets 3.0 6.4 6.0 Interest on lease liabilities 0.8 1.2 1.4 Total finance lease cost $ 3.8 $ 7.6 $ 7.4 (a) Operating lease cost includes amortization of right-of-use assets of $81.0, $75.3 and $62.3 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Short-term lease expense is excluded from operating lease cost and was $6.6, $19.1 and $22.8 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows: Year Ended September 30, 2023 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases, net $ 93.0 $ 83.9 $ 66.9 Operating cash flows from finance leases 0.8 1.2 1.4 Financing cash flows from finance leases 2.7 5.9 5.3 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 90.4 $ 71.9 $ 200.0 Finance leases — 1.5 2.6 Weighted-average remaining lease term and discount rate for the Company’s leases were as follows: September 30, 2023 September 30, 2022 Weighted-average remaining lease term (in years): Operating leases 5.4 4.9 Finance leases 9.5 7.3 Weighted-average discount rate: Operating leases 5.2 % 3.5 % Finance leases 4.4 % 4.3 % Maturities of lease liabilities by fiscal year for the Company’s leases as of September 30, 2023 were as follows: Year Operating Leases Finance Leases 2024 $ 88.9 $ 2.6 2025 73.8 2.5 2026 55.1 2.1 2027 31.4 1.8 2028 22.8 1.6 Thereafter 72.8 10.2 Total lease payments 344.8 20.8 Less: Imputed interest (48.3) (3.9) Total lease liabilities $ 296.5 $ 16.9 |
COMMITMENTS
COMMITMENTS | 12 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS | COMMITMENTS At September 30, 2023, the Company had the following unconditional purchase obligations by purchase date that have not been recognized in the Consolidated Balance Sheet: 2024 $ 349.8 2025 185.7 2026 136.2 2027 52.1 2028 24.5 Thereafter 51.1 $ 799.4 |
CONTINGENCIES
CONTINGENCIES | 12 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | CONTINGENCIES Management regularly evaluates the Company’s contingencies, including various judicial and administrative proceedings and claims arising in the ordinary course of business, including product and general liabilities, workers’ compensation, property losses and other liabilities for which the Company is self-insured or retains a high exposure limit. Self-insurance accruals are established based on actuarial loss estimates for specific individual claims plus actuarially estimated amounts for incurred but not reported claims and adverse development factors applied to existing claims. Legal costs incurred in connection with the resolution of claims, lawsuits and other contingencies generally are expensed as incurred. In the opinion of management, the assessment of contingencies is reasonable and related accruals, in the aggregate, are adequate; however, there can be no assurance that final resolution of these matters will not have a material effect on the Company’s financial condition, results of operations or cash flows. Regulatory Matters At September 30, 2023, the Company had recorded liabilities of $2.7 for environmental actions, the majority of which are for site remediation. The Company believes that the amounts accrued are adequate to cover such known environmental exposures based on current facts and estimates of likely outcomes. Although it is reasonably possible that the costs to resolve such known environmental exposures will exceed the amounts accrued, any variation from accrued amounts is not expected to be material. Other The Company has been named as a defendant in a number of cases alleging injuries that the lawsuits claim resulted from exposure to asbestos-containing products, apparently based on the Company’s historic use of vermiculite in certain of its products. In many of these cases, the complaints are not specific about the plaintiffs’ contacts with the Company or its products. The cases vary, but complaints in these cases generally seek unspecified monetary damages (actual, compensatory, consequential and punitive) from multiple defendants. The Company believes that the claims against it are without merit and is vigorously defending against them. No accruals have been recorded in the Company’s consolidated financial statements as the likelihood of a loss is not probable at this time; and the Company does not believe a reasonably possible loss would be material to, nor does it expect the ultimate resolution of these cases will have a material adverse effect on, the Company’s financial condition, results of operations or cash flows. There can be no assurance that future developments related to pending claims or claims filed in the future, whether as a result of adverse outcomes or as a result of significant defense costs, will not have a material effect on the Company’s financial condition, results of operations or cash flows. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company divides its operations into three reportable segments: U.S. Consumer, Hawthorne and Other. U.S. Consumer consists of the Company’s consumer lawn and garden business in the United States. Hawthorne consists of the Company’s indoor and hydroponic gardening business. Other primarily consists of the Company’s consumer lawn and garden business in Canada. This identification of reportable segments is consistent with how the segments report to and are managed by the chief operating decision maker of the Company. In addition, Corporate consists of general and administrative expenses and certain other income and expense items not allocated to the business segments. The performance of each reportable segment is evaluated based on several factors, including income (loss) from continuing operations before income taxes, amortization, impairment, restructuring and other charges (“Segment Profit (Loss)”). Senior management uses Segment Profit (Loss) to evaluate segment performance because the Company believes this measure is indicative of performance trends and the overall earnings potential of each segment. The following tables present financial information for the Company’s reportable segments for the periods indicated: Year Ended September 30, 2023 2022 2021 Net Sales: U.S. Consumer $ 2,843.7 $ 2,928.8 $ 3,197.7 Hawthorne 467.3 716.2 1,424.2 Other 240.3 279.1 303.1 Consolidated $ 3,551.3 $ 3,924.1 $ 4,925.0 Segment Profit (Loss): U.S. Consumer $ 454.1 $ 568.6 $ 726.7 Hawthorne (48.1) (21.1) 163.8 Other 12.4 20.2 42.1 Total Segment Profit 418.4 567.7 932.6 Corporate (101.6) (112.4) (149.7) Intangible asset amortization (25.2) (37.1) (30.9) Impairment, restructuring and other (466.0) (852.2) (29.0) Equity in income (loss) of unconsolidated affiliates (101.1) (12.9) 14.4 Interest expense (178.1) (118.1) (78.9) Other non-operating income, net 0.3 6.9 18.6 Income (loss) from continuing operations before income taxes $ (453.3) $ (558.1) $ 677.1 Depreciation and amortization: U.S. Consumer $ 58.2 $ 55.8 $ 48.6 Hawthorne 25.8 34.8 30.3 Other 5.6 7.0 7.0 Corporate 2.9 7.6 7.9 $ 92.5 $ 105.2 $ 93.8 Capital expenditures: U.S. Consumer $ 79.6 $ 97.4 $ 78.3 Hawthorne 8.5 12.4 25.0 Other 4.7 3.7 3.6 $ 92.8 $ 113.5 $ 106.9 September 30, 2023 2022 Total assets: U.S. Consumer $ 2,296.2 $ 2,454.4 Hawthorne 581.6 1,061.5 Other 189.8 197.1 Corporate 346.1 583.8 Consolidated $ 3,413.7 $ 4,296.8 The following table presents net sales by product category for the periods indicated: Year Ended September 30, 2023 2022 2021 U.S. Consumer: Growing media and mulch $ 1,223.7 $ 1,192.6 $ 1,286.7 Lawn care 897.4 973.6 1,060.6 Controls 362.9 382.2 402.4 Roundup ® marketing agreement 138.7 132.3 145.2 Other, primarily gardening 221.0 248.1 302.8 Hawthorne: Lighting 165.9 200.0 452.4 Nutrients 105.3 148.0 324.7 Growing environment 72.5 143.7 264.0 Growing media 67.5 119.0 192.6 Other, primarily hardware 56.1 105.5 190.5 Other: Growing media 93.0 96.6 116.7 Lawn care 75.8 92.9 99.2 Other, primarily gardening and controls 71.5 89.6 87.2 Total net sales $ 3,551.3 $ 3,924.1 $ 4,925.0 The Company’s two largest customers accounted for the following percentages of net sales for the fiscal years ended September 30: Percentage of Net Sales 2023 2022 2021 Home Depot 29 % 28 % 24 % Lowe’s 18 % 15 % 15 % Accounts receivable for these two largest customers as a percentage of consolidated accounts receivable were 41% and 46% as of September 30, 2023 and 2022, respectively. The following table presents net sales by geographic area for the periods indicated: Year Ended September 30, 2023 2022 2021 Net sales: United States $ 3,209.5 $ 3,554.6 $ 4,507.0 International 341.8 369.5 418.0 $ 3,551.3 $ 3,924.1 $ 4,925.0 Other than the United States, no other country accounted for more than 10% of the Company’s net sales for any period presented above. The following table presents long-lived assets (property, plant and equipment and finite-lived intangibles) by geographic area: September 30, 2023 2022 Long-lived assets: United States $ 644.4 $ 753.3 International 78.7 109.0 $ 723.1 $ 862.3 |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Sep. 30, 2023 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | Schedule II—Valuation and Qualifying Accounts for the fiscal year ended September 30, 2023 Column A Column B Column C Column D Column E Column F Classification Balance Additions Other Additions Deductions Balance (In millions) Valuation and qualifying accounts deducted from the assets to which they apply: Allowance for expected credit losses $ 14.4 $ — $ 109.6 $ (7.6) $ 116.4 Income tax valuation allowance 40.7 9.5 37.8 (0.3) 87.7 Schedule II—Valuation and Qualifying Accounts for the fiscal year ended September 30, 2022 Column A Column B Column C Column D Column E Column F Classification Balance Additions Other Additions Deductions Balance (In millions) Valuation and qualifying accounts deducted from the assets to which they apply: Allowance for expected credit losses $ 16.8 $ — $ 5.8 $ (8.2) $ 14.4 Income tax valuation allowance 32.3 — 9.0 (0.6) 40.7 Schedule II—Valuation and Qualifying Accounts for the fiscal year ended September 30, 2021 Column A Column B Column C Column D Column E Column F Classification Balance Additions Other Additions Deductions Balance (In millions) Valuation and qualifying accounts deducted from the assets to which they apply: Allowance for expected credit losses $ 7.5 $ — $ 11.1 $ (1.8) $ 16.8 Income tax valuation allowance 33.8 — 3.0 (4.5) 32.3 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Pay vs Performance Disclosure | |||
Net Income (Loss) Attributable to Parent | $ (380.1) | $ (437.5) | $ 512.5 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 shares | |
Trading Arrangements, by Individual | |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Denise Stump [Member] | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | On August 16, 2023, Denise Stump, the Company’s former Executive Vice President, Global Human Resources and Chief Ethics Officer, adopted a Rule 10b5-1 plan providing for the sale of up to 19,974 Common Shares. Pursuant to this plan, Ms. Stump may sell Common Shares beginning December 1, 2023 and ending March 28, 2024 if certain price targets are met. The trading arrangement is intended to satisfy the affirmative defense of Rule 10b5-1(c). |
Name | Denise Stump |
Title | Company’s former Executive Vice President, Global Human Resources and Chief Ethics Officer |
Rule 10b5-1 Arrangement Adopted | true |
Adoption Date | August 16, 2023 |
Arrangement Duration | 118 days |
Aggregate Available | 19,974 |
Katherine Littlefield [Member] | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | On September 5, 2023, the Hagedorn Partnership, L.P., on behalf of Katherine Littlefield, a member of our board of directors, adopted a Rule 10b5-1 plan providing for the sale of up to 36,667 Common Shares. Pursuant to this plan, the Hagedorn Partnership, L.P. may sell Common Shares beginning December 4, 2023 and ending December 4, 2024 if certain price targets are met. The trading arrangement is intended to satisfy the affirmative defense of Rule 10b5-1(c). |
Name | Katherine Littlefield |
Title | board of directors |
Rule 10b5-1 Arrangement Adopted | true |
Adoption Date | September 5, 2023 |
Arrangement Duration | 366 days |
Aggregate Available | 36,667 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Nature of Operations | Nature of Operations The Scotts Miracle-Gro Company (“Scotts Miracle-Gro”) and its subsidiaries (collectively, with Scotts Miracle-Gro, the “Company”) are engaged in the manufacturing, marketing and sale of products for lawn and garden care and indoor and hydroponic gardening. The Company’s products are sold in North America, Europe and Asia. The Company’s North America consumer lawn and garden business is highly seasonal, with approximately 75% of its annual net sales occurring in the second and third fiscal quarters. The Company’s Hawthorne segment is also impacted by seasonal sales patterns for certain product categories due to the timing of outdoor growing in North America during the second and third fiscal quarters, and the timing of certain controlled agricultural lighting project sales during the third and fourth fiscal quarters. |
Organization and Basis of Presentation | Organization and Basis of PresentationThe Company’s consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The consolidated financial statements include the accounts of Scotts Miracle-Gro and its subsidiaries. All intercompany transactions and accounts have been eliminated in consolidation. The Company’s consolidation criteria are based on majority ownership (as evidenced by a majority voting interest in the entity) and an objective evaluation and determination of effective management control. On February 26, 2021, the Company acquired the remaining outstanding shares of AeroGrow International, Inc. (“AeroGrow”). Prior to this date, the equity owned by other shareholders was shown as noncontrolling interest in the Consolidated Balance Sheets, and the other shareholders’ portion of net earnings and other comprehensive income was shown as net (income) loss or comprehensive (income) loss attributable to noncontrolling interest in the Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income (Loss), respectively. The results of businesses acquired or disposed of are included in the consolidated financial statements from the date of each acquisition or up to the date of disposal, respectively. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes and related disclosures. Although these estimates are based on management’s best knowledge of current events and actions the Company may undertake in the future, actual results ultimately may differ from the estimates. |
Advertising | AdvertisingAdvertising costs incurred during the year are expensed to interim periods in relation to revenues. Advertising costs, except for external production costs, are generally expensed within the fiscal year in which such costs are incurred. External production costs for advertising programs are deferred until the period in which the advertising is first aired, and deferrals of these costs were not material at September 30, 2023 and 2022. |
Research and Development | Research and DevelopmentCosts associated with research and development are generally charged to expense as incurred. |
Environmental Costs | Environmental Costs The Company recognizes environmental liabilities when conditions requiring remediation are probable and the amounts can be reasonably estimated. Expenditures which extend the life of the related property or mitigate or prevent future environmental contamination are capitalized. Environmental liabilities are not discounted or reduced for possible recoveries from insurance carriers. |
Earnings per Common Share | Earnings per Common Share Basic income (loss) per Common Share is computed by dividing income (loss) attributable to controlling interest from continuing operations, income (loss) from discontinued operations or net income (loss) attributable to controlling interest by the weighted average number of Common Shares outstanding each period. Diluted income (loss) per Common Share is computed |
Share-Based Compensation Awards | Share-Based Compensation Awards Scotts Miracle-Gro grants share-based awards annually to officers and certain other employees and to the non-employee directors of Scotts Miracle-Gro. The share-based awards have consisted of stock options, restricted stock units, deferred stock units and performance-based award units. All of these share-based awards have been made under plans approved by the shareholders. The fair value of awards is expensed over the requisite service period which is typically the vesting period, generally three For restricted stock units, deferred stock units and performance-based award units, the fair value of each award is estimated on the grant date based on the current market price of the Common Shares. The grant date fair value of stock option awards is estimated using a binomial model. Expected market price volatility is based on implied volatilities from traded options on Common Shares and historical volatility specific to the Common Shares. Historical data, including demographic factors impacting historical exercise behavior, is used to estimate stock option exercises and employee terminations within the valuation model. The risk-free rate for periods within the contractual life of the stock option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected life of stock options is based on historical experience and expectations for grants outstanding. Vesting of performance-based award units depends on service and achievement of specified performance targets. Based on the extent to which the targets are achieved, vested shares may range from 50% to 250% of the target award amount. The total amount of compensation expense recognized reflects management’s assessment of the probability that performance goals will be achieved. A cumulative adjustment is recognized to compensation expense in the current period to reflect any changes in the probability of achievement of performance goals. Restricted stock units, deferred stock units and performance-based award units receive dividend equivalents equal to the cash dividends earned during the vesting period that are only paid out upon vesting. Share-based award units are generally forfeited if a holder terminates employment or service with the Company prior to the vesting date, except in cases where employees are eligible for accelerated vesting based on having satisfied retirement requirements relating to age and years of service. The Company estimates that 15% of its share-based awards will be forfeited based on an analysis of historical trends. The Company evaluates the estimated forfeiture rate on an annual basis and makes adjustments as appropriate. Stock options have exercise prices equal to the market price of the underlying Common Shares on the grant date and a term of 10 years. If available, Scotts Miracle-Gro typically uses treasury shares, or if not available, newly-issued Common Shares, to settle vested share-based awards. The Company classifies share-based compensation expense within selling, general and administrative expenses to correspond with the same line item as cash compensation paid to employees. Cash flows resulting from tax deductions in excess of the cumulative compensation cost recognized for share-based awards (excess tax benefits) are classified as operating cash inflows. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents were held in cash depository accounts with major financial institutions around the world or invested in high quality, short-term liquid investments. The Company considers all highly liquid financial instruments with original maturities of three months or less to be cash equivalents. The Company maintains cash deposits in banks which from time to time exceed the amount of deposit insurance available. Management periodically assesses the financial condition of the Company’s banks and believes that the risk of any potential credit loss is minimal. |
Accounts Receivable and Allowances | Accounts Receivable and Allowances Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Allowances for doubtful accounts reflect the Company’s estimate of amounts in its existing accounts receivable that may not be collected due to customer claims or customer inability or unwillingness to pay. The allowance is determined based on a combination of factors, including the Company’s ongoing risk assessment regarding the credit worthiness of its customers, historical collection experience and length of time the receivables are past due. Account balances are charged off against the allowance when the Company believes it is probable the receivable will not be recovered. |
Inventories | InventoriesInventories are stated at the lower of cost or net realizable value and include the cost of raw materials, labor, manufacturing overhead and freight and inbound handling costs incurred to pre-position goods in the Company’s warehouse network. The Company makes provisions for obsolete or slow-moving inventories as necessary to properly reflect inventory at the lower of cost or net realizable value. Inventories are valued using the first in, first out method. |
Loans Receivable | Loans Receivable Loans receivable are carried at outstanding principal amount, and are recognized in the “Other assets” line in the Consolidated Balance Sheets. Loans receivable are impaired when, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. If it is determined that an impairment has occurred, an impairment loss is recognized for the amount by which the carrying value of the asset exceeds the present value of expected future cash flows. Interest income is recorded on an accrual basis and is classified in the “Other non-operating income, net” line in the Consolidated Statements of Operations. |
Investment in Unconsolidated Affiliates | Investment in Unconsolidated AffiliatesNon-marketable equity investments in which the Company has the ability to exercise significant influence, but does not control, are accounted for using the equity method of accounting, with the Company’s proportionate share of the earnings and losses of these entities reflected in the Consolidated Statements of Operations. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may be impaired. If a decline in the value of an equity method investment is determined to be other than temporary, an impairment loss is recognized in earnings for the amount by which the carrying amount of the investment exceeds its estimated fair value. |
Long-lived Assets | Long-Lived Assets Property, plant and equipment are stated at cost. Interest capitalized in property, plant and equipment amounted to $2.1, $2.2 and $0.8 during fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Expenditures for maintenance and repairs are charged to expense as incurred. When properties are retired or otherwise disposed of, the cost of the asset and the related accumulated depreciation are removed from the accounts with the resulting gain or loss being reflected in income from operations. Depreciation of property, plant and equipment is provided on the straight-line method and is based on the estimated useful economic lives of the assets as follows: Land improvements 10 – 25 years Buildings 10 – 40 years Machinery and equipment 3 – 15 years Furniture and fixtures 6 – 10 years Software 3 – 8 years Intangible assets subject to amortization include technology, patents, customer relationships, non-compete agreements and certain trade names. These intangible assets are amortized over their estimated useful economic lives, which typically range from 3 to 25 years. The Company’s fixed assets and intangible assets subject to amortization are required to be tested for recoverability whenever events or changes in circumstances indicate that carrying amounts may not be recoverable. If an evaluation of recoverability is required, the estimated undiscounted future cash flows associated with the asset group would be compared to the asset group carrying amount to determine if a write-down is required. If the undiscounted cash flows are less than the carrying amount, an impairment loss is recorded to the extent that the carrying amount exceeds fair value and classified as “Impairment, restructuring and other” within “Operating expenses” in the Consolidated Statements of Operations. |
Internal Use Software | Internal Use Software The Company capitalizes certain qualifying costs incurred in the acquisition and development of software for internal use, including the costs of the software, materials, consultants, interest and payroll and payroll-related costs for employees during the application development stage. Internal and external costs incurred during the preliminary project stage and post implementation-operation stage, mainly training and maintenance costs, are expensed as incurred. Once the application is substantially complete and ready for its intended use, qualifying costs are amortized on a straight-line basis over the software’s estimated useful life. Capitalized internal use software is included in the “Property, plant and equipment, net” line in the Consolidated Balance Sheets. Capitalized software as a service is included in the “Prepaid and other current assets” line in the Consolidated Balance Sheets and is amortized using the straight-line method over the term of the hosting arrangement which typically ranges from 3 to 8 years. |
Goodwill and Indefinite-lived Intangible Assets | Goodwill and Indefinite-lived Intangible Assets Goodwill and indefinite-lived intangible assets are not subject to amortization. Goodwill and indefinite-lived intangible assets are reviewed for impairment by applying a fair-value based test on an annual basis as of the first day of the Company’s fiscal fourth quarter or more frequently if circumstances indicate impairment may have occurred. With respect to goodwill, the Company performs either a qualitative or quantitative evaluation for each of its reporting units. Factors considered in the qualitative test include reporting unit specific operating results as well as new events and circumstances impacting the operations or cash flows of the reporting units. For the quantitative test, the Company assesses goodwill for impairment by comparing the carrying value of its reporting units to their respective fair values. A reporting unit is defined as an operating segment or one level below an operating segment. The Company determines the fair value of its reporting units using a combination of income-based and market-based approaches and incorporates assumptions it believes market participants would utilize. The income-based approach utilizes discounted cash flows while the market-based approach utilizes market multiples. These approaches depend upon internally-developed forecasts based on annual budgets and longer-range strategic plans. The Company uses discount rates that are commensurate with the risks and uncertainties inherent in the respective reporting units and in the internally-developed forecasts. To further substantiate fair value, the Company compares the aggregate fair value of the reporting units to the Company’s total market capitalization. With respect to indefinite-lived intangible assets, the Company performs either a qualitative or quantitative evaluation for each asset. Factors considered in the qualitative test include asset specific operating results as well as new events and circumstances impacting the cash flows of the assets. For the quantitative test, the fair value of the Company’s indefinite-lived intangible assets is determined under the income-based approach utilizing discounted cash flows and incorporating assumptions the Company believes market participants would utilize. For trade names, fair value is determined using a relief-from-royalty methodology similar to that employed when the associated businesses were acquired but using updated estimates of sales, cash flow and profitability. If it is determined that an impairment has occurred, an impairment loss is recognized for the amount by which the carrying value of the reporting unit or intangible asset exceeds its estimated fair value and classified as “Impairment, restructuring and other” within “Operating expenses” in the Consolidated Statements of Operations. |
Investments in Securities | Investments in Securities Convertible debt investments are classified as “available for sale,” are reported at fair value and are presented in the “Other assets” line in the Consolidated Balance Sheets. Unrealized gains and losses on these investments are included in accumulated other comprehensive loss (“AOCL”) in the Consolidated Balance Sheets. When a decline in fair value is considered to be other-than-temporary at the balance sheet date, an allowance for credit losses (impairment), including any write-off of accrued interest receivable, is charged to earnings. If management can assert that it does not intend to sell the security and it is not more likely than not that it will have to sell the security before recovering its amortized cost basis (net of allowance), then the impairment allowance is separated into two components: (i) the amount related to credit losses (recorded in earnings) and (ii) the amount related to all other factors (recorded in other comprehensive income / loss). Interest income is recorded on an accrual basis and is classified in the “Other non-operating income, net” line in the Consolidated Statements of Operations. |
Supplier Finance Program | Supplier Finance Program The Company has an agreement to provide a supplier finance program which facilitates participating suppliers’ ability to finance payment obligations of the Company with a designated third-party financial institution. Participating suppliers may, at their sole discretion, elect to finance payment obligations of the Company prior to their scheduled due dates at a discounted price to the participating financial institution. The Company’s obligations to its suppliers, including amounts due and scheduled payment dates, are not impacted by suppliers’ decisions to finance amounts under this arrangement. The payment |
Insurance and Self-Insurance | Insurance and Self-Insurance The Company maintains insurance for certain risks, including property, management, cargo, cyber, workers compensation and general liability, and is self-insured for employee-related health care benefits up to a specified level for individual claims. The Company accrues for the expected costs associated with these risks by considering historical claims experience, demographic factors, severity factors and other relevant information. Costs are recognized in the period the claim is incurred, and accruals include an actuarially determined estimate of claims incurred but not yet reported. |
Income Taxes | Income Taxes The Company uses the asset and liability method to account for income taxes. Deferred tax assets and liabilities are recognized for the anticipated future tax consequences attributable to differences between financial statement amounts and their respective tax bases. Management reviews the Company’s deferred tax assets to determine whether their value can be realized based upon available evidence. A valuation allowance is established when management believes that it is more likely than not that some portion of its deferred tax assets will not be realized. Changes in valuation allowances from period to period are included in the Company’s tax provision in the period of change. The Company establishes a liability for tax return positions in which there is uncertainty as to whether or not the position will ultimately be sustained. Amounts for uncertain tax positions are adjusted in quarters when new information becomes available or when positions are effectively settled. The Company recognizes interest expense and penalties related to these unrecognized tax benefits within income tax expense. GAAP provides 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 processes, based on the technical merits of the position. The amount recognized is measured as the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement. U.S. income tax expense and foreign withholding taxes are provided on unremitted foreign earnings that are not indefinitely reinvested at the time the earnings are generated. Where foreign earnings are indefinitely reinvested, no provision for U.S. income or foreign withholding taxes is made. When circumstances change and the Company determines that some or all of the undistributed earnings will be remitted in the foreseeable future, the Company accrues an expense in the current period for U.S. income taxes and foreign withholding taxes attributable to the anticipated remittance. |
Translation of Foreign Currencies | Translation of Foreign CurrenciesThe functional currency for each Scotts Miracle-Gro subsidiary is generally its local currency. Assets and liabilities of these subsidiaries are translated at the exchange rate in effect at each fiscal year-end. Income and expense accounts are translated at the average rate of exchange prevailing during the year. Translation gains and losses arising from the use of differing exchange rates from period to period are included in AOCL within shareholders’ equity (deficit). Foreign exchange transaction gains and losses are included in the determination of net income and classified as “Other (income) expense, net” in the Consolidated Statements of Operations. |
Derivative Instruments | Derivative Instruments The Company is exposed to market risks, such as changes in interest rates, currency exchange rates and commodity prices. A variety of financial instruments, including forwards, futures and swap contracts, are used to manage these exposures. These financial instruments are recognized at fair value in the Consolidated Balance Sheets, and all changes in fair value are recognized in net income or shareholders’ equity (deficit) through AOCL. The Company’s objective in managing these exposures is to better control these elements of cost and mitigate the earnings and cash flow volatility associated with changes in the applicable rates and prices. The Company has established policies and procedures that encompass risk-management philosophy and objectives, guidelines for derivative instrument usage, counterparty credit approval, and the monitoring and reporting of derivative activity. The Company does not enter into derivative instruments for the purpose of speculation. |
Leases | Leases The Company determines whether an arrangement contains a lease at inception by determining if the contract conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration and other facts and circumstances. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets are calculated based on the lease liability adjusted for any lease payments paid to the lessor at or before the commencement date and initial direct costs incurred by the Company and exclude any lease incentives received from the lessor. Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term. The lease term may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. As the Company’s leases typically do not contain a readily determinable implicit rate, the Company determines the present value of the lease liability using its incremental borrowing rate at the lease commencement date based on the lease term. The Company considers its credit rating and the current economic environment in determining this collateralized rate. Variable lease payments are the portion of lease payments that are not fixed over the lease term. Variable lease payments are expensed as incurred and include certain non-lease components, such as maintenance and other services provided by the lessor, and other charges included in the lease, as applicable. The Company elected to exclude short-term leases, defined as leases with initial terms of 12 months or less, from its Consolidated Balance Sheets. |
Recently Adopted and Recently Issued Accounting Pronouncements | RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2022-04, “Liabilities — Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations.” This ASU requires disclosure of the key terms of outstanding supplier finance programs and a rollforward of the related obligations. ASU No. 2022-04 is effective for fiscal years beginning after December 15, 2022, except for the amendment on rollforward information, which is effective for fiscal years beginning after December 15, 2023. As ASU 2022-04 only relates to disclosures, the Company does not expect its adoption to have any impact on the Company’s consolidated financial position, results of operations or cash flows. |
Revenue Recognition | Nature of Goods and Services The Company’s revenue is primarily generated from sales of branded and private label lawn and garden care and indoor and hydroponic gardening finished products to home centers, mass merchandisers, warehouse clubs, large hardware chains, independent hardware stores, nurseries, garden centers, e-commerce platforms, food and drug stores, indoor gardening and hydroponic product distributors, retailers and growers. In addition to product sales, the Company acts as the exclusive agent of Monsanto for the marketing and distribution of certain of Monsanto’s consumer Roundup ® branded products in the United States and certain other specified countries, and performs certain other services under ancillary agreements with Monsanto. Refer to “NOTE 21. SEGMENT INFORMATION” for disaggregated revenue information and “NOTE 7. MARKETING AGREEMENT” for revenue information related to the Monsanto agreements. Identification and Satisfaction of Performance Obligations The Company recognizes product sales at a point in time when it transfers control of products to customers and has no further obligation to provide services related to such products. Control is the ability of customers to direct the “use of” and “obtain” the benefit from the Company’s products. In evaluating the timing of the transfer of control of products to customers, the Company considers several control indicators, including significant risks and rewards of products, the Company’s right to payment and the legal title of the products. Based on the assessment of control indicators, sales are typically recognized when products are delivered to or picked up by the customer. The Company is generally the principal in a transaction and, therefore, primarily records revenue on a gross basis. When the Company is a principal in a transaction, it has determined that it controls the ability to direct the use of the product prior to transfer to a customer, is primarily responsible for fulfilling the promise to provide the product or service to the customer, has discretion in establishing prices, and ultimately controls the transfer of the product or services provided to the customer. Under the terms of the Third Restated Agreement, pursuant to which the Company serves as the exclusive agent of Monsanto for the marketing and distribution of certain of Monsanto’s consumer Roundup ® branded products in the United States and certain other specified countries, the Company is entitled to receive an annual commission from Monsanto as consideration for the performance of the Company’s duties as agent. The Third Restated Agreement also requires the Company to make annual payments to Monsanto as a contribution against the overall expenses of its consumer Roundup ® business. The gross commission earned under the Third Restated Agreement and the contribution payments to Monsanto are included in the “Net sales” line in the Consolidated Statements of Operations. The Company performs other services, including conversion services, pursuant to ancillary agreements with Monsanto. The actual costs incurred for these activities are charged to and reimbursed by Monsanto. The Company records costs incurred for which the Company is the primary obligor on a gross basis, recognizing such costs in the “Cost of sales” line and the reimbursement of these costs in the “Net sales” line in the Consolidated Statements of Operations, with no effect on gross margin dollars or net income. Transactional Price and Promotional Allowances Revenue for product sales is recorded net of sales returns and allowances. Revenues are measured based on the amount of consideration that the Company expects to receive as derived from a list price, reduced by estimates for variable consideration. Variable consideration includes the cost of current and continuing promotional programs and expected sales returns. Commission income related to the Monsanto agreements is recognized over the program year as the services are performed based upon the commission income formula in the agreements. The Company’s promotional programs primarily include rebates based on sales volumes, in-store promotional allowances, cooperative advertising programs, direct consumer rebate programs and special purchasing incentives. The cost of promotional programs is estimated considering all reasonably available information, including current expectations and historical experience. Promotional costs (including allowances and rebates) incurred during the year are expensed to interim periods in relation to revenues and are recorded as a reduction of net sales. Accruals for expected payouts under these programs are included in the “Other current liabilities” line in the Consolidated Balance Sheets. Provisions for estimated returns and allowances are recorded at the time revenue is recognized based on historical rates and are periodically adjusted for known changes in return levels. Shipping and handling costs are accounted for as contract fulfillment costs and included in the “Cost of sales” line in the Consolidated Statements of Operations. The Company excludes from revenue any amounts collected from customers for sales or other taxes. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Economic Lives of Property, Plant and Equipment | Depreciation of property, plant and equipment is provided on the straight-line method and is based on the estimated useful economic lives of the assets as follows: Land improvements 10 – 25 years Buildings 10 – 40 years Machinery and equipment 3 – 15 years Furniture and fixtures 6 – 10 years Software 3 – 8 years |
Schedule of Supplemental Cash Flow Information | Supplemental cash flow information was as follows: Year Ended September 30, 2023 2022 2021 Interest paid $ 173.5 $ 112.5 $ 61.6 Income taxes paid (refunded) (18.2) 27.2 179.7 |
IMPAIRMENT, RESTRUCTURING AND_2
IMPAIRMENT, RESTRUCTURING AND OTHER (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Impairment, Restructuring, and Other Charges | The following table details impairment, restructuring and other charges (recoveries) for each of the periods presented: Year Ended September 30, 2023 2022 2021 Cost of sales—impairment, restructuring and other: Restructuring and other charges (recoveries), net $ 148.5 $ 143.6 $ (0.3) Right-of-use asset impairments 25.8 — — Property, plant and equipment impairments 11.4 16.6 — COVID-19 related costs — — 25.0 Operating expenses—impairment, restructuring and other: Goodwill and intangible asset impairments 127.9 668.3 — Convertible debt other-than-temporary impairments 101.3 — — Restructuring and other charges, net 51.2 40.9 0.1 Gains on sale of property, plant and equipment — (16.2) — COVID-19 related costs — — 4.2 Total impairment, restructuring and other charges $ 466.1 $ 853.2 $ 29.0 |
Schedule of Reserve | The following table summarizes the activity related to liabilities associated with restructuring activities for each of the periods presented: Year Ended September 30, 2023 2022 2021 Amounts accrued at beginning of year $ 31.5 $ 1.9 $ 3.9 Restructuring charges 55.6 47.1 29.0 Payments (46.6) (17.5) (31.0) Amounts accrued at end of year $ 40.5 $ 31.5 $ 1.9 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Rollforward of Carrying Amount of Goodwill by Reportable Segment | The following table displays a rollforward of the carrying amount of goodwill by reportable segment: U.S. Consumer Hawthorne Other Total Goodwill $ 245.7 $ 444.8 $ 11.1 $ 701.6 Accumulated impairment losses (1.8) (94.6) — (96.4) Balance at September 30, 2021 243.9 350.2 11.1 605.2 Acquisitions and measurement-period adjustments — 180.8 — 180.8 Foreign currency translation — (8.6) (1.0) (9.6) Impairment — (522.4) — (522.4) Goodwill $ 245.7 $ 617.0 $ 10.1 $ 872.8 Accumulated impairment losses (1.8) (617.0) — (618.8) Balance at September 30, 2022 243.9 — 10.1 254.0 Foreign currency translation — — 0.2 0.2 Impairment — — (10.3) (10.3) Goodwill $ 245.7 $ 617.0 $ 10.3 $ 873.0 Accumulated impairment losses (1.8) (617.0) (10.3) (629.1) Balance at September 30, 2023 $ 243.9 $ — $ — $ 243.9 |
Schedule of Finite-lived Intangible Assets | The following table presents intangible assets, net of accumulated amortization and impairment charges: September 30, 2023 September 30, 2022 Gross Accumulated Net Gross Accumulated Net Finite-lived intangible assets: Trade names $ 322.4 $ (260.7) $ 61.7 $ 318.4 $ (174.3) $ 144.1 Customer relationships 251.5 (216.1) 35.4 251.1 (158.4) 92.7 Technology 50.1 (44.5) 5.6 49.1 (43.3) 5.8 Other 34.9 (24.8) 10.1 34.7 (21.0) 13.7 Total finite-lived intangible assets, net 112.8 256.3 Indefinite-lived intangible assets: Indefinite-lived trade names 168.2 168.2 Roundup ® marketing agreement amendment 155.7 155.7 Total indefinite-lived intangible assets 323.9 323.9 Total intangible assets, net $ 436.7 $ 580.2 |
Schedule of Indefinite-lived Intangible Assets | The following table presents intangible assets, net of accumulated amortization and impairment charges: September 30, 2023 September 30, 2022 Gross Accumulated Net Gross Accumulated Net Finite-lived intangible assets: Trade names $ 322.4 $ (260.7) $ 61.7 $ 318.4 $ (174.3) $ 144.1 Customer relationships 251.5 (216.1) 35.4 251.1 (158.4) 92.7 Technology 50.1 (44.5) 5.6 49.1 (43.3) 5.8 Other 34.9 (24.8) 10.1 34.7 (21.0) 13.7 Total finite-lived intangible assets, net 112.8 256.3 Indefinite-lived intangible assets: Indefinite-lived trade names 168.2 168.2 Roundup ® marketing agreement amendment 155.7 155.7 Total indefinite-lived intangible assets 323.9 323.9 Total intangible assets, net $ 436.7 $ 580.2 |
Schedule of Future Estimates of Amortization Expense | Amortization expense is estimated to be as follows for the years ending September 30: 2024 $ 16.0 2025 13.3 2026 12.2 2027 11.3 2028 10.3 |
DETAIL OF CERTAIN FINANCIAL S_2
DETAIL OF CERTAIN FINANCIAL STATEMENT ACCOUNTS (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Detail of Certain Financial Statement Accounts | The following presents detail regarding certain financial statement accounts: September 30, 2023 2022 INVENTORIES: Finished goods $ 506.2 $ 926.2 Raw materials 272.5 293.2 Work-in-progress 101.6 124.1 $ 880.3 $ 1,343.5 PROPERTY, PLANT AND EQUIPMENT, NET: Machinery and equipment $ 651.7 $ 644.0 Buildings 277.1 262.2 Land and improvements 149.0 145.0 Construction in progress 104.6 95.5 Software 109.9 127.9 Furniture and fixtures 62.3 65.4 Finance leases 21.1 43.9 1,375.7 1,383.9 Less: accumulated depreciation (765.4) (777.9) $ 610.3 $ 606.0 OTHER ASSETS: Operating lease right-of-use assets $ 262.6 $ 288.9 Net deferred tax assets 189.8 143.5 Convertible debt investments 85.8 117.0 Accrued pension, postretirement and executive retirement assets 64.1 69.6 Loans receivable — 32.8 Other 30.8 29.1 $ 633.1 $ 680.9 September 30, 2023 2022 OTHER CURRENT LIABILITIES: Advertising and promotional accruals $ 143.0 $ 74.8 Current operating lease liabilities 76.4 76.2 Payroll and other compensation accruals 51.2 44.2 Accrued interest 31.9 30.1 Accrued taxes 28.5 29.4 Other 119.2 142.3 $ 450.2 $ 397.0 OTHER NON-CURRENT LIABILITIES: Non-current operating lease liabilities $ 220.1 $ 223.2 Accrued pension, postretirement and executive retirement liabilities 76.7 82.1 Net deferred tax liabilities 1.1 8.5 Other 52.0 45.2 $ 349.9 $ 359.0 |
MARKETING AGREEMENT (Tables)
MARKETING AGREEMENT (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Marketing Agreement [Abstract] | |
Marketing Agreement | The elements of the net commission and reimbursements earned under the Third Restated Agreement and included in the “Net sales” line in the Consolidated Statements of Operations are as follows: Year Ended September 30 2023 2022 2021 Gross commission $ 75.7 $ 83.4 $ 94.0 Contribution expenses (18.0) (18.0) (18.0) Net commission 57.7 65.4 76.0 Reimbursements associated with Roundup ® marketing agreement 82.5 67.9 70.8 Total net sales associated with Roundup ® marketing agreement $ 140.2 $ 133.3 $ 146.8 |
RETIREMENT PLANS (Tables)
RETIREMENT PLANS (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Retirement Benefits [Abstract] | |
Schedule of Defined Benefit Pension Plans | The defined benefit pension plans are valued using a September 30 measurement date. U.S. Defined International 2023 2022 2023 2022 Change in projected benefit obligation: Benefit obligation at beginning of year $ 77.7 $ 100.2 $ 109.2 $ 193.6 Interest cost 3.6 1.7 6.2 3.0 Actuarial gain (2.5) (17.2) (11.0) (55.1) Benefits paid (6.9) (7.0) (5.9) (7.5) Foreign currency translation — — 10.0 (24.8) Projected benefit obligation (“PBO”) at end of year $ 71.8 $ 77.7 $ 108.5 $ 109.2 Accumulated benefit obligation (“ABO”) at end of year $ 71.8 $ 77.7 $ 108.5 $ 109.2 Change in plan assets: Fair value of plan assets at beginning of year $ 59.1 $ 81.7 $ 128.9 $ 221.6 Actual return on plan assets 1.7 (15.8) (11.5) (61.2) Employer contribution 0.2 0.2 1.2 5.3 Benefits paid (6.9) (7.0) (5.9) (7.5) Foreign currency translation — — 12.1 (29.3) Fair value of plan assets at end of year $ 54.1 $ 59.1 $ 124.8 $ 128.9 Overfunded (underfunded) status at end of year $ (17.7) $ (18.6) $ 16.3 $ 19.7 U.S. Defined International 2023 2022 2023 2022 Information for pension plans with an ABO in excess of plan assets: Accumulated benefit obligation $ 71.8 $ 77.7 $ 11.5 $ 11.6 Fair value of plan assets 54.1 59.1 — — Information for pension plans with a PBO in excess of plan assets: Projected benefit obligation $ 71.8 $ 77.7 $ 11.5 $ 11.6 Fair value of plan assets 54.1 59.1 — — Amounts recognized in the Consolidated Balance Sheets consist of: Non-current assets $ — $ — $ 27.8 $ 31.3 Current liabilities (0.2) (0.2) (0.9) (0.8) Non-current liabilities (17.5) (18.4) (10.6) (10.8) Total amount accrued $ (17.7) $ (18.6) $ 16.3 $ 19.7 Amounts recognized in AOCL consist of: Actuarial loss $ 35.2 $ 38.8 $ 60.0 $ 51.2 Prior service cost — — 2.1 2.1 Total amount recognized $ 35.2 $ 38.8 $ 62.1 $ 53.3 U.S. Defined International 2023 2022 2023 2022 Total change in other comprehensive loss attributable to: Net gain (loss) during the period $ 1.8 $ (1.3) $ (6.0) $ (11.1) Reclassification to net earnings 1.8 1.7 2.0 1.3 Foreign currency translation — — (4.8) 10.6 Total change in other comprehensive loss $ 3.6 $ 0.4 $ (8.8) $ 0.8 Weighted average assumptions used in development of projected benefit obligation: Discount rate 5.54 % 5.06 % 5.38 % 4.96 % |
Components of Net Periodic Benefit Cost | U.S. Defined International 2023 2022 2021 2023 2022 2021 Components of net periodic benefit cost (income): Interest cost $ 3.6 $ 1.7 $ 1.5 $ 6.2 $ 3.0 $ 2.6 Expected return on plan assets (2.5) (2.8) (3.4) (5.5) (5.1) (5.5) Net amortization 1.8 1.7 2.1 2.0 1.3 1.3 Net periodic benefit cost (income) $ 2.9 $ 0.6 $ 0.2 $ 2.7 $ (0.8) $ (1.6) Weighted average assumptions used in development of net periodic benefit cost (income): Weighted average discount rate - interest cost 4.87 % 1.74 % 1.43 % 5.29 % 1.64 % 1.26 % Expected return on plan assets 4.50 % 3.50 % 4.25 % 3.91 % 2.37 % 2.45 % |
Schedule of Other Information | U.S. Defined International Other information: Plan asset allocations: Target for September 30, 2024: Equity securities 22 % — % Debt securities 74 % 5 % Real estate securities 4 % — % Cash and cash equivalents — % 11 % Insurance contracts — % 84 % September 30, 2023 Equity securities 18 % — % Debt securities 75 % 5 % Real estate securities 3 % — % Cash and cash equivalents 4 % 11 % Insurance contracts — % 84 % September 30, 2022 Equity securities 17 % 25 % Debt securities 75 % 44 % Real estate securities 5 % — % Cash and cash equivalents 3 % 1 % Insurance contracts — % 30 % Expected company contributions in fiscal 2024 $ 2.9 $ 1.8 Expected future benefit payments: 2024 $ 7.4 $ 6.4 2025 7.1 6.7 2026 7.0 6.8 2027 6.8 6.8 2028 6.6 7.0 2029 – 2033 29.4 37.0 |
Fair Value of The Company's Pension Plan Asset | The following tables set forth the fair value of the Company’s pension plan assets, segregated by level within the fair value hierarchy: U.S. Defined International Fair Value Hierarchy Level 2023 2022 2023 2022 Cash and cash equivalents Level 1 $ 2.2 $ 2.1 $ 14.0 $ 1.7 Insurance contracts Level 3 — — 104.3 38.1 Total assets in the fair value hierarchy $ 2.2 $ 2.1 $ 118.3 $ 39.8 Common collective trusts measured at net asset value Real estate $ 1.8 $ 2.8 $ — $ — Equities 10.0 10.0 — 32.6 Fixed income 40.1 44.2 6.5 56.5 Total common collective trusts measured at net asset value 51.9 57.0 6.5 89.1 Total assets at fair value $ 54.1 $ 59.1 $ 124.8 $ 128.9 |
ASSOCIATE MEDICAL BENEFITS (Tab
ASSOCIATE MEDICAL BENEFITS (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Defined Benefit Plan, Postretirement Medical Plan with Prescription Drug Benefits [Abstract] | |
Schedule of Changes in Accumulated Postemployment Benefit Obligations | The following tables set forth information about the retiree medical plan for domestic associates. The retiree medical plan is valued using a September 30 measurement date. 2023 2022 Change in Accumulated Plan Benefit Obligation (“APBO”): Benefit obligation at beginning of year $ 15.7 $ 20.1 Service cost 0.1 0.2 Interest cost 0.8 0.5 Plan participants’ contributions 0.4 0.4 Actuarial gain (2.2) (4.0) Curtailment loss — 0.6 Benefits paid (1.5) (2.1) Benefit obligation at end of year $ 13.3 $ 15.7 Change in plan assets: Fair value of plan assets at beginning of year $ — $ — Employer contribution 1.1 1.7 Plan participants’ contributions 0.4 0.4 Gross benefits paid (1.5) (2.1) Fair value of plan assets at end of year $ — $ — Unfunded status at end of year $ (13.3) $ (15.7) 2023 2022 Amounts recognized in the Consolidated Balance Sheets consist of: Current liabilities $ (1.4) $ (1.6) Non-current liabilities (11.9) (14.1) Total amount accrued $ (13.3) $ (15.7) Amounts recognized in AOCL consist of: Actuarial (gain) loss $ (3.4) $ (1.2) Prior service credit — (0.2) Total accumulated other comprehensive (income) loss $ (3.4) $ (1.4) Total change in other comprehensive loss attributable to: Gain during the period $ 2.2 $ 3.4 Reclassification to net earnings (0.2) (0.9) Total change in other comprehensive loss $ 2.0 $ 2.5 Discount rate used in development of APBO 5.98 % 5.60 % |
Schedule of Expected Benefit Payments | The following benefit payments under the plan are expected to be paid by the Company and the retirees for the fiscal years indicated: Gross Retiree Net 2024 $ 1.8 $ (0.4) $ 1.4 2025 1.8 (0.4) 1.4 2026 1.9 (0.5) 1.4 2027 1.9 (0.6) 1.4 2028 2.0 (0.7) 1.3 2029 – 2033 9.8 (3.8) 6.0 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Components of Long-Term Debt | The components of debt are as follows: September 30, 2023 2022 Credit Facilities: Revolving loans $ 88.3 $ 300.5 Term loans 925.0 975.0 Senior Notes due 2031 – 4.000% 500.0 500.0 Senior Notes due 2032 – 4.375% 400.0 400.0 Senior Notes due 2029 – 4.500% 450.0 450.0 Senior Notes due 2026 – 5.250% 250.0 250.0 Receivables facility — 75.0 Finance lease obligations 16.9 28.9 Other 0.4 12.7 Total debt 2,630.6 2,992.1 Less current portions 52.3 144.3 Less unamortized debt issuance costs 20.9 21.6 Long-term debt $ 2,557.4 $ 2,826.2 |
Schedule of Company's Debt Maturities | The Company’s aggregate scheduled maturities of debt, excluding finance lease obligations, are as follows: 2024 $ 50.4 2025 50.0 2026 50.0 2027 1,113.3 2028 — Thereafter 1,350.0 $ 2,613.7 |
Schedule of Derivative Instruments | Notional Effective Expiration Fixed 200 (b) 1/20/2022 6/20/2024 0.49 % 200 6/7/2023 6/8/2026 0.80 % 150 6/7/2023 4/7/2027 3.37 % 50 6/7/2023 4/7/2027 3.34 % (a) The effective date refers to the date on which interest payments are first hedged by the applicable swap agreement. (b) Notional amount adjusts in accordance with a specified seasonal schedule. This represents the maximum notional amount at any point in time. |
EQUITY (Tables)
EQUITY (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Schedule of Authorized and Issued Shares | Authorized and issued shares consisted of the following (in millions): September 30, 2023 2022 Preferred shares, no par value: Authorized 0.2 shares 0.2 shares Issued 0.0 shares 0.0 shares Common shares, no par value, $0.01 stated value per share: Authorized 100.0 shares 100.0 shares Issued 68.1 shares 68.1 shares |
Schedule of Accumulated Other Comprehensive Loss | Changes in AOCL by component were as follows for the fiscal years ended September 30: Foreign Net Unrealized Net Pension and Accumulated Balance at September 30, 2020 $ (6.2) $ (15.1) $ — $ (77.8) $ (99.1) Other comprehensive income (loss) before reclassifications 4.5 26.8 (3.1) 6.9 35.1 Amounts reclassified from accumulated other comprehensive net income (loss) — 7.3 — 0.4 7.7 Income tax benefit (expense) — (8.9) 0.8 (1.9) (10.0) Net current period other comprehensive income (loss) 4.5 25.2 (2.3) 5.4 32.8 Balance at September 30, 2021 (1.7) 10.2 (2.3) (72.5) (66.4) Other comprehensive income (loss) before reclassifications (27.2) 40.1 (102.0) (7.3) (96.4) Amounts reclassified from accumulated other comprehensive net income (loss) — (9.1) — 11.7 2.6 Income tax benefit (expense) — (7.9) 24.6 (1.1) 15.6 Net current period other comprehensive income (loss) (27.2) 23.1 (77.4) 3.3 (78.2) Balance at September 30, 2022 (28.9) 33.3 (79.7) (69.3) (144.6) Other comprehensive income (loss) before reclassifications 7.0 5.6 (34.9) (2.5) (24.8) Amounts reclassified from accumulated other comprehensive net income (loss) — (23.3) 101.3 (1.6) 76.4 Income tax benefit (expense) — 4.5 (25.3) 1.0 (19.8) Net current period other comprehensive income (loss) 7.0 (13.2) 41.1 (3.1) 31.8 Balance at September 30, 2023 $ (21.9) $ 20.1 $ (38.6) $ (72.4) $ (112.8) The sum of the components may not equal due to rounding. |
Schedule of Share-Based Compensation | Total share-based compensation was as follows for each of the periods indicated: Year Ended September 30, 2023 2022 2021 Share-based compensation $ 68.1 $ 30.3 $ 40.6 Related tax benefit recognized 15.6 4.9 7.4 |
Schedule of Aggregate Stock Option Activity | Stock option activity was as follows: No. of Wtd. Avg. Wtd Avg Aggregate Awards outstanding at September 30, 2022 528,471 $ 110.86 4.4 years Granted 696,268 52.54 Forfeited (33,556) 115.53 Awards outstanding at September 30, 2023 1,191,183 76.64 6.6 years $ 0.8 Exercisable 399,223 66.24 2.2 years — |
Schedule of Share-Based Awards Granted | The weighted average assumptions for awards granted in fiscal 2023 are as follows: Expected volatility 36.8 % Risk-free interest rate 4.3 % Expected dividend yield 3.9 % Expected life 6.1 years |
Schedule of Restricted Share-Based Award Activity | Restricted share-based award activity (including restricted stock units and deferred stock units) was as follows: No. of Wtd. Avg. Awards outstanding at September 30, 2022 320,575 $ 143.19 Granted 479,787 59.48 Vested (140,334) 112.64 Forfeited (48,190) 85.48 Awards outstanding at September 30, 2023 611,838 89.10 |
Schedule of Performance-Based Award Activity | Performance-based award activity was as follows (based on target award amounts): No. of Wtd. Avg. Awards outstanding at September 30, 2022 113,256 $ 130.94 Granted 707,665 66.00 Vested (a) (250,586) 69.16 Forfeited (25,545) 91.56 Awards outstanding at September 30, 2023 544,790 76.85 (a) Vested at a weighted average of 102% of the target performance share units granted. |
EARNINGS PER COMMON SHARE (Tabl
EARNINGS PER COMMON SHARE (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Information to Calculate Basic and Diluted Earnings (Loss) Per Common Share | The following table presents information necessary to calculate basic and diluted income per Common Share. Year Ended September 30, 2023 2022 2021 Income (loss) from continuing operations $ (380.1) $ (437.5) $ 517.3 Net income attributable to noncontrolling interest — — (0.9) Income (loss) attributable to controlling interest from continuing operations (380.1) (437.5) 516.4 Loss from discontinued operations, net of tax — — (3.9) Net income (loss) attributable to controlling interest $ (380.1) $ (437.5) $ 512.5 Basic income (loss) per common share: Weighted-average common shares outstanding 56.0 55.5 55.7 Income (loss) from continuing operations $ (6.79) $ (7.88) $ 9.27 Loss from discontinued operations — — (0.07) Basic net income (loss) per common share $ (6.79) $ (7.88) $ 9.20 Diluted income (loss) per common share: Weighted-average common shares outstanding 56.0 55.5 55.7 Dilutive potential common shares — — 1.5 Weighted-average number of common shares outstanding and dilutive potential common shares 56.0 55.5 57.2 Income (loss) from continuing operations $ (6.79) $ (7.88) $ 9.03 Loss from discontinued operations — — (0.07) Diluted net income (loss) per common share $ (6.79) $ (7.88) $ 8.96 Antidilutive stock options outstanding 0.4 0.2 0.1 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Provision (Benefit) For Income Taxes Allocated to Continuing Operations | The provision (benefit) for income taxes allocated to continuing operations consisted of the following: Year Ended September 30, 2023 2022 2021 Current: Federal $ 3.7 $ 22.8 $ 113.7 State 0.6 9.3 31.6 Foreign 1.6 8.7 2.7 Total current 5.9 40.8 148.0 Deferred: Federal (62.1) (125.5) 9.1 State (5.2) (23.3) 1.5 Foreign (11.8) (12.6) 1.2 Total deferred (79.1) (161.4) 11.8 Income tax expense (benefit) from continuing operations $ (73.2) $ (120.6) $ 159.8 |
The Domestic and Foreign Components of Income From Continuing Operations Before Income Taxes | The domestic and foreign components of income (loss) from continuing operations before income taxes were as follows: Year Ended September 30, 2023 2022 2021 Domestic $ (376.2) $ (427.3) $ 670.2 Foreign (77.1) (130.8) 6.9 Income (loss) from continuing operations before income taxes $ (453.3) $ (558.1) $ 677.1 |
Reconciliation of the Federal Corporate Income Tax Rate and the Effective Tax Rate | A reconciliation of the federal corporate income tax rate and the effective tax rate on income (loss) from continuing operations before income taxes is summarized below: Year Ended September 30, 2023 2022 2021 Statutory income tax rate 21.0 % 21.0 % 21.0 % Effect of foreign operations 0.2 (1.6) (0.2) State taxes, net of federal benefit 3.2 2.6 3.9 Effect of other permanent differences (0.8) 2.8 (1.1) Research and Experimentation and other federal tax credits 0.2 0.2 (0.2) Effect of tax contingencies 0.1 (1.8) — Change in valuation allowances (8.7) (0.9) 0.1 Other 1.0 (0.7) 0.1 Effective income tax rate 16.2 % 21.6 % 23.6 % |
Components of Deferred Income Tax Assets and Liabilities | Deferred income taxes arise from temporary differences between financial reporting and tax reporting bases of assets and liabilities, and operating loss and tax credit carryforwards for tax purposes. The components of the deferred income tax assets and liabilities were as follows: September 30, 2023 2022 DEFERRED TAX ASSETS Intangible assets $ 79.2 $ 60.8 Lease liabilities 70.0 70.7 Net operating loss carryovers 67.3 21.7 Accrued liabilities 48.7 80.8 Interest limitation carryforward 35.9 — Convertible debt investments 33.4 25.3 Inventories 26.1 43.2 Foreign tax credit carryovers 16.3 15.0 Outside basis difference in equity investments 10.4 — Accounts receivable 8.9 8.7 Other 14.9 12.5 Gross deferred tax assets 411.1 338.7 Valuation allowance (87.7) (40.7) Total deferred tax assets 323.4 298.0 DEFERRED TAX LIABILITIES Property, plant and equipment (62.7) (65.8) Lease right-of-use assets (62.1) (68.6) Derivative contracts (5.8) (10.5) Outside basis difference in equity investments — (14.8) Other (4.1) (3.3) Total deferred tax liabilities (134.7) (163.0) Net deferred tax asset $ 188.7 $ 135.0 |
Reconciliation of the Unrecognized Tax Benefits | A reconciliation of the unrecognized tax benefits is as follows: Year Ended September 30, 2023 2022 2021 Balance at beginning of year $ 35.8 $ 24.1 $ 30.2 Additions for tax positions of the current year 0.2 11.3 0.3 Additions for tax positions of prior years 3.8 2.2 6.1 Reductions for tax positions of prior years (0.2) (2.5) (5.9) Settlements with tax authorities (0.1) 1.3 0.2 Expiration of statutes of limitation (4.9) (0.6) (6.8) Balance at end of year $ 34.6 $ 35.8 $ 24.1 |
DERIVATIVE INSTRUMENTS AND HE_2
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Outstanding Commodity Contracts that Hedge Forecasted Purchases | The Company had the following outstanding commodity contracts that were entered into to hedge forecasted purchases: September 30, 2023 2022 Commodity Urea 52,500 tons 54,000 tons Diesel 1,974,000 gallons 3,150,000 gallons Heating Oil 966,000 gallons 1,218,000 gallons |
Summary of Fair Values of the Company's Derivative Instruments | The fair values of the Company’s derivative instruments, which represent Level 2 fair value measurements, were as follows: Assets / (Liabilities) 2023 2022 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Interest rate swap agreements Prepaid and other current assets $ 16.7 $ 12.8 Other assets 14.7 18.2 Commodity hedging instruments Prepaid and other current assets 2.3 2.4 Total derivatives designated as hedging instruments $ 33.7 $ 33.4 Derivatives Not Designated as Hedging Instruments Balance Sheet Location Currency forward contracts Prepaid and other current assets $ 5.6 $ 3.4 Commodity hedging instruments Prepaid and other current assets 0.9 0.4 Total derivatives not designated as hedging instruments 6.5 3.8 Total derivatives $ 40.2 $ 37.2 |
Schedule of the Effect of Derivative Instruments on AOCI and Operations | The effect of derivative instruments on AOCL, net of tax, and the Consolidated Statements of Operations for the years ended September 30 was as follows: Amount of Gain / (Loss) Derivatives in Cash Flow Hedging Relationships 2023 2022 Interest rate swap agreements $ 11.3 $ 24.1 Commodity hedging instruments (7.1) 5.8 Total $ 4.2 $ 29.9 Reclassified from AOCL into Amount of Gain / (Loss) Derivatives in Cash Flow Hedging Relationships Statement of Operations 2023 2022 Interest rate swap agreements Interest expense $ 11.5 $ (2.1) Commodity hedging instruments Cost of sales 5.9 8.9 Total $ 17.4 $ 6.8 Recognized in Amount of Gain / (Loss) Derivatives Not Designated as Hedging Instruments Statement of Operations 2023 2022 Currency forward contracts Other income / expense, net $ (14.7) $ 17.9 Commodity hedging instruments Cost of sales 1.2 10.5 Total $ (13.5) $ 28.4 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Recurring Basis | The following table summarizes the fair value of the Company’s assets and liabilities for which disclosure of fair value is required: 2023 2022 Fair Value Hierarchy Level Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets Cash equivalents Level 1 $ 1.2 $ 1.2 $ 64.3 $ 64.3 Other Investment securities in non-qualified retirement plan assets Level 1 36.3 36.3 38.4 38.4 Loans receivable Level 3 — — 32.8 32.8 Convertible debt investments Level 3 85.8 85.8 117.0 117.0 Liabilities Debt instruments Credit facilities – revolving loans Level 2 88.3 88.3 300.5 300.5 Credit facilities – term loans Level 2 925.0 925.0 975.0 975.0 Senior Notes due 2031 – 4.000% Level 2 500.0 380.0 500.0 350.6 Senior Notes due 2032 – 4.375% Level 2 400.0 304.0 400.0 284.0 Senior Notes due 2029 – 4.500% Level 2 450.0 366.8 450.0 325.7 Senior Notes due 2026 – 5.250% Level 2 250.0 233.1 250.0 230.0 Receivables facility Level 2 — — 75.0 75.0 Other debt Level 2 0.4 0.4 12.7 12.7 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | Changes in the balance of Level 3 convertible debt investments carried at fair value are presented below. There were no transfers into or out of Level 3. Year Ended September 30, 2023 2022 Fair value at beginning of year $ 117.0 $ 190.3 Purchases — 25.0 Total realized / unrealized gains (losses) included in net earnings (97.6) 3.7 Total realized / unrealized gains (losses) included in OCI 66.4 (102.0) Fair value at end of year $ 85.8 $ 117.0 |
Debt Securities, Available-for-Sale, Allowance for Credit Loss | A progression of the allowance for expected credit losses on convertible debt investments is shown below: Year Ended Balance at beginning of year $ — Provision for expected credit losses on securities with no previous allowance 101.3 Balance at end of year $ 101.3 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information Schedule and Weighted-average remaining lease term | Supplemental balance sheet information related to the Company’s leases was as follows: Balance Sheet Location September 30, 2023 September 30, 2022 Operating leases: Right-of-use assets Other assets $ 262.6 $ 288.9 Current lease liabilities Other current liabilities 76.4 76.2 Non-current lease liabilities Other liabilities 220.1 223.2 Total operating lease liabilities $ 296.5 $ 299.4 Finance leases: Right-of-use assets Property, plant and equipment, net $ 14.5 $ 26.4 Current lease liabilities Current portion of debt 1.9 6.4 Non-current lease liabilities Long-term debt 15.0 22.5 Total finance lease liabilities $ 16.9 $ 28.9 Weighted-average remaining lease term and discount rate for the Company’s leases were as follows: September 30, 2023 September 30, 2022 Weighted-average remaining lease term (in years): Operating leases 5.4 4.9 Finance leases 9.5 7.3 Weighted-average discount rate: Operating leases 5.2 % 3.5 % Finance leases 4.4 % 4.3 % |
Components of lease cost | Components of lease cost were as follows: Year Ended September 30, 2023 2022 2021 Operating lease cost (a) $ 92.3 $ 86.7 $ 70.3 Variable lease cost 28.6 35.9 29.4 Finance lease cost Amortization of right-of-use assets 3.0 6.4 6.0 Interest on lease liabilities 0.8 1.2 1.4 Total finance lease cost $ 3.8 $ 7.6 $ 7.4 (a) Operating lease cost includes amortization of right-of-use assets of $81.0, $75.3 and $62.3 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Short-term lease expense is excluded from operating lease cost and was $6.6, $19.1 and $22.8 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows: Year Ended September 30, 2023 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases, net $ 93.0 $ 83.9 $ 66.9 Operating cash flows from finance leases 0.8 1.2 1.4 Financing cash flows from finance leases 2.7 5.9 5.3 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 90.4 $ 71.9 $ 200.0 Finance leases — 1.5 2.6 |
Maturities of Operating Lease Liabilities by Fiscal Year Schedule | Maturities of lease liabilities by fiscal year for the Company’s leases as of September 30, 2023 were as follows: Year Operating Leases Finance Leases 2024 $ 88.9 $ 2.6 2025 73.8 2.5 2026 55.1 2.1 2027 31.4 1.8 2028 22.8 1.6 Thereafter 72.8 10.2 Total lease payments 344.8 20.8 Less: Imputed interest (48.3) (3.9) Total lease liabilities $ 296.5 $ 16.9 |
Maturities of Finance Lease Liabilities by Fiscal Year Schedule | Maturities of lease liabilities by fiscal year for the Company’s leases as of September 30, 2023 were as follows: Year Operating Leases Finance Leases 2024 $ 88.9 $ 2.6 2025 73.8 2.5 2026 55.1 2.1 2027 31.4 1.8 2028 22.8 1.6 Thereafter 72.8 10.2 Total lease payments 344.8 20.8 Less: Imputed interest (48.3) (3.9) Total lease liabilities $ 296.5 $ 16.9 |
COMMITMENTS (Tables)
COMMITMENTS (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Unconditional Purchase Obligations That Have Not Been Recognized | At September 30, 2023, the Company had the following unconditional purchase obligations by purchase date that have not been recognized in the Consolidated Balance Sheet: 2024 $ 349.8 2025 185.7 2026 136.2 2027 52.1 2028 24.5 Thereafter 51.1 $ 799.4 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Financial Information | The following tables present financial information for the Company’s reportable segments for the periods indicated: Year Ended September 30, 2023 2022 2021 Net Sales: U.S. Consumer $ 2,843.7 $ 2,928.8 $ 3,197.7 Hawthorne 467.3 716.2 1,424.2 Other 240.3 279.1 303.1 Consolidated $ 3,551.3 $ 3,924.1 $ 4,925.0 Segment Profit (Loss): U.S. Consumer $ 454.1 $ 568.6 $ 726.7 Hawthorne (48.1) (21.1) 163.8 Other 12.4 20.2 42.1 Total Segment Profit 418.4 567.7 932.6 Corporate (101.6) (112.4) (149.7) Intangible asset amortization (25.2) (37.1) (30.9) Impairment, restructuring and other (466.0) (852.2) (29.0) Equity in income (loss) of unconsolidated affiliates (101.1) (12.9) 14.4 Interest expense (178.1) (118.1) (78.9) Other non-operating income, net 0.3 6.9 18.6 Income (loss) from continuing operations before income taxes $ (453.3) $ (558.1) $ 677.1 Depreciation and amortization: U.S. Consumer $ 58.2 $ 55.8 $ 48.6 Hawthorne 25.8 34.8 30.3 Other 5.6 7.0 7.0 Corporate 2.9 7.6 7.9 $ 92.5 $ 105.2 $ 93.8 Capital expenditures: U.S. Consumer $ 79.6 $ 97.4 $ 78.3 Hawthorne 8.5 12.4 25.0 Other 4.7 3.7 3.6 $ 92.8 $ 113.5 $ 106.9 September 30, 2023 2022 Total assets: U.S. Consumer $ 2,296.2 $ 2,454.4 Hawthorne 581.6 1,061.5 Other 189.8 197.1 Corporate 346.1 583.8 Consolidated $ 3,413.7 $ 4,296.8 |
Net sales by product category | The following table presents net sales by product category for the periods indicated: Year Ended September 30, 2023 2022 2021 U.S. Consumer: Growing media and mulch $ 1,223.7 $ 1,192.6 $ 1,286.7 Lawn care 897.4 973.6 1,060.6 Controls 362.9 382.2 402.4 Roundup ® marketing agreement 138.7 132.3 145.2 Other, primarily gardening 221.0 248.1 302.8 Hawthorne: Lighting 165.9 200.0 452.4 Nutrients 105.3 148.0 324.7 Growing environment 72.5 143.7 264.0 Growing media 67.5 119.0 192.6 Other, primarily hardware 56.1 105.5 190.5 Other: Growing media 93.0 96.6 116.7 Lawn care 75.8 92.9 99.2 Other, primarily gardening and controls 71.5 89.6 87.2 Total net sales $ 3,551.3 $ 3,924.1 $ 4,925.0 |
Percentages of Largest Customers Consolidated Net Sales | The Company’s two largest customers accounted for the following percentages of net sales for the fiscal years ended September 30: Percentage of Net Sales 2023 2022 2021 Home Depot 29 % 28 % 24 % Lowe’s 18 % 15 % 15 % |
Net Sales and Long-lived Assets by Geographic Area | The following table presents net sales by geographic area for the periods indicated: Year Ended September 30, 2023 2022 2021 Net sales: United States $ 3,209.5 $ 3,554.6 $ 4,507.0 International 341.8 369.5 418.0 $ 3,551.3 $ 3,924.1 $ 4,925.0 The following table presents long-lived assets (property, plant and equipment and finite-lived intangibles) by geographic area: September 30, 2023 2022 Long-lived assets: United States $ 644.4 $ 753.3 International 78.7 109.0 $ 723.1 $ 862.3 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) - USD ($) shares in Millions, $ in Millions | 6 Months Ended | 12 Months Ended | ||||
Sep. 13, 2023 | Jul. 01, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Oct. 27, 2023 | |
Significant Accounting Policies [Line Items] | ||||||
Percentage of annual net sales from combined second and third quarter sales | 75% | |||||
Number of restricted shares issued (in shares) | 0.4 | |||||
Deferred advertising costs | $ 20 | |||||
Advertising expenses | 123.7 | $ 120.3 | $ 165.7 | |||
Research and development charge | 35.7 | 45.3 | 45.4 | |||
Product registration costs | 12.4 | 13 | 12.3 | |||
Interest capitalized on capital projects | 2.1 | 2.2 | 0.8 | |||
Noncash investing activities for unpaid liabilities incurred | 32.1 | 33.3 | 41.6 | |||
Outstanding payment obligations | 18.3 | 8.6 | ||||
Supplier finance payment | 185.3 | |||||
Recognition of accumulated foreign currency translation loss | 1.3 | 1.3 | (1.8) | |||
Operating lease right-of-use assets | 262.6 | 288.9 | ||||
Current lease liabilities | 76.4 | 76.2 | ||||
Non-current operating lease liabilities | $ 220.1 | $ 223.2 | ||||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other Liabilities, Current | Other Liabilities, Current | ||||
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent | ||||
Other investing, net | $ (12.4) | $ 29.3 | $ (8.7) | |||
Payments for (Proceeds from) Loans Receivable | $ 37 | |||||
Supplier Finance Program, Obligation, Statement of Financial Position [Extensible Enumeration] | Accounts Payable, Current | Accounts Payable, Current | ||||
Subsequent Event | ||||||
Significant Accounting Policies [Line Items] | ||||||
Accounts Receivable, Held-for-Sale | $ 600 | |||||
Standby Letters of Credit | Subsequent Event | ||||||
Significant Accounting Policies [Line Items] | ||||||
Maximum borrowing capacity | $ 70 | |||||
Officer | Options | Project Focus | ||||||
Significant Accounting Policies [Line Items] | ||||||
Expiration period (in years) | 10 years | |||||
Director | ||||||
Significant Accounting Policies [Line Items] | ||||||
Award vesting period (in years) | 1 year | |||||
Minimum | ||||||
Significant Accounting Policies [Line Items] | ||||||
Award vesting period (in years) | 3 years | |||||
Expected forfeiture rate | 15% | |||||
Intangible assets amortization period | 3 years | |||||
Payment timing, period | 30 days | |||||
Minimum | Software | ||||||
Significant Accounting Policies [Line Items] | ||||||
Intangible assets amortization period | 3 years | |||||
Minimum | Officer | Performance Shares [Member] | Project Focus | ||||||
Significant Accounting Policies [Line Items] | ||||||
Vesting percent of target award | 50% | |||||
Maximum | ||||||
Significant Accounting Policies [Line Items] | ||||||
Award vesting period (in years) | 5 years | |||||
Intangible assets amortization period | 25 years | |||||
Payment timing, period | 60 days | |||||
Maximum | Software | ||||||
Significant Accounting Policies [Line Items] | ||||||
Intangible assets amortization period | 8 years | |||||
Maximum | Officer | Performance Shares [Member] | Project Focus | ||||||
Significant Accounting Policies [Line Items] | ||||||
Vesting percent of target award | 250% |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Estimated Useful Economic Lives of Assets (Details) | Sep. 30, 2023 |
Land improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives (in years) | 10 years |
Land improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives (in years) | 25 years |
Buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives (in years) | 10 years |
Buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives (in years) | 40 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives (in years) | 3 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives (in years) | 15 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives (in years) | 6 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives (in years) | 10 years |
Software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives (in years) | 3 years |
Software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives (in years) | 8 years |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Accounting Policies [Abstract] | |||
Interest paid | $ 173.5 | $ 112.5 | $ 61.6 |
Income taxes paid (refunded) | $ (18.2) | $ 27.2 | $ 179.7 |
DISCONTINUED OPERATIONS - Addit
DISCONTINUED OPERATIONS - Additional Information (Details) - International Business - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2022 | Aug. 31, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Contingent consideration maximum payout | $ 23.8 | ||
Fair value of contingent consideration | $ 18.2 | ||
Discontinued Operations | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Contingent consideration payout | $ 6 | ||
Pre-tax charge | $ 12.2 |
IMPAIRMENT, RESTRUCTURING AND_3
IMPAIRMENT, RESTRUCTURING AND OTHER - Schedule of Impairment, Restructuring, and Other Charges (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other charges (recoveries), net | $ 280.5 | $ 693.1 | $ 4.3 |
Total impairment, restructuring and other charges | 466.1 | 853.2 | 29 |
Restructuring Reserve | |||
Amounts accrued at beginning of year | 31.5 | 1.9 | 3.9 |
Restructuring charges | 55.6 | 47.1 | 29 |
Payments | (46.6) | (17.5) | (31) |
Amounts accrued at end of year | 40.5 | 31.5 | 1.9 |
Operating expenses | |||
Restructuring Cost and Reserve [Line Items] | |||
Goodwill and intangible asset impairments | 127.9 | 668.3 | 0 |
Convertible debt other-than-temporary impairments | 101.3 | 0 | 0 |
Gains on sale of property, plant and equipment | 0 | (16.2) | 0 |
COVID-19 related costs | Cost of sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 0 | 0 | 25 |
COVID-19 related costs | Operating expenses | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 0 | 0 | 4.2 |
Restructuring and other charges, net | Cost of sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other charges (recoveries), net | 148.5 | 143.6 | (0.3) |
Restructuring and other charges, net | Operating expenses | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other charges (recoveries), net | 51.2 | 40.9 | 0.1 |
Property, plant and equipment impairments | Cost of sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other charges (recoveries), net | 11.4 | 16.6 | 0 |
Right-of-use Asset Impairment | Cost of Sales, Impairment, Restructuring and Other Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other charges (recoveries), net | $ 25.8 | $ 0 | $ 0 |
IMPAIRMENT, RESTRUCTURING AND_4
IMPAIRMENT, RESTRUCTURING AND OTHER - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring reserves classified as long-term | $ 13.9 | ||
Noncash impairment charge | $ 35.3 | ||
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration] | Impairment, restructuring and other | ||
Employee Severance and Impairment Of Property, Plant, And Equipment | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ 229 | 65.2 | |
Cost of Sales, Impairment, Restructuring and Other Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory Write-down | 120.9 | ||
Operating expenses | |||
Restructuring Cost and Reserve [Line Items] | |||
Goodwill and intangible asset impairments | 127.9 | 668.3 | $ 0 |
Convertible debt other-than-temporary impairments | 101.3 | 0 | 0 |
Gains on sale of property, plant and equipment | 0 | (16.2) | 0 |
COVID-19 related costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 29.2 | ||
U.S. Consumer | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 45.5 | ||
U.S. Consumer | Cost of Sales, Impairment, Restructuring and Other Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 16.3 | 9.7 | |
U.S. Consumer | Impairment, Restructuring, And Other | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 7.7 | 11.9 | |
U.S. Consumer | COVID-19 related costs | Cost of Sales, Impairment, Restructuring and Other Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 21.2 | ||
U.S. Consumer | COVID-19 related costs | Restructuring, Settlement and Impairment Provisions | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 4 | ||
Hawthorne | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 224.4 | ||
Hawthorne | Cost of Sales, Impairment, Restructuring and Other Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 168.5 | 27.1 | |
Hawthorne | Impairment, Restructuring, And Other | |||
Restructuring Cost and Reserve [Line Items] | |||
Goodwill and intangible asset impairments | 127.9 | 632.4 | |
Restructuring costs | 20.7 | 8.1 | |
Hawthorne | Goodwill Impairment | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 522.4 | ||
Hawthorne | Finite-Lived Intangible Asset Impairment | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 117.7 | 110 | |
Hawthorne | COVID-19 related costs | Cost of Sales, Impairment, Restructuring and Other Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 3.2 | ||
Other | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 1.5 | ||
Other | Impairment, Restructuring, And Other | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 0.8 | 0.7 | |
Other | Goodwill Impairment | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 10.3 | ||
Other | COVID-19 related costs | Cost of Sales, Impairment, Restructuring and Other Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 0.6 | ||
Other | COVID-19 related costs | Restructuring, Settlement and Impairment Provisions | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ 0.2 | ||
Corporate Segment | Restructuring Initiative | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 22.7 | ||
Corporate Segment | Impairment, Restructuring, And Other | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ 14.9 | $ 7.7 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS, NET - Rollforward of Carrying Amount of Goodwill by Reportable Segment (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Goodwill [Roll Forward] | ||
Goodwill, gross (beginning of period) | $ 872.8 | $ 701.6 |
Accumulated impairment losses | (618.8) | (96.4) |
Goodwill, net (beginning of period) | 254 | 605.2 |
Acquisitions and measurement-period adjustments | 180.8 | |
Foreign currency translation | 0.2 | (9.6) |
Impairment | (10.3) | (522.4) |
Goodwill, gross (end of period) | 873 | 872.8 |
Accumulated impairment losses | (629.1) | (618.8) |
Goodwill, net (end of period) | 243.9 | 254 |
U.S. Consumer | ||
Goodwill [Roll Forward] | ||
Goodwill, gross (beginning of period) | 245.7 | 245.7 |
Accumulated impairment losses | (1.8) | (1.8) |
Goodwill, net (beginning of period) | 243.9 | 243.9 |
Acquisitions and measurement-period adjustments | 0 | |
Foreign currency translation | 0 | 0 |
Impairment | 0 | 0 |
Goodwill, gross (end of period) | 245.7 | 245.7 |
Accumulated impairment losses | (1.8) | (1.8) |
Goodwill, net (end of period) | 243.9 | 243.9 |
Hawthorne | ||
Goodwill [Roll Forward] | ||
Goodwill, gross (beginning of period) | 617 | 444.8 |
Accumulated impairment losses | (617) | (94.6) |
Goodwill, net (beginning of period) | 0 | 350.2 |
Acquisitions and measurement-period adjustments | 180.8 | |
Foreign currency translation | 0 | (8.6) |
Impairment | 0 | (522.4) |
Goodwill, gross (end of period) | 617 | 617 |
Accumulated impairment losses | (617) | (617) |
Goodwill, net (end of period) | 0 | 0 |
Other | ||
Goodwill [Roll Forward] | ||
Goodwill, gross (beginning of period) | 10.1 | 11.1 |
Accumulated impairment losses | 0 | 0 |
Goodwill, net (beginning of period) | 10.1 | 11.1 |
Acquisitions and measurement-period adjustments | 0 | |
Foreign currency translation | 0.2 | (1) |
Impairment | (10.3) | 0 |
Goodwill, gross (end of period) | 10.3 | 10.1 |
Accumulated impairment losses | (10.3) | 0 |
Goodwill, net (end of period) | $ 0 | $ 10.1 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Intangible Assets (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Indefinite-lived Intangible Assets [Line Items] | ||
Total indefinite-lived intangible assets | $ 323.9 | $ 323.9 |
Total intangible assets, net | 436.7 | 580.2 |
Intangible Assets [Line Items] | ||
Total finite-lived intangible assets, net | 112.8 | 256.3 |
Trade names | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Total indefinite-lived intangible assets | 168.2 | 168.2 |
Roundup® marketing agreement amendment | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Total indefinite-lived intangible assets | 155.7 | 155.7 |
Trade names | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 322.4 | 318.4 |
Accumulated Amortization/ Impairment Charges | (260.7) | (174.3) |
Total finite-lived intangible assets, net | 61.7 | 144.1 |
Customer relationships | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 251.5 | 251.1 |
Accumulated Amortization/ Impairment Charges | (216.1) | (158.4) |
Total finite-lived intangible assets, net | 35.4 | 92.7 |
Technology | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 50.1 | 49.1 |
Accumulated Amortization/ Impairment Charges | (44.5) | (43.3) |
Total finite-lived intangible assets, net | 5.6 | 5.8 |
Other | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 34.9 | 34.7 |
Accumulated Amortization/ Impairment Charges | (24.8) | (21) |
Total finite-lived intangible assets, net | $ 10.1 | $ 13.7 |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS, NET - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Jul. 02, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Goodwill [Line Items] | ||||
Amortization expense | $ 25.2 | $ 37.1 | $ 30.9 | |
Goodwill | $ 243.9 | 254 | 605.2 | |
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration] | Impairment, restructuring and other | |||
Noncash impairment charge | 35.3 | |||
Trade names | ||||
Goodwill [Line Items] | ||||
Impairment charge | $ 69 | $ 72 | ||
Noncash impairment charge | 22.5 | |||
Customer relationships | ||||
Goodwill [Line Items] | ||||
Impairment charge | $ 41 | 45.7 | ||
Noncash impairment charge | 12.8 | |||
Hawthorne | ||||
Goodwill [Line Items] | ||||
Restructuring costs | 224.4 | |||
Goodwill | 0 | 0 | 350.2 | |
Hawthorne | Goodwill Impairment | ||||
Goodwill [Line Items] | ||||
Restructuring costs | 522.4 | |||
U.S. Consumer | ||||
Goodwill [Line Items] | ||||
Restructuring costs | 45.5 | |||
Goodwill | 243.9 | 243.9 | 243.9 | |
Other | ||||
Goodwill [Line Items] | ||||
Restructuring costs | 1.5 | |||
Goodwill | 0 | $ 10.1 | $ 11.1 | |
Other | Goodwill Impairment | ||||
Goodwill [Line Items] | ||||
Restructuring costs | $ 10.3 |
GOODWILL AND INTANGIBLE ASSET_6
GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Amortization Expense (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2024 | $ 16 |
2025 | 13.3 |
2026 | 12.2 |
2027 | 11.3 |
2028 | $ 10.3 |
DETAIL OF CERTAIN FINANCIAL S_3
DETAIL OF CERTAIN FINANCIAL STATEMENT ACCOUNTS - Summary of Balance Sheet Accounts (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
INVENTORIES: | ||
Finished goods | $ 506.2 | $ 926.2 |
Raw materials | 272.5 | 293.2 |
Work-in-progress | 101.6 | 124.1 |
Inventories | 880.3 | 1,343.5 |
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 1,375.7 | 1,383.9 |
Less: accumulated depreciation | (765.4) | (777.9) |
Property, plant and equipment, net | 610.3 | 606 |
OTHER ASSETS: | ||
Operating lease right-of-use assets | 262.6 | 288.9 |
Net deferred tax assets | 189.8 | 143.5 |
Convertible debt investments | 85.8 | 117 |
Accrued pension, postretirement and executive retirement assets | 64.1 | 69.6 |
Loans receivable | 0 | 32.8 |
Other | 30.8 | 29.1 |
Other assets | 633.1 | 680.9 |
OTHER CURRENT LIABILITIES: | ||
Current lease liabilities | 76.4 | 76.2 |
Advertising and promotional accruals | 143 | 74.8 |
Payroll and other compensation accruals | 51.2 | 44.2 |
Accrued taxes | 28.5 | 29.4 |
Accrued interest | 31.9 | 30.1 |
Other | 119.2 | 142.3 |
Other current liabilities | 450.2 | 397 |
OTHER NON-CURRENT LIABILITIES: | ||
Non-current operating lease liabilities | 220.1 | 223.2 |
Accrued pension, postretirement and executive retirement liabilities | 76.7 | 82.1 |
Net deferred tax liabilities | 1.1 | 8.5 |
Other | 52 | 45.2 |
Other non-current liabilities | 349.9 | 359 |
Machinery and equipment | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 651.7 | 644 |
Buildings | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 277.1 | 262.2 |
Land and improvements | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 149 | 145 |
Construction in progress | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 104.6 | 95.5 |
Software | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 109.9 | 127.9 |
Furniture and fixtures | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 62.3 | 65.4 |
Finance leases | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | $ 21.1 | $ 43.9 |
MARKETING AGREEMENT - Additiona
MARKETING AGREEMENT - Additional Information (Details) | 12 Months Ended | |||
Aug. 01, 2019 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | |
Schedule of Costs Related to Purchase Obligations [Line Items] | ||||
Net sales | $ 3,551,300,000 | $ 3,924,100,000 | $ 4,925,000,000 | |
Restated Marketing Agreement | ||||
Schedule of Costs Related to Purchase Obligations [Line Items] | ||||
Commission threshold, percentage of program earnings | 50% | |||
Annual contribution payment | $ 18,000,000 | |||
Third Restated Agreement | ||||
Schedule of Costs Related to Purchase Obligations [Line Items] | ||||
Minimum EBIT to avoid reduction of contribution payment | 36,000,000 | |||
Minimum EBIT | 50,000,000 | |||
Minimum termination fee payable | 175,000,000 | |||
Brand decommissioning event payable | $ 375,000,000 | |||
Minimum termination fee payable, multiple of average program earnings, prior 3 years | 4 | |||
Minimum termination fee payable, threshold | $ 186,400,000 |
MARKETING AGREEMENT - Net Commi
MARKETING AGREEMENT - Net Commission Earned Under the Marketing Agreement (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Marketing Agreement [Line Items] | |||
Contribution expenses | $ (2,708.3) | $ (2,891.1) | $ (3,431.3) |
Monsanto Marketing Agreement | |||
Marketing Agreement [Line Items] | |||
Gross commission | 75.7 | 83.4 | 94 |
Contribution expenses | (18) | (18) | (18) |
Net commission | 57.7 | 65.4 | 76 |
Reimbursements associated with Roundup® marketing agreement | 82.5 | 67.9 | 70.8 |
Total net sales associated with Roundup® marketing agreement | $ 140.2 | $ 133.3 | $ 146.8 |
ACQUISITIONS AND INVESTMENTS -
ACQUISITIONS AND INVESTMENTS - Cyco (Details) - USD ($) $ in Millions | Apr. 28, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 243.9 | $ 254 | $ 605.2 | |
Minimum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 3 years | |||
Maximum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 25 years | |||
Hawthorne | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 0 | $ 0 | $ 350.2 | |
Cyco | ||||
Business Acquisition [Line Items] | ||||
Maximum payout | $ 10 | |||
Cyco | Hawthorne | ||||
Business Acquisition [Line Items] | ||||
Total consideration transferred | 37.3 | |||
Contingent consideration | 3.1 | |||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Inventory And Other Current Assets | 1.3 | |||
Finite-lived intangible assets acquired | 10.5 | |||
Goodwill | $ 25.6 | |||
Cyco | Hawthorne | Minimum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 5 years | |||
Cyco | Hawthorne | Maximum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 25 years |
ACQUISITIONS AND INVESTMENTS _2
ACQUISITIONS AND INVESTMENTS - Luxx Lighting (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Dec. 30, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 |
Business Acquisition [Line Items] | ||||
Common shares, stated value per share (USD per share) | $ 0.01 | $ 0.01 | ||
Goodwill | $ 243.9 | $ 254 | $ 605.2 | |
Minimum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 3 years | |||
Maximum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 25 years | |||
Hawthorne | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 0 | $ 0 | $ 350.2 | |
Luxx Lighting, Inc. | Hawthorne | ||||
Business Acquisition [Line Items] | ||||
Total consideration transferred | $ 213.2 | |||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 0.1 | |||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | $ 21 | |||
Inventory and accounts receivable acquired | 32.8 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 5.7 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | (24.2) | |||
Finite-lived intangible assets acquired | 47.3 | |||
Goodwill | $ 151.6 | |||
Luxx Lighting, Inc. | Hawthorne | Minimum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 5 years | |||
Luxx Lighting, Inc. | Hawthorne | Maximum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 25 years |
ACQUISITIONS AND INVESTMENTS _3
ACQUISITIONS AND INVESTMENTS - True Liberty Bags (Details) - USD ($) $ in Millions | Dec. 23, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 243.9 | $ 254 | $ 605.2 | |
Minimum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 3 years | |||
Hawthorne | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 0 | $ 0 | $ 350.2 | |
True Liberty Bags | Hawthorne | ||||
Business Acquisition [Line Items] | ||||
Total consideration transferred | $ 10.1 | |||
Inventory and accounts receivable acquired | 1.1 | |||
Finite-lived intangible assets acquired | 5.8 | |||
Goodwill | $ 3.2 | |||
True Liberty Bags | Hawthorne | Minimum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 15 years |
ACQUISITIONS AND INVESTMENTS _4
ACQUISITIONS AND INVESTMENTS - Rhizoflora (Details) - USD ($) $ in Millions | Aug. 13, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 243.9 | $ 254 | $ 605.2 | |
Minimum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 3 years | |||
Maximum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 25 years | |||
Hawthorne | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 0 | $ 0 | $ 350.2 | |
Hawthorne | Rhizoflora, Inc. | ||||
Business Acquisition [Line Items] | ||||
Total consideration transferred | $ 33.7 | |||
Inventory acquired | 0.6 | |||
Finite-lived intangible assets acquired | 10.9 | |||
Goodwill | $ 22.2 | |||
Hawthorne | Rhizoflora, Inc. | Minimum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 5 years | |||
Hawthorne | Rhizoflora, Inc. | Maximum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 25 years |
ACQUISITIONS AND INVESTMENTS _5
ACQUISITIONS AND INVESTMENTS - The Hawthorne Collective (Details) - RIV Capital, Inc. shares in Millions, $ in Millions | 3 Months Ended | ||||||
Sep. 30, 2023 | Apr. 22, 2022 USD ($) nominee board_member | Aug. 24, 2021 USD ($) board_member | Sep. 30, 2021 USD ($) | Apr. 22, 2022 $ / shares | Aug. 24, 2021 $ / shares | Aug. 09, 2021 shares | |
Investments in and Advances to Affiliates [Line Items] | |||||||
Share ownership after conversion (in shares) | shares | 123 | ||||||
Percentage of ownership after debt conversion | 48% | ||||||
Number of members of Board of Directors that can be nominated | board_member | 9 | 7 | |||||
Additional minority non-equity investments | $ | $ 43.1 | ||||||
Number of company nominees added to the board | nominee | 4 | ||||||
The Hawthorne Colective | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Number of members of Board of Directors that can be nominated | board_member | 3 | ||||||
Convertible Notes Payable | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Aggregate principal amount | $ | $ 25 | $ 150 | |||||
Debt term (in years) | 6 years | ||||||
Conversion price (in CAD per share) | $ / shares | $ 1.65 | $ 1.90 | |||||
Convertible Notes Payable | Two Percent Interest Period | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Debt term (in years) | 2 years | 2 years | |||||
Interest rate (percent) | 2% | 2% |
ACQUISITIONS AND INVESTMENTS _6
ACQUISITIONS AND INVESTMENTS - Hydro-Logic (Details) - USD ($) $ in Millions | Aug. 27, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 243.9 | $ 254 | $ 605.2 | |
Minimum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 3 years | |||
Maximum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 25 years | |||
Hawthorne | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 0 | $ 0 | $ 350.2 | |
Hawthorne | Hydro-Logic Purification Systems, Inc. | ||||
Business Acquisition [Line Items] | ||||
Total consideration transferred | $ 65.3 | |||
Inventory and accounts receivable acquired | 4.5 | |||
Other assets acquired | 1.6 | |||
Other liabilities assumed | 2.6 | |||
Finite-lived intangible assets acquired | 23.1 | |||
Goodwill | $ 38.7 | |||
Hawthorne | Hydro-Logic Purification Systems, Inc. | Minimum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 5 years | |||
Hawthorne | Hydro-Logic Purification Systems, Inc. | Maximum | ||||
Business Acquisition [Line Items] | ||||
Intangible assets amortization period | 15 years |
ACQUISITIONS AND INVESTMENTS _7
ACQUISITIONS AND INVESTMENTS - AeroGrow (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 26, 2021 | Nov. 11, 2020 | Sep. 30, 2023 | Sep. 30, 2022 |
Business Acquisition [Line Items] | ||||
Common shares, stated value per share (USD per share) | $ 0.01 | $ 0.01 | ||
AeroGrow | ||||
Business Acquisition [Line Items] | ||||
Noncontrolling interest, carrying value | $ 6.7 | |||
Difference between purchase price and carrying value recognized in Common shares and capital in excess of par | $ 13.4 | |||
Common shares, stated value per share (USD per share) | $ 0.01 | $ 0.01 | ||
SMG Growing Media, Inc. | AeroGrow | ||||
Business Acquisition [Line Items] | ||||
Percent ownership | 100% | 80.50% | ||
AeroGrow | ||||
Business Acquisition [Line Items] | ||||
Cash consideration per share (USD per share) | $ 3 | |||
Cash consideration | $ 20.1 |
INVESTMENT IN UNCONSOLIDATED _2
INVESTMENT IN UNCONSOLIDATED AFFILIATES (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||
Nov. 07, 2023 | Dec. 31, 2020 | Jan. 01, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2022 | |
Investments in and Advances to Affiliates [Line Items] | |||||||
Gain from change in fair value of loans receivable | $ 12.5 | ||||||
Investment in unconsolidated affiliates | $ 91.9 | $ 193.8 | |||||
Equity in income (loss) of unconsolidated affiliates | (101.1) | (12.9) | $ 14.4 | ||||
Bonnie Plants, LLC | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Percent ownership | 50% | 45% | |||||
Payments to acquire equity interest | $ 102.3 | ||||||
Non-cash, pre-tax impairment | $ (94.7) | ||||||
Distributions from equity method investment | $ 12 | ||||||
Bonnie Plants, LLC | Subsequent Event | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Percent ownership | 50% | ||||||
Payments to acquire equity interest | $ 21.4 | ||||||
Ownership percentage increase (decrease) | 5% |
RETIREMENT PLANS - Additional I
RETIREMENT PLANS - Additional Information (Details) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 USD ($) plan | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Compensation charges | $ | $ 24.1 | $ 28.3 | $ 30.1 |
401(K) | Company matches 200% of associates’ initial 3% contribution | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Employer match of employee contribution (percent) | 200% | ||
Employee contribution of gross pay (percent) | 3% | ||
401(K) | Company matches 50% of associates' contribution up to 6% | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Employer match of employee contribution (percent) | 50% | ||
Employee contribution of gross pay (percent) | 6% | ||
Deferred Profit Sharing | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Employee contribution of gross pay (percent) | 4% | ||
Defined Benefit Pension Plan | International Plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Number of frozen defined benefit pension plans associated with former international businesses | plan | 3 | ||
Premium payment | $ | $ 76.3 | $ 67.7 | |
Defined Benefit Pension Plan | U.S. Plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Number of defined benefit plans for certain U.S. associates | plan | 2 |
RETIREMENT PLANS - Benefit Obli
RETIREMENT PLANS - Benefit Obligations, Plan Assets, Annual Expense, Assumptions and Other Information of the Company's Defined Benefit Pension Plans (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Amounts recognized in the Consolidated Balance Sheets consist of: | ||
Non-current assets | $ 64.1 | $ 69.6 |
Non-current liabilities | (76.7) | (82.1) |
International Plan | Defined Benefit Pension Plan | ||
Change in projected benefit obligation: | ||
Benefit obligation at beginning of year | 109.2 | 193.6 |
Interest cost | 6.2 | 3 |
Actuarial gain | (11) | (55.1) |
Benefits paid | (5.9) | (7.5) |
Foreign currency translation | 10 | (24.8) |
Projected benefit obligation (“PBO”) at end of year | 108.5 | 109.2 |
Accumulated benefit obligation (“ABO”) at end of year | 108.5 | 109.2 |
Change in plan assets: | ||
Fair value of plan assets at beginning of year | 128.9 | 221.6 |
Actual return on plan assets | (11.5) | (61.2) |
Employer contribution | 1.2 | 5.3 |
Benefits paid | (5.9) | (7.5) |
Foreign currency translation | 12.1 | (29.3) |
Fair value of plan assets at end of year | 124.8 | 128.9 |
Unfunded status at end of year | 16.3 | 19.7 |
Information for pension plans with an ABO in excess of plan assets: | ||
Accumulated benefit obligation | 11.5 | 11.6 |
Fair value of plan assets | 0 | 0 |
Projected benefit obligation | 11.5 | 11.6 |
Amounts recognized in the Consolidated Balance Sheets consist of: | ||
Non-current assets | 27.8 | 31.3 |
Current liabilities | (0.9) | (0.8) |
Non-current liabilities | (10.6) | (10.8) |
Total amount accrued | 16.3 | 19.7 |
Amounts recognized in AOCL consist of: | ||
Actuarial loss | 60 | 51.2 |
Prior service cost | 2.1 | 2.1 |
Total amount recognized | 62.1 | 53.3 |
Total change in other comprehensive loss attributable to: | ||
Net gain (loss) during the period | (6) | (11.1) |
Reclassification to net earnings | 2 | 1.3 |
Foreign currency translation | (4.8) | 10.6 |
Total change in other comprehensive loss | $ (8.8) | $ 0.8 |
Weighted average assumptions used in development of projected benefit obligation: | ||
Discount rate | 5.38% | 4.96% |
U.S. Plan | Defined Benefit Pension Plan | ||
Change in projected benefit obligation: | ||
Benefit obligation at beginning of year | $ 77.7 | $ 100.2 |
Interest cost | 3.6 | 1.7 |
Actuarial gain | (2.5) | (17.2) |
Benefits paid | (6.9) | (7) |
Foreign currency translation | 0 | 0 |
Projected benefit obligation (“PBO”) at end of year | 71.8 | 77.7 |
Accumulated benefit obligation (“ABO”) at end of year | 71.8 | 77.7 |
Change in plan assets: | ||
Fair value of plan assets at beginning of year | 59.1 | 81.7 |
Actual return on plan assets | 1.7 | (15.8) |
Employer contribution | 0.2 | 0.2 |
Benefits paid | (6.9) | (7) |
Foreign currency translation | 0 | 0 |
Fair value of plan assets at end of year | 54.1 | 59.1 |
Unfunded status at end of year | (17.7) | (18.6) |
Information for pension plans with an ABO in excess of plan assets: | ||
Accumulated benefit obligation | 71.8 | 77.7 |
Fair value of plan assets | 54.1 | 59.1 |
Projected benefit obligation | 71.8 | 77.7 |
Amounts recognized in the Consolidated Balance Sheets consist of: | ||
Non-current assets | 0 | 0 |
Current liabilities | (0.2) | (0.2) |
Non-current liabilities | (17.5) | (18.4) |
Total amount accrued | (17.7) | (18.6) |
Amounts recognized in AOCL consist of: | ||
Actuarial loss | 35.2 | 38.8 |
Prior service cost | 0 | 0 |
Total amount recognized | 35.2 | 38.8 |
Total change in other comprehensive loss attributable to: | ||
Net gain (loss) during the period | 1.8 | (1.3) |
Reclassification to net earnings | 1.8 | 1.7 |
Foreign currency translation | 0 | 0 |
Total change in other comprehensive loss | $ 3.6 | $ 0.4 |
Weighted average assumptions used in development of projected benefit obligation: | ||
Discount rate | 5.54% | 5.06% |
RETIREMENT PLANS - Components o
RETIREMENT PLANS - Components of Net Periodic Benefit Cost and Weighted Average Assumptions (Details) - Defined Benefit Pension Plan - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
International Plan | |||
Components of net periodic benefit cost (income): | |||
Interest cost | $ 6.2 | $ 3 | $ 2.6 |
Expected return on plan assets | (5.5) | (5.1) | (5.5) |
Net amortization | 2 | 1.3 | 1.3 |
Net periodic benefit cost (income) | $ 2.7 | $ (0.8) | $ (1.6) |
Weighted average assumptions used in development of net periodic benefit cost (income): | |||
Weighted average discount rate - interest cost | 5.29% | 1.64% | 1.26% |
Expected return on plan assets | 3.91% | 2.37% | 2.45% |
U.S. Plan | |||
Components of net periodic benefit cost (income): | |||
Interest cost | $ 3.6 | $ 1.7 | $ 1.5 |
Expected return on plan assets | (2.5) | (2.8) | (3.4) |
Net amortization | 1.8 | 1.7 | 2.1 |
Net periodic benefit cost (income) | $ 2.9 | $ 0.6 | $ 0.2 |
Weighted average assumptions used in development of net periodic benefit cost (income): | |||
Weighted average discount rate - interest cost | 4.87% | 1.74% | 1.43% |
Expected return on plan assets | 4.50% | 3.50% | 4.25% |
RETIREMENT PLANS - Plan Asset A
RETIREMENT PLANS - Plan Asset Allocations and Expected Future Benefit Payments (Details) - Defined Benefit Pension Plan - USD ($) $ in Millions | Sep. 30, 2024 | Sep. 30, 2023 | Sep. 30, 2022 |
International Plan | |||
Plan asset allocations: | |||
Expected company contributions in fiscal 2024 | $ 1.8 | ||
Expected future benefit payments: | |||
2024 | 6.4 | ||
2025 | 6.7 | ||
2026 | 6.8 | ||
2027 | 6.8 | ||
2028 | 7 | ||
2029 – 2033 | $ 37 | ||
International Plan | Equity securities | |||
Plan asset allocations: | |||
Plan asset allocations | 0% | 25% | |
International Plan | Equity securities | Scenario, Forecast | |||
Plan asset allocations: | |||
Plan asset allocations | 0% | ||
International Plan | Debt securities | |||
Plan asset allocations: | |||
Plan asset allocations | 5% | 44% | |
International Plan | Debt securities | Scenario, Forecast | |||
Plan asset allocations: | |||
Plan asset allocations | 5% | ||
International Plan | Real estate securities | |||
Plan asset allocations: | |||
Plan asset allocations | 0% | 0% | |
International Plan | Real estate securities | Scenario, Forecast | |||
Plan asset allocations: | |||
Plan asset allocations | 0% | ||
International Plan | Cash and cash equivalents | |||
Plan asset allocations: | |||
Plan asset allocations | 11% | 1% | |
International Plan | Cash and cash equivalents | Scenario, Forecast | |||
Plan asset allocations: | |||
Plan asset allocations | 11% | ||
International Plan | Insurance contracts | |||
Plan asset allocations: | |||
Plan asset allocations | 84% | 30% | |
International Plan | Insurance contracts | Scenario, Forecast | |||
Plan asset allocations: | |||
Plan asset allocations | 84% | ||
U.S. Plan | |||
Plan asset allocations: | |||
Expected company contributions in fiscal 2024 | $ 2.9 | ||
Expected future benefit payments: | |||
2024 | 7.4 | ||
2025 | 7.1 | ||
2026 | 7 | ||
2027 | 6.8 | ||
2028 | 6.6 | ||
2029 – 2033 | $ 29.4 | ||
U.S. Plan | Equity securities | |||
Plan asset allocations: | |||
Plan asset allocations | 18% | 17% | |
U.S. Plan | Equity securities | Scenario, Forecast | |||
Plan asset allocations: | |||
Plan asset allocations | 22% | ||
U.S. Plan | Debt securities | |||
Plan asset allocations: | |||
Plan asset allocations | 75% | 75% | |
U.S. Plan | Debt securities | Scenario, Forecast | |||
Plan asset allocations: | |||
Plan asset allocations | 74% | ||
U.S. Plan | Real estate securities | |||
Plan asset allocations: | |||
Plan asset allocations | 3% | 5% | |
U.S. Plan | Real estate securities | Scenario, Forecast | |||
Plan asset allocations: | |||
Plan asset allocations | 4% | ||
U.S. Plan | Cash and cash equivalents | |||
Plan asset allocations: | |||
Plan asset allocations | 4% | 3% | |
U.S. Plan | Cash and cash equivalents | Scenario, Forecast | |||
Plan asset allocations: | |||
Plan asset allocations | 0% | ||
U.S. Plan | Insurance contracts | |||
Plan asset allocations: | |||
Plan asset allocations | 0% | 0% | |
U.S. Plan | Insurance contracts | Scenario, Forecast | |||
Plan asset allocations: | |||
Plan asset allocations | 0% |
RETIREMENT PLANS - Fair Value o
RETIREMENT PLANS - Fair Value of The Company's Pension Plan Asset (Details) - Defined Benefit Pension Plan - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 |
International Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 124.8 | $ 128.9 | $ 221.6 |
International Plan | Fair Value, Inputs, Level 1 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 118.3 | 39.8 | |
International Plan | Fair value, inputs, level 1 | Cash and cash equivalents | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 14 | 1.7 | |
International Plan | Fair value, inputs, level 3 | Insurance contracts | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 104.3 | 38.1 | |
International Plan | Total common collective trusts measured at net asset value | Common collective trusts | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 6.5 | 89.1 | |
International Plan | Total common collective trusts measured at net asset value | Common collective trusts | Common collective trusts—real estate | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
International Plan | Total common collective trusts measured at net asset value | Common collective trusts | Common collective trusts—equities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 32.6 | |
International Plan | Total common collective trusts measured at net asset value | Common collective trusts | Common collective trusts—fixed income | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 6.5 | 56.5 | |
U.S. Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 54.1 | 59.1 | $ 81.7 |
U.S. Plan | Fair Value, Inputs, Level 1 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 2.2 | 2.1 | |
U.S. Plan | Fair value, inputs, level 1 | Cash and cash equivalents | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 2.2 | 2.1 | |
U.S. Plan | Fair value, inputs, level 3 | Insurance contracts | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
U.S. Plan | Total common collective trusts measured at net asset value | Common collective trusts | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 51.9 | 57 | |
U.S. Plan | Total common collective trusts measured at net asset value | Common collective trusts | Common collective trusts—real estate | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 1.8 | 2.8 | |
U.S. Plan | Total common collective trusts measured at net asset value | Common collective trusts | Common collective trusts—equities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 10 | 10 | |
U.S. Plan | Total common collective trusts measured at net asset value | Common collective trusts | Common collective trusts—fixed income | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 40.1 | $ 44.2 |
ASSOCIATE MEDICAL BENEFITS - Ad
ASSOCIATE MEDICAL BENEFITS - Additional Information (Details) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 USD ($) Year | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Self-insurance per occurrence | $ 1 | ||
Benefits cost recognized | $ 40.1 | $ 46.6 | $ 43.7 |
Health care cost trend rate (percent) | 7% | ||
Ultimate trend rate (percent) | 5% | ||
U.S. Plan | Postretirement Medical Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Minimum retirement age (in years) | Year | 55 | ||
Number of years of service (in years) | 10 years | ||
Net periodic benefit (income) | $ 0.7 | $ (0.2) | $ (0.2) |
ASSOCIATE MEDICAL BENEFITS - Re
ASSOCIATE MEDICAL BENEFITS - Retiree Medical Plan for Domestic Associates (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Amounts recognized in the Consolidated Balance Sheets consist of: | ||
Non-current liabilities | $ (76.7) | $ (82.1) |
Postretirement Medical Benefits | U.S. Plan | ||
Change in projected benefit obligation: | ||
Benefit obligation at beginning of year | 15.7 | 20.1 |
Service cost | 0.1 | 0.2 |
Interest cost | 0.8 | 0.5 |
Plan participants’ contributions | 0.4 | 0.4 |
Actuarial gain | (2.2) | (4) |
Curtailment loss | 0 | 0.6 |
Benefits paid | (1.5) | (2.1) |
Projected benefit obligation (“PBO”) at end of year | 13.3 | 15.7 |
Change in plan assets: | ||
Fair value of plan assets at beginning of year | 0 | 0 |
Employer contribution | 1.1 | 1.7 |
Plan participants’ contributions | 0.4 | 0.4 |
Gross benefits paid | (1.5) | (2.1) |
Fair value of plan assets at end of year | 0 | 0 |
Unfunded status at end of year | (13.3) | (15.7) |
Amounts recognized in the Consolidated Balance Sheets consist of: | ||
Current liabilities | (1.4) | (1.6) |
Non-current liabilities | (11.9) | (14.1) |
Total amount accrued | (13.3) | (15.7) |
Amounts recognized in AOCL consist of: | ||
Actuarial loss | (3.4) | (1.2) |
Prior service credit | 0 | (0.2) |
Total amount recognized | (3.4) | (1.4) |
Total change in other comprehensive loss attributable to: | ||
Gain during the period | 2.2 | 3.4 |
Reclassification to net earnings | (0.2) | (0.9) |
Total change in other comprehensive loss | $ 2 | $ 2.5 |
Discount rate used in development of APBO | 5.98% | 5.60% |
ASSOCIATE MEDICAL BENEFITS - Ex
ASSOCIATE MEDICAL BENEFITS - Expected Benefit Payments Under the Plan By The Company and Retirees (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Gross Benefit Payments | |
Defined Benefit Plan Disclosure [Line Items] | |
2024 | $ 1.8 |
2025 | 1.8 |
2026 | 1.9 |
2027 | 1.9 |
2028 | 2 |
2029 – 2033 | 9.8 |
Retiree Contribution | |
Defined Benefit Plan Disclosure [Line Items] | |
2024 | 0.4 |
2025 | 0.4 |
2026 | 0.5 |
2027 | 0.6 |
2028 | 0.7 |
2029 – 2033 | 3.8 |
Net Company Payments | |
Defined Benefit Plan Disclosure [Line Items] | |
2024 | 1.4 |
2025 | 1.4 |
2026 | 1.4 |
2027 | 1.4 |
2028 | 1.3 |
2029 – 2033 | $ 6 |
DEBT - Components of Long-Term
DEBT - Components of Long-Term Debt (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 | Aug. 13, 2021 | Mar. 17, 2021 | Oct. 22, 2019 | Dec. 15, 2016 |
Debt Instrument [Line Items] | ||||||
Total debt | $ 2,630.6 | $ 2,992.1 | ||||
Finance lease obligations | 16.9 | 28.9 | ||||
Less current portions | 52.3 | 144.3 | ||||
Long-term debt | 2,557.4 | 2,826.2 | ||||
Credit Facilities | Revolving loans | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 88.3 | 300.5 | ||||
Credit Facilities | Term loans | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 925 | 975 | ||||
Senior Notes | Senior Notes due 2031 – 4.000% | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $ 500 | $ 500 | ||||
Interest rate (percent) | 4% | 4% | 4% | |||
Senior Notes | Senior Notes due 2032 – 4.375% | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $ 400 | $ 400 | ||||
Interest rate (percent) | 4.375% | 4.375% | 4.375% | |||
Senior Notes | Senior Notes - 4.500% | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $ 450 | $ 450 | ||||
Interest rate (percent) | 4.50% | 4.50% | 4.50% | |||
Senior Notes | Senior Notes due 2026 – 5.250% | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $ 250 | $ 250 | ||||
Interest rate (percent) | 5.25% | 5.25% | 5.25% | |||
Receivables facility | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $ 0 | $ 75 | ||||
Other | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 0.4 | 12.7 | ||||
Long-term Debt | ||||||
Debt Instrument [Line Items] | ||||||
Less unamortized debt issuance costs | $ 20.9 | $ 21.6 |
DEBT - Company's Debt Maturing
DEBT - Company's Debt Maturing in Next Fiscal Years (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 50.4 |
2025 | 50 |
2026 | 50 |
2027 | 1,113.3 |
2028 | 0 |
Thereafter | 1,350 |
Total debt | $ 2,613.7 |
DEBT - Credit Facilities (Detai
DEBT - Credit Facilities (Details) $ in Millions | Jul. 31, 2023 USD ($) | Apr. 08, 2022 USD ($) | Jul. 05, 2018 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 | Jun. 08, 2022 | Sep. 30, 2021 |
Debt Instrument [Line Items] | |||||||
Debt, weighted average interest rate (percentage) | 5.40% | 3.60% | 3.70% | ||||
Fixed charge coverage ratio | 1.56 | ||||||
Debt Instrument, Redemption, Period One | |||||||
Debt Instrument [Line Items] | |||||||
Maximum leverage ratio | 7.75 | ||||||
Fixed charge coverage ratio, minimum | 0.75 | ||||||
Debt Instrument, Redemption, Period Two | |||||||
Debt Instrument [Line Items] | |||||||
Maximum leverage ratio | 8.25 | ||||||
Fixed charge coverage ratio, minimum | 1 | ||||||
Debt Instrument, Redemption, Period Three | |||||||
Debt Instrument [Line Items] | |||||||
Maximum leverage ratio | 7.75 | ||||||
Debt Instrument, Redemption, Period Four | |||||||
Debt Instrument [Line Items] | |||||||
Maximum leverage ratio | 6.50 | ||||||
Debt Instrument, Redemption, Period Five | |||||||
Debt Instrument [Line Items] | |||||||
Maximum leverage ratio | 6 | ||||||
Debt Instrument, Redemption, Period Six | |||||||
Debt Instrument [Line Items] | |||||||
Maximum leverage ratio | 5.50 | ||||||
Debt Instrument, Redemption, Period Seven | |||||||
Debt Instrument [Line Items] | |||||||
Maximum leverage ratio | 5.25 | ||||||
Debt Instrument, Redemption, Period Eight | |||||||
Debt Instrument [Line Items] | |||||||
Maximum leverage ratio | 5 | ||||||
Debt Instrument, Redemption, Period Nine | |||||||
Debt Instrument [Line Items] | |||||||
Maximum leverage ratio | 4.75 | ||||||
Debt Instrument, Redemption, Period Ten | |||||||
Debt Instrument [Line Items] | |||||||
Maximum leverage ratio | 4.50 | ||||||
Fifth Amended And Restated Senior Secured Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 2,300 | ||||||
Leverage ratio | 6.57 | ||||||
Sixth Amended And Restated Senior Secured Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 2,500 | ||||||
Outstanding debt | $ 2,613.3 | ||||||
Credit Facilities | |||||||
Debt Instrument [Line Items] | |||||||
Senior secured credit facilities, available borrowing capacity | $ 1,156.7 | ||||||
Credit Facilities | Fifth Amended And Restated Senior Secured Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Debt, maturity period (in years) | 5 years | ||||||
Credit Facilities | Sixth Amended And Restated Senior Secured Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Debt, maturity period (in years) | 5 years | ||||||
Revolving loans | |||||||
Debt Instrument [Line Items] | |||||||
Debt, weighted average interest rate (percentage) | 7.60% | 2.80% | 1.90% | ||||
Revolving loans | Sixth Amended And Restated Senior Secured Credit Agreement, Amendment One | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate, increase (decrease) | 35 | ||||||
Annual facility fee rate increase (decrease) | 15 | ||||||
Maximum leverage ratio | 4.75 | ||||||
Cash dividends, annual maximum | $ 225 | ||||||
Maximum other dividends and distributions | 25 | ||||||
Revolving loans | Sixth Amended And Restated Senior Secured Credit Agreement, Amendment Two | |||||||
Debt Instrument [Line Items] | |||||||
Line Of Credit Facility, Commitment, Increase (Decrease) | $ 250 | ||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 2,500% | ||||||
Debt Instrument, Covenant, Leverage Ratio, Minimum Threshold For Additional Pricing Tier | 6 | ||||||
Debt Instrument, Covenant, Incremental Investments, Loans, And Advances, Maximum | $ 25 | ||||||
Letter of Credit | Credit Facilities | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate face amount of letters of credit outstanding | $ 5 | ||||||
Revolving loans | Fifth Amended And Restated Senior Secured Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 1,500 | ||||||
Revolving loans | Sixth Amended And Restated Senior Secured Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 1,500 | ||||||
Letters of credit | 100 | ||||||
Secured Term Loan | Fifth Amended And Restated Senior Secured Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 800 | ||||||
Secured Term Loan | Sixth Amended And Restated Senior Secured Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 1,000 | ||||||
Secured Term Loan | Sixth Amended And Restated Senior Secured Credit Agreement, Amendment One | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate, increase (decrease) | 50 |
DEBT - Senior Notes (Details)
DEBT - Senior Notes (Details) - Senior Notes - USD ($) $ in Millions | Aug. 13, 2021 | Mar. 17, 2021 | Oct. 22, 2019 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 15, 2016 |
Debt Instrument [Line Items] | ||||||
Debt Instrument, Covenant, Interest Coverage Ratio, Minimum | 2 | |||||
Debt Instrument, Covenant, Interest Coverage Ratio | 2.81 | |||||
Senior Notes due 2026 – 5.250% | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate (percent) | 5.25% | 5.25% | 5.25% | |||
Face amount of debt | $ 250 | |||||
Senior Notes - 4.500% | ||||||
Debt Instrument [Line Items] | ||||||
Proceed from issuance of unsecured debt | $ 450 | |||||
Interest rate (percent) | 4.50% | 4.50% | 4.50% | |||
Senior Notes due 2031 – 4.000% | ||||||
Debt Instrument [Line Items] | ||||||
Proceed from issuance of unsecured debt | $ 500 | |||||
Interest rate (percent) | 4% | 4% | 4% | |||
Senior Notes due 2032 – 4.375% | ||||||
Debt Instrument [Line Items] | ||||||
Proceed from issuance of unsecured debt | $ 400 | |||||
Interest rate (percent) | 4.375% | 4.375% | 4.375% |
DEBT - Receivables Facility (De
DEBT - Receivables Facility (Details) - USD ($) $ in Millions | Apr. 07, 2017 | Sep. 30, 2023 | Sep. 30, 2022 |
Debt Instrument [Line Items] | |||
Borrowings or receivables pledged as collateral | $ 2,630.6 | $ 2,992.1 | |
Receivables facility | |||
Debt Instrument [Line Items] | |||
Borrowings or receivables pledged as collateral | $ 0 | 75 | |
Amendments | |||
Debt Instrument [Line Items] | |||
Maximum aggregate amount | $ 400 | ||
Committed up to limit under agreement | $ 160 | ||
Receivables facility | Asset Pledged as Collateral | |||
Debt Instrument [Line Items] | |||
Carrying value of receivables pledged | $ 79.8 |
DEBT - Interest Rate Swap Agree
DEBT - Interest Rate Swap Agreements (Details) - USD ($) $ in Millions | Oct. 26, 2023 | Sep. 30, 2023 | Sep. 30, 2022 |
Interest Rate Swap, Instrument 2 | Subsequent Event | |||
Derivative [Line Items] | |||
Notional amount | $ 100 | ||
Fixed rate (percentage) | 4.74% | ||
Interest Rate Swap, Instrument 3 | |||
Derivative [Line Items] | |||
Notional amount | $ 200 | ||
Fixed rate (percentage) | 0.49% | ||
Interest Rate Swap, Instrument 4 | |||
Derivative [Line Items] | |||
Notional amount | $ 200 | ||
Fixed rate (percentage) | 0.80% | ||
Interest Rate Swap, Instrument 5 | |||
Derivative [Line Items] | |||
Notional amount | $ 150 | ||
Fixed rate (percentage) | 3.37% | ||
Interest Rate Swap, Instrument 6 | |||
Derivative [Line Items] | |||
Notional amount | $ 50 | ||
Fixed rate (percentage) | 3.34% | ||
Designated as Hedging Instruments | Interest rate swap agreements | |||
Derivative [Line Items] | |||
Notional amount | $ 600 | $ 800 |
DEBT - Weighted Average Interes
DEBT - Weighted Average Interest Rate (Details) | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 |
Debt Disclosure [Abstract] | |||
Debt, weighted average interest rate (percentage) | 5.40% | 3.60% | 3.70% |
EQUITY - Schedule of Authorized
EQUITY - Schedule of Authorized and Issued Shares (Details) - $ / shares | Sep. 30, 2023 | Sep. 30, 2022 |
Preferred shares, no par value: | ||
Authorized (in shares) | 200,000 | 200,000 |
Issued (in shares) | 0 | 0 |
Common shares, no par value, $0.01 stated value per share: | ||
Authorized (in shares) | 100,000,000 | 100,000,000 |
Issued (in shares) | 68,100,000 | 68,100,000 |
Common shares, stated value per share (USD per share) | $ 0.01 | $ 0.01 |
EQUITY - Additional Information
EQUITY - Additional Information (Details) - Miracle-Gro | Sep. 30, 2023 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Ownership of outstanding common shares (percent) | 24% |
Condition for ownership of voting stock (percent) | 49% |
Tender offer for ownership of voting power (as a percent) | 100% |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Condition for ownership of voting stock (percent) | 50% |
EQUITY - Accumulated Other Comp
EQUITY - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Other comprehensive income (loss) before reclassifications | $ (24.8) | $ (96.4) | $ 35.1 |
Amounts reclassified from accumulated other comprehensive net income (loss) | 76.4 | 2.6 | 7.7 |
Income tax benefit (expense) | (19.8) | 15.6 | (10) |
Net current period other comprehensive income (loss) | 31.8 | (78.2) | 32.8 |
Accumulated Other Comprehensive Income (Loss) | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Equity beginning balance | (144.6) | (66.4) | (99.1) |
Equity ending balance | (112.8) | (144.6) | (66.4) |
Foreign Currency Translation Adjustments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Equity beginning balance | (28.9) | (1.7) | (6.2) |
Other comprehensive income (loss) before reclassifications | 7 | (27.2) | 4.5 |
Amounts reclassified from accumulated other comprehensive net income (loss) | 0 | 0 | 0 |
Income tax benefit (expense) | 0 | 0 | 0 |
Net current period other comprehensive income (loss) | 7 | (27.2) | 4.5 |
Equity ending balance | (21.9) | (28.9) | (1.7) |
Net Unrealized Gain (Loss) On Derivative Instruments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Equity beginning balance | 33.3 | 10.2 | (15.1) |
Other comprehensive income (loss) before reclassifications | 5.6 | 40.1 | 26.8 |
Amounts reclassified from accumulated other comprehensive net income (loss) | (23.3) | (9.1) | 7.3 |
Income tax benefit (expense) | 4.5 | (7.9) | (8.9) |
Net current period other comprehensive income (loss) | (13.2) | 23.1 | 25.2 |
Equity ending balance | 20.1 | 33.3 | 10.2 |
Net Unrealized Loss On Securities | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Equity beginning balance | (79.7) | (2.3) | 0 |
Other comprehensive income (loss) before reclassifications | (34.9) | (102) | (3.1) |
Amounts reclassified from accumulated other comprehensive net income (loss) | 101.3 | 0 | 0 |
Income tax benefit (expense) | (25.3) | 24.6 | 0.8 |
Net current period other comprehensive income (loss) | 41.1 | (77.4) | (2.3) |
Equity ending balance | (38.6) | (79.7) | (2.3) |
Pension and Other Post- Retirement Benefit Adjustments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Equity beginning balance | (69.3) | (72.5) | (77.8) |
Other comprehensive income (loss) before reclassifications | (2.5) | (7.3) | 6.9 |
Amounts reclassified from accumulated other comprehensive net income (loss) | (1.6) | 11.7 | 0.4 |
Income tax benefit (expense) | 1 | (1.1) | (1.9) |
Net current period other comprehensive income (loss) | (3.1) | 3.3 | 5.4 |
Equity ending balance | $ (72.4) | $ (69.3) | $ (72.5) |
EQUITY - Dividends (Details)
EQUITY - Dividends (Details) - $ / shares | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Dividends Payable [Line Items] | |||
Dividends declared (USD per share) | $ 2.64 | $ 2.64 | $ 2.52 |
EQUITY - Share Repurchases (Det
EQUITY - Share Repurchases (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Feb. 06, 2020 | |
Accelerated Share Repurchases [Line Items] | ||||
Number of common shares repurchased (in shares) | 1.1 | 0.6 | ||
Value of common shares repurchased to be held in treasury | $ 175 | $ 113.1 | ||
Tax withholding | $ 9.3 | $ 82.9 | $ 16.3 | |
February 6, 2020 Program | ||||
Accelerated Share Repurchases [Line Items] | ||||
Stock repurchase authorization | $ 750 |
EQUITY - Share-Based Awards, Ad
EQUITY - Share-Based Awards, Additional Information (Details) - USD ($) shares in Millions, $ in Millions | 2 Months Ended | 12 Months Ended | ||
Nov. 22, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Schedule of Share based Compensation Arrangements by Share based Payment Award, Equity Instruments, Other Than Options, Restricted Stock Units [Line Items] | ||||
Common share available for issue under share-based plan (in shares) | 5.6 | |||
Common shares were available to underlie the grant of new share-based award (in shares) | 3.2 | |||
Tax benefit realized from tax deduction associated with exercise of stock options and vesting of restricted share awards | $ (1.5) | $ 14.8 | $ 18.3 | |
Treasury Shares | ||||
Schedule of Share based Compensation Arrangements by Share based Payment Award, Equity Instruments, Other Than Options, Restricted Stock Units [Line Items] | ||||
Treasury shares reissued (in shares) | 1.3 | 1.5 | 0.5 | |
Share-Based Compensation Awards and Employee Stock Purchase Plan | Treasury Shares | ||||
Schedule of Share based Compensation Arrangements by Share based Payment Award, Equity Instruments, Other Than Options, Restricted Stock Units [Line Items] | ||||
Treasury shares reissued (in shares) | 0.4 | 0.9 | 0.4 | |
Restricted Stock Units, Performance Shares, And Stock Options | Subsequent Event | ||||
Schedule of Share based Compensation Arrangements by Share based Payment Award, Equity Instruments, Other Than Options, Restricted Stock Units [Line Items] | ||||
Options and equity instruments other than options, grants in period (in shares) | 1.5 | |||
Options and equity instruments other than options, grants in period, fair value | $ 29.8 |
EQUITY - Schedule of Share-Base
EQUITY - Schedule of Share-Based Compensation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Equity [Abstract] | |||
Share-based compensation | $ 68.1 | $ 30.3 | $ 40.6 |
Related tax benefit recognized | $ 15.6 | $ 4.9 | $ 7.4 |
EQUITY - Schedule of Aggregate
EQUITY - Schedule of Aggregate Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
No. of Options | ||
Granted (in shares) | 696,268 | |
Wtd. Avg. Exercise Price | ||
Granted (in USD per share) | $ 52.54 | |
Aggregate intrinsic value, exercisable | $ 0 | |
Options | ||
No. of Options | ||
Beginning balance (shares) | 528,471 | |
Forfeited (shares) | (33,556) | |
Ending balance (shares) | 1,191,183 | 528,471 |
Exercisable (shares) | 399,223 | |
Wtd. Avg. Exercise Price | ||
Beginning balance (USD per share) | $ 110.86 | |
Forfeited (in USD per share) | 115.53 | |
Ending balance (USD per share) | 76.64 | $ 110.86 |
Exercisable (USD per share) | $ 66.24 | |
Wtd. Avg. Remaining Life (in years) | 6 years 7 months 6 days | 4 years 4 months 24 days |
Wtd. Avg. Remaining Life, Exercisable | 2 years 2 months 12 days | |
Aggregate intrinsic value for awards outstanding | $ 0.8 |
EQUITY - Stock Options, Additio
EQUITY - Stock Options, Additional Information (Details) - USD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Schedule of Share based Compensation Arrangements by Share based Payment Award, Equity Instruments, Other Than Options, Restricted Stock Units [Line Items] | |||
Cash received from exercise of stock options | $ 2,300,000 | $ 3,300,000 | $ 15,200,000 |
Options | |||
Schedule of Share based Compensation Arrangements by Share based Payment Award, Equity Instruments, Other Than Options, Restricted Stock Units [Line Items] | |||
Weighted average fair value, granted (in dollars per share) | $ 14.25 | $ 61.15 | |
Compensation costs not yet recognized, net | $ 2,900,000 | ||
Expected weighted average period for unrecognized compensation cost (in years) | 2 years | ||
Intrinsic value of stock options exercised | $ 41,800,000 |
EQUITY - Summary of Certain Inf
EQUITY - Summary of Certain Information Pertaining to Stock Option Awards Outstanding and Exercisable (Details) - Options - $ / shares | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Additional General Disclosures [Abstract] | ||
No. of Options (in shares) | 1,191,183 | 528,471 |
Wtd. Avg. Remaining Life (in years) | 6 years 7 months 6 days | 4 years 4 months 24 days |
WTD. Avg. Exercise Price (USD per share) | $ 76.64 | $ 110.86 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
No. of Options (in shares) | 399,223 | |
WTD. Avg. Exercise Price (USD per share) | $ 66.24 |
EQUITY - Schedule of Valuation
EQUITY - Schedule of Valuation Assumptions (Details) - Options | 12 Months Ended |
Sep. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 36.80% |
Risk-free interest rate | 4.30% |
Expected dividend yield | 3.90% |
Expected life | 6 years 1 month 6 days |
EQUITY - Restricted Share-Based
EQUITY - Restricted Share-Based Award Activity (Details) - Restricted Stock Units (RSUs) - $ / shares | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
No. of Units | |||
Beginning Balance (in shares) | 320,575 | ||
Granted (in shares) | 479,787 | ||
Vested (in shares) | (140,334) | ||
Forfeited (in shares) | (48,190) | ||
Ending Balance (in shares) | 611,838 | 320,575 | |
Wtd. Avg. Grant Date Fair Value per Unit | |||
Beginning Balance (USD per share) | $ 143.19 | ||
Granted (USD per share) | 59.48 | $ 109.10 | $ 230.95 |
Vested (USD per share) | 112.64 | ||
Forfeited (USD per share) | 85.48 | ||
Ending Balance (USD per share) | $ 89.10 | $ 143.19 |
EQUITY - Restricted Share-Bas_2
EQUITY - Restricted Share-Based Awards, Additional Information (Details) - Restricted Stock Units (RSUs) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Schedule of Share based Compensation Arrangements by Share based Payment Award, Equity Instruments, Other Than Options, Restricted Stock Units [Line Items] | |||
Weighted average grant date fair value (in USD per share) | $ 59.48 | $ 109.10 | $ 230.95 |
Compensation costs net yet recognized | $ 16.5 | ||
Expected weighted average period for unrecognized compensation cost (in years) | 1 year 6 months | ||
Total fair value of share-based payment awards vested | $ 11.2 | $ 28.2 | $ 41.8 |
EQUITY - Performance-Based Awar
EQUITY - Performance-Based Award Activity (Details) - Performance-Based Units - $ / shares | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
No. of Units | ||||
Beginning Balance (in shares) | 113,256 | |||
Granted (in shares) | 200,000 | 707,665 | ||
Vested (in shares) | (250,586) | |||
Forfeited (in shares) | (25,545) | |||
Ending Balance (in shares) | 544,790 | 544,790 | 113,256 | |
Wtd. Avg. Grant Date Fair Value per Unit | ||||
Beginning Balance (USD per share) | $ 130.94 | |||
Granted (USD per share) | 66 | $ 132.74 | $ 236.53 | |
Vested (USD per share) | 69.16 | |||
Forfeited (USD per share) | 91.56 | |||
Ending Balance (USD per share) | $ 76.85 | $ 76.85 | $ 130.94 | |
Shares vested (as a percentage of shares granted) | 102% |
EQUITY - Performance-Based Aw_2
EQUITY - Performance-Based Awards, Additional Information (Details) - Performance Shares [Member] - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Schedule of Share based Compensation Arrangements by Share based Payment Award, Equity Instruments, Other Than Options, Restricted Stock Units [Line Items] | ||||
Weighted average grant date fair value (in USD per share) | $ 66 | $ 132.74 | $ 236.53 | |
Compensation costs net yet recognized | $ 1.8 | $ 1.8 | ||
Total fair value of share-based payment awards vested | $ 17.4 | $ 182.5 | $ 11.9 | |
Expected weighted average period for unrecognized compensation cost (in years) | 2 years 4 months 24 days | |||
Share-Based Payment Arrangement, Expense | $ 10.6 |
EQUITY - Restricted Shares Issu
EQUITY - Restricted Shares Issued to Vendor (Details) - Restricted Stock Units (RSUs) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation awards granted, other than options (in shares) | 479,787 | ||
Weighted average grant date fair value (in USD per share) | $ 59.48 | $ 109.10 | $ 230.95 |
Compensation costs net yet recognized | $ 16.5 | ||
Vendor | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation awards granted, other than options (in shares) | 800,000 | ||
Weighted average grant date fair value (in USD per share) | $ 52.44 | ||
Compensation costs net yet recognized | $ 20.7 |
EARNINGS PER COMMON SHARE - Sch
EARNINGS PER COMMON SHARE - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |||
Income (loss) from continuing operations | $ (380.1) | $ (437.5) | $ 517.3 |
Net income attributable to noncontrolling interest | 0 | 0 | (0.9) |
Income (loss) attributable to controlling interest from continuing operations | (380.1) | (437.5) | 516.4 |
Loss from discontinued operations, net of tax | 0 | 0 | (3.9) |
Net income (loss) attributable to controlling interest | $ (380.1) | $ (437.5) | $ 512.5 |
Basic income (loss) per common share: | |||
Weighted-average Common Shares outstanding during the period (in shares) | 56 | 55.5 | 55.7 |
Income from continuing operations (USD per share) | $ (6.79) | $ (7.88) | $ 9.27 |
Income (loss) from discontinued operations (USD per share) | 0 | 0 | (0.07) |
Basic net income (loss) per common share (USD per share) | $ (6.79) | $ (7.88) | $ 9.20 |
Diluted income (loss) per common share: | |||
Weighted-average Common Shares outstanding during the period (in shares) | 56 | 55.5 | 55.7 |
Dilutive potential Common Shares (in shares) | 0 | 0 | 1.5 |
Weighted-average number of Common Shares outstanding and dilutive potential Common Shares (in shares) | 56 | 55.5 | 57.2 |
Income from continuing operations (USD per share) | $ (6.79) | $ (7.88) | $ 9.03 |
Income (loss) from discontinued operations (USD per share) | 0 | 0 | (0.07) |
Diluted net income (loss) per common share (USD per share) | $ (6.79) | $ (7.88) | $ 8.96 |
EARNINGS PER COMMON SHARE - Add
EARNINGS PER COMMON SHARE - Additional Information (Details) - shares shares in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Weighted average number of shares outstanding, diluted (in shares) | 56 | 55.5 | 57.2 |
Dilutive potential Common Shares (in shares) | 0 | 0 | 1.5 |
Number of common shares covered by out-of-the-money stock options (in shares) | 0.4 | 0.6 | |
Options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Number of common shares covered by out-of-the-money stock options (in shares) | 0.4 | 0.2 | 0.1 |
INCOME TAXES - Provision (Benef
INCOME TAXES - Provision (Benefit) For Income Taxes Allocated to Continuing Operation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Current: | |||
Federal | $ 3.7 | $ 22.8 | $ 113.7 |
State | 0.6 | 9.3 | 31.6 |
Foreign | 1.6 | 8.7 | 2.7 |
Total Current | 5.9 | 40.8 | 148 |
Deferred: | |||
Federal | (62.1) | (125.5) | 9.1 |
State | (5.2) | (23.3) | 1.5 |
Foreign | (11.8) | (12.6) | 1.2 |
Total Deferred | (79.1) | (161.4) | 11.8 |
Provision (benefit) for income taxes | $ (73.2) | $ (120.6) | $ 159.8 |
INCOME TAXES - Domestic and For
INCOME TAXES - Domestic and Foreign Components of Income From Continuing Operations Before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (376.2) | $ (427.3) | $ 670.2 |
Foreign | (77.1) | (130.8) | 6.9 |
Income (loss) from continuing operations before income taxes | $ (453.3) | $ (558.1) | $ 677.1 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of The Federal Corporate Income Tax Rate and The Effective Tax Rate (Details) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |||
Statutory income tax rate | 21% | 21% | 21% |
Effect of foreign operations | 0.20% | (1.60%) | (0.20%) |
State taxes, net of federal benefit | 3.20% | 2.60% | 3.90% |
Effect of other permanent differences | (0.80%) | 2.80% | (1.10%) |
Research and Experimentation and other federal tax credits | 0.20% | 0.20% | (0.20%) |
Effect of tax contingencies | 0.10% | (1.80%) | 0% |
Change in valuation allowances | (8.70%) | (0.90%) | 0.10% |
Other | 1% | (0.70%) | 0.10% |
Effective income tax rate | 16.20% | 21.60% | 23.60% |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2020 | |
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Deferred Tax Assets, Net of Valuation Allowance | $ 323.4 | $ 298 | ||
Deferred Tax Assets, Valuation Allowance | (87.7) | (40.7) | ||
Convertible debt investments | 33.4 | 25.3 | ||
Foreign tax credit carryovers | 16.3 | 15 | ||
Deferred tax assets subject to limitation | 10.5 | 10.7 | ||
Net operating loss carryovers | 67.3 | 21.7 | ||
Gross unrecognized tax benefits | 34.6 | 35.8 | $ 24.1 | $ 30.2 |
Unrecognized tax benefits that would have an impact on the effective tax rate | 31.1 | 31.5 | 19.9 | |
Unrecognized tax benefits accrued payment of interest | 3.9 | 3.2 | 2.7 | |
Unrecognized tax benefits accrued payment of penalties | 1.3 | 1.6 | $ 1.6 | |
Other assets | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Deferred Tax Assets, Net of Valuation Allowance | 189.8 | 143.5 | ||
Other liabilities | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Deferred Tax Liabilities, Net | 1.1 | 8.5 | ||
AeroGrow International Inc. | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Statutory tax benefit of net operating loss carryovers and related valuation allowances | 10.2 | |||
Foreign Country | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Deferred Tax Assets, Valuation Allowance | (6.4) | |||
Foreign tax credit carryovers | 16.3 | 15 | ||
Deferred Tax Assets, Operating Loss Carryforwards, Foreign | 8.3 | 3.7 | ||
U.S. state and local tax authorities | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Deferred Tax Assets, Valuation Allowance | (6.9) | |||
Foreign tax credit carryovers | 1.4 | 1.4 | ||
Valuation allowance for state credits | 1.3 | |||
State net operating losses carryforward | $ 15.2 | $ 7.3 | ||
State net operating losses carryforward period, minimum | 5 years | |||
State net operating losses carryforward period, maximum | 20 years | |||
Valuation allowance related to other state items | $ 2.2 | |||
Domestic Tax Authority | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Net operating loss carryovers | 33.3 | |||
State Administration of Taxation, China | Foreign Country | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Deferred Tax Assets, Valuation Allowance | $ (11) |
INCOME TAXES - Components of De
INCOME TAXES - Components of Deferred Income Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
DEFERRED TAX ASSETS | ||
Intangible assets | $ 79.2 | $ 60.8 |
Lease liabilities | 70 | 70.7 |
Net operating loss carryovers | 67.3 | 21.7 |
Accrued liabilities | 48.7 | 80.8 |
Interest limitation carryforward | 35.9 | 0 |
Convertible debt investments | 33.4 | 25.3 |
Inventories | 26.1 | 43.2 |
Foreign tax credit carryovers | 16.3 | 15 |
Outside basis difference in equity investments | 10.4 | 0 |
Accounts receivable | 8.9 | 8.7 |
Other | 14.9 | 12.5 |
Gross deferred tax assets | 411.1 | 338.7 |
Valuation allowance | (87.7) | (40.7) |
Total deferred tax assets | 323.4 | 298 |
DEFERRED TAX LIABILITIES | ||
Lease right-of-use assets | (62.1) | (68.6) |
Deferred Tax Liabilities, Property, Plant and Equipment | (62.7) | (65.8) |
Outside basis difference in equity investments | 0 | (14.8) |
Deferred Tax Liabilities, Derivatives | (5.8) | (10.5) |
Other | (4.1) | (3.3) |
Total deferred tax liabilities | (134.7) | (163) |
Net deferred tax asset | $ 188.7 | $ 135 |
INCOME TAXES - Reconciliation_2
INCOME TAXES - Reconciliation of the Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at beginning of year | $ 35.8 | $ 24.1 | $ 30.2 |
Additions for tax positions of the current year | 0.2 | 11.3 | 0.3 |
Additions for tax positions of prior years | 3.8 | 2.2 | 6.1 |
Reductions for tax positions of prior years | (0.2) | (2.5) | (5.9) |
Settlements with tax authorities | (0.1) | 1.3 | 0.2 |
Expiration of statutes of limitation | (4.9) | (0.6) | (6.8) |
Balance at end of year | $ 34.6 | $ 35.8 | $ 24.1 |
DERIVATIVE INSTRUMENTS AND HE_3
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Derivatives not designated as Hedging Instruments | Currency forward contracts | ||
Derivative Instruments and Hedging Activities Disclosure [Line Items] | ||
Notional amount | $ 123.1 | $ 178.6 |
Designated as Hedging Instruments | Interest rate swap agreements | ||
Derivative Instruments and Hedging Activities Disclosure [Line Items] | ||
Notional amount | 600 | $ 800 |
Interest rate gain amount expected to be reclassified to earnings during the next 12 months | 12.3 | |
Designated as Hedging Instruments | Commodity hedging instruments | ||
Derivative Instruments and Hedging Activities Disclosure [Line Items] | ||
Commodity gain amount expected to be reclassified to earnings during the next 12 months | $ (3.2) |
DERIVATIVE INSTRUMENTS AND HE_4
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Outstanding Commodity Contracts that Hedge Forecasted Purchases (Details) | 12 Months Ended | |
Sep. 30, 2023 T gal | Sep. 30, 2022 T gal | |
Urea | ||
Derivative [Line Items] | ||
Outstanding commodity contracts, mass | T | 52,500 | 54,000 |
Diesel | ||
Derivative [Line Items] | ||
Outstanding commodity contracts, volume | 1,974,000 | 3,150,000 |
Heating Oil | ||
Derivative [Line Items] | ||
Outstanding commodity contracts, volume | 966,000 | 1,218,000 |
DERIVATIVE INSTRUMENTS AND HE_5
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Fair Values of the Company's Derivative Instruments (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Fair value, inputs, level 2 | ||
Derivatives, Fair Value [Line Items] | ||
Total derivatives instruments | $ 40.2 | $ 37.2 |
Designated as Hedging Instruments | Fair value, inputs, level 2 | ||
Derivatives, Fair Value [Line Items] | ||
Total derivatives instruments | 33.7 | 33.4 |
Designated as Hedging Instruments | Interest rate swap agreements | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 14.7 | 18.2 |
Designated as Hedging Instruments | Interest rate swap agreements | Prepaid and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 16.7 | 12.8 |
Designated as Hedging Instruments | Commodity hedging instruments | Prepaid and other current assets | Fair value, inputs, level 2 | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 2.3 | 2.4 |
Derivatives not designated as Hedging Instruments | Fair value, inputs, level 2 | ||
Derivatives, Fair Value [Line Items] | ||
Total derivatives instruments | 6.5 | 3.8 |
Derivatives not designated as Hedging Instruments | Commodity hedging instruments | Prepaid and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 0.9 | 0.4 |
Derivatives not designated as Hedging Instruments | Currency forward contracts | Prepaid and other current assets | Fair value, inputs, level 2 | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | $ 5.6 | $ 3.4 |
DERIVATIVE INSTRUMENTS AND HE_6
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Effect of Derivative Instruments on OCI and the Condensed, Consolidated Statements of Operations (Details) - Fair value, inputs, level 2 - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Derivatives not designated as Hedging Instruments | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in Statement of Operations | $ (13.5) | $ 28.4 |
Derivatives not designated as Hedging Instruments | Currency forward contracts | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in Statement of Operations | $ (14.7) | $ 17.9 |
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Operating Income (Expense), Net | Other Operating Income (Expense), Net |
Derivatives not designated as Hedging Instruments | Commodity hedging instruments | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in Statement of Operations | $ 1.2 | $ 10.5 |
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Cost of sales | Cost of sales |
Cash Flow Hedging | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in AOCI | $ 4.2 | $ 29.9 |
Amount of Gain/(Loss) Reclassified From AOCI Into Statement of Operations | 17.4 | 6.8 |
Cash Flow Hedging | Interest rate swap agreements | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in AOCI | 11.3 | 24.1 |
Amount of Gain/(Loss) Reclassified From AOCI Into Statement of Operations | $ 11.5 | $ (2.1) |
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration] | Interest expense | Interest expense |
Cash Flow Hedging | Commodity hedging instruments | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in AOCI | $ (7.1) | $ 5.8 |
Amount of Gain/(Loss) Reclassified From AOCI Into Statement of Operations | $ 5.9 | $ 8.9 |
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration] | Cost of sales | Cost of sales |
FAIR VALUE MEASUREMENTS - Addit
FAIR VALUE MEASUREMENTS - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Aug. 13, 2021 | Mar. 17, 2021 | Oct. 22, 2019 | Dec. 15, 2016 | |
Operating expenses | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Convertible debt other-than-temporary impairments | $ 101.3 | $ 0 | $ 0 | ||||
Senior Notes | Senior Notes due 2031 – 4.000% | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Interest rate (percent) | 4% | 4% | 4% | ||||
Senior Notes | Senior Notes due 2032 – 4.375% | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Interest rate (percent) | 4.375% | 4.375% | 4.375% | ||||
Senior Notes | Senior Notes - 4.500% | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Interest rate (percent) | 4.50% | 4.50% | 4.50% | ||||
Senior Notes | Senior Notes due 2026 – 5.250% | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Interest rate (percent) | 5.25% | 5.25% | 5.25% | ||||
Convertible debt investments | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Cost basis of investment | $ 225.8 | $ 222.1 | |||||
Unrealized loss on investment | 140 | 105.1 | |||||
Allowance for credit loss | $ 101.3 | $ 0 | |||||
Convertible debt investments | Maximum | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Debt term (in years) | 6 years | ||||||
Convertible debt investments | Minimum | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Debt term (in years) | 3 years 10 months 24 days |
FAIR VALUE MEASUREMENTS - Summa
FAIR VALUE MEASUREMENTS - Summary of Fair Value of Assets and Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Aug. 13, 2021 | Mar. 17, 2021 | Oct. 22, 2019 | Dec. 15, 2016 |
Senior Notes | Senior Notes due 2031 – 4.000% | |||||||
Liabilities | |||||||
Interest rate (percent) | 4% | 4% | 4% | ||||
Senior Notes | Senior Notes due 2032 – 4.375% | |||||||
Liabilities | |||||||
Interest rate (percent) | 4.375% | 4.375% | 4.375% | ||||
Senior Notes | Senior Notes - 4.500% | |||||||
Liabilities | |||||||
Interest rate (percent) | 4.50% | 4.50% | 4.50% | ||||
Senior Notes | Senior Notes due 2026 – 5.250% | |||||||
Liabilities | |||||||
Interest rate (percent) | 5.25% | 5.25% | 5.25% | ||||
Reported Value Measurement | Fair value, inputs, level 2 | Senior Notes | Senior Notes due 2031 – 4.000% | |||||||
Liabilities | |||||||
Long-term debt | $ 500 | $ 500 | |||||
Reported Value Measurement | Fair value, inputs, level 2 | Senior Notes | Senior Notes due 2032 – 4.375% | |||||||
Liabilities | |||||||
Long-term debt | 400 | 400 | |||||
Reported Value Measurement | Fair value, inputs, level 2 | Senior Notes | Senior Notes - 4.500% | |||||||
Liabilities | |||||||
Long-term debt | 450 | 450 | |||||
Reported Value Measurement | Fair value, inputs, level 2 | Senior Notes | Senior Notes due 2026 – 5.250% | |||||||
Liabilities | |||||||
Long-term debt | 250 | 250 | |||||
Reported Value Measurement | Fair value, inputs, level 2 | Receivables facility | |||||||
Liabilities | |||||||
Long-term debt | 0 | 75 | |||||
Reported Value Measurement | Fair value, inputs, level 2 | Credit Facilities | Revolving loans | |||||||
Liabilities | |||||||
Long-term debt | 88.3 | 300.5 | |||||
Reported Value Measurement | Fair value, inputs, level 2 | Credit Facilities | Term loans | |||||||
Liabilities | |||||||
Long-term debt | 925 | 975 | |||||
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Senior Notes | Senior Notes due 2031 – 4.000% | |||||||
Liabilities | |||||||
Long-term debt | 380 | 350.6 | |||||
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Senior Notes | Senior Notes due 2032 – 4.375% | |||||||
Liabilities | |||||||
Long-term debt | 304 | 284 | |||||
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Senior Notes | Senior Notes - 4.500% | |||||||
Liabilities | |||||||
Long-term debt | 366.8 | 325.7 | |||||
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Senior Notes | Senior Notes due 2026 – 5.250% | |||||||
Liabilities | |||||||
Long-term debt | 233.1 | 230 | |||||
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Receivables facility | |||||||
Liabilities | |||||||
Long-term debt | 0 | 75 | |||||
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Credit Facilities | Revolving loans | |||||||
Liabilities | |||||||
Long-term debt | 88.3 | 300.5 | |||||
Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Credit Facilities | Term loans | |||||||
Liabilities | |||||||
Long-term debt | 925 | 975 | |||||
Fair Value, Measurements, Recurring | Reported Value Measurement | Fair value, inputs, level 1 | |||||||
Assets | |||||||
Cash equivalents | 1.2 | 64.3 | |||||
Fair Value, Measurements, Recurring | Reported Value Measurement | Fair value, inputs, level 1 | Investment securities in non-qualified retirement plan assets | |||||||
Assets | |||||||
Other | 36.3 | 38.4 | |||||
Fair Value, Measurements, Recurring | Reported Value Measurement | Fair value, inputs, level 2 | Other Long-term Debt | |||||||
Liabilities | |||||||
Long-term debt | 0.4 | 12.7 | |||||
Fair Value, Measurements, Recurring | Reported Value Measurement | Fair value, inputs, level 3 | Convertible debt investments | |||||||
Assets | |||||||
Convertible debt investments | 85.8 | 117 | |||||
Fair Value, Measurements, Recurring | Reported Value Measurement | Fair value, inputs, level 3 | Loans receivable | |||||||
Assets | |||||||
Other | 0 | 32.8 | |||||
Fair Value, Measurements, Recurring | Estimate of Fair Value Measurement | Fair value, inputs, level 1 | |||||||
Assets | |||||||
Cash equivalents | 1.2 | 64.3 | |||||
Fair Value, Measurements, Recurring | Estimate of Fair Value Measurement | Fair value, inputs, level 1 | Investment securities in non-qualified retirement plan assets | |||||||
Assets | |||||||
Other | 36.3 | 38.4 | |||||
Fair Value, Measurements, Recurring | Estimate of Fair Value Measurement | Fair value, inputs, level 2 | Other Long-term Debt | |||||||
Liabilities | |||||||
Long-term debt | 0.4 | 12.7 | |||||
Fair Value, Measurements, Recurring | Estimate of Fair Value Measurement | Fair value, inputs, level 3 | Convertible debt investments | |||||||
Assets | |||||||
Convertible debt investments | 85.8 | 117 | $ 190.3 | ||||
Fair Value, Measurements, Recurring | Estimate of Fair Value Measurement | Fair value, inputs, level 3 | Loans receivable | |||||||
Assets | |||||||
Other | $ 0 | $ 32.8 |
FAIR VALUE MEASUREMENTS - Chang
FAIR VALUE MEASUREMENTS - Changes in Level 3 Convertible Debt Investments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Other comprehensive income (loss) before reclassifications | $ (24.8) | $ (96.4) | $ 35.1 |
Net Unrealized Loss On Securities | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Other comprehensive income (loss) before reclassifications | (34.9) | (102) | (3.1) |
Fair value, inputs, level 3 | Fair Value, Measurements, Recurring | Convertible debt investments | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Purchases | 0 | 25 | |
Total realized / unrealized gains (losses) included in net earnings | (97.6) | 3.7 | |
Fair value, inputs, level 3 | Fair Value, Measurements, Recurring | Convertible debt investments | Net Unrealized Loss On Securities | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Other comprehensive income (loss) before reclassifications | 66.4 | (102) | |
Fair value, inputs, level 3 | Estimate of Fair Value Measurement | Fair Value, Measurements, Recurring | Convertible debt investments | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Fair value at beginning of year | 117 | 190.3 | |
Fair value at end of year | $ 85.8 | $ 117 | $ 190.3 |
FAIR VALUE MEASUREMENTS - Cha_2
FAIR VALUE MEASUREMENTS - Changes in Allowance For Expected Credit Losses on Convertible Debt Instruments (Details) - Convertible debt investments $ in Millions | 12 Months Ended |
Sep. 30, 2023 USD ($) | |
Debt Securities, Available-for-Sale, Allowance for Credit Loss [Roll Forward] | |
Balance at beginning of year | $ 0 |
Provision for expected credit losses on securities with no previous allowance | 101.3 |
Balance at end of year | $ 101.3 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) - USD ($) $ in Millions | Sep. 21, 2022 | Sep. 30, 2023 | Sep. 30, 2022 |
Lessee, Lease, Description [Line Items] | |||
Total lease liabilities | $ 296.5 | $ 299.4 | |
Residual value of leased asset | 5.2 | ||
Net proceeds | $ 44.7 | ||
Carrying value | 36.7 | ||
Gain (loss) on transaction | $ 8 | ||
Sale leaseback term | 3 years | ||
Not Yet Commenced | |||
Lessee, Lease, Description [Line Items] | |||
Total lease liabilities | $ 54.1 |
LEASES - (Supplemental Balance
LEASES - (Supplemental Balance Sheet Information Schedule) (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Leases [Abstract] | ||
Operating lease right-of-use assets | $ 262.6 | $ 288.9 |
Current lease liabilities | 76.4 | 76.2 |
Non-current operating lease liabilities | 220.1 | 223.2 |
Total operating lease liabilities | 296.5 | 299.4 |
Finance lease right-of-use assets | 14.5 | 26.4 |
Finance lease current lease liabilities | 1.9 | 6.4 |
Finance lease non-current lease liabilities | 15 | 22.5 |
Total finance lease liabilities | $ 16.9 | $ 28.9 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other assets | Other assets |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other Liabilities, Current | Other Liabilities, Current |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property, plant and equipment, net | Property, plant and equipment, net |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Current portion of debt | Current portion of debt |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-term debt | Long-term debt |
LEASES - (Components of Lease C
LEASES - (Components of Lease Cost Schedule) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Leases [Abstract] | |||
Operating lease cost | $ 92.3 | $ 86.7 | $ 70.3 |
Variable lease cost | 28.6 | 35.9 | 29.4 |
Amortization of right-of-use assets | 3 | 6.4 | 6 |
Interest on lease liabilities | 0.8 | 1.2 | 1.4 |
Total finance lease cost | 3.8 | 7.6 | 7.4 |
Operating lease amortization of ROU assets | 81 | 75.3 | 62.3 |
Short-term lease expense | $ 6.6 | $ 19.1 | $ 22.8 |
LEASES - (Supplemental Cash Flo
LEASES - (Supplemental Cash Flow Information and Non-Cash Activity Schedule) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Lease, Cost [Abstract] | |||
Operating cash flows from operating leases, net | $ 93 | $ 83.9 | $ 66.9 |
Operating cash flows from finance leases | 0.8 | 1.2 | 1.4 |
Financing cash flows from finance leases | 2.7 | 5.9 | 5.3 |
Right-of-use assets obtained in exchange for lease obligations, operating leases | 90.4 | 71.9 | 200 |
Right-of-use assets obtained in exchange for lease obligations, finance leases | $ 0 | $ 1.5 | $ 2.6 |
LEASES - (Weighted-Average Rema
LEASES - (Weighted-Average Remaining Lease Term and Discount Rate Schedule) (Details) | Sep. 30, 2023 | Sep. 30, 2022 |
Leases [Abstract] | ||
Operating leases, weighted average remaining term (in years) | 5 years 4 months 24 days | 4 years 10 months 24 days |
Finance leases, weighted average remaining term (in years) | 9 years 6 months | 7 years 3 months 18 days |
Operating leases, weighted average discount rate (percent) | 5.20% | 3.50% |
Finance leases, weighted average discount rate (percent) | 4.40% | 4.30% |
LEASES - (Maturities of Lease L
LEASES - (Maturities of Lease Liabilities by Fiscal Year Schedule) (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2024 | $ 88.9 | |
2025 | 73.8 | |
2026 | 55.1 | |
2027 | 31.4 | |
2028 | 22.8 | |
Thereafter | 72.8 | |
Total lease payments | 344.8 | |
Less: Imputed interest | (48.3) | |
Total lease liabilities | 296.5 | $ 299.4 |
Finance Lease, Liability, Payment, Due [Abstract] | ||
2024 | 2.6 | |
2025 | 2.5 | |
2026 | 2.1 | |
2027 | 1.8 | |
2028 | 1.6 | |
Thereafter | 10.2 | |
Total lease payments | 20.8 | |
Less: Imputed interest | (3.9) | |
Total lease liabilities | $ 16.9 | $ 28.9 |
COMMITMENTS (Details)
COMMITMENTS (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Unrecorded Unconditional Purchase Obligation, Fiscal Year Maturity [Abstract] | |
2024 | $ 349.8 |
2025 | 185.7 |
2026 | 136.2 |
2027 | 52.1 |
2028 | 24.5 |
Thereafter | 51.1 |
Unrecognized unconditional purchase obligations due | $ 799.4 |
CONTINGENCIES (Details)
CONTINGENCIES (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Accrued liabilities related to other regulatory matters which are accounted for in the Other liabilities | $ 2.7 |
SEGMENT INFORMATION - Additiona
SEGMENT INFORMATION - Additional Information (Details) | 12 Months Ended |
Sep. 30, 2023 segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
SEGMENT INFORMATION - Segment F
SEGMENT INFORMATION - Segment Financial Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 3,551.3 | $ 3,924.1 | $ 4,925 |
Intangible asset amortization | (25.2) | (37.1) | (30.9) |
Impairment, restructuring and other | (280.5) | (693.1) | (4.3) |
Equity in income (loss) of unconsolidated affiliates | (101.1) | (12.9) | 14.4 |
Interest expense | (178.1) | (118.1) | (78.9) |
Other non-operating income, net | 0.3 | 6.9 | 18.6 |
Depreciation and amortization | 92.5 | 105.2 | 93.8 |
Capital expenditures | 92.8 | 113.5 | 106.9 |
Assets | 3,413.7 | 4,296.8 | |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 2.9 | 7.6 | 7.9 |
Assets | 346.1 | 583.8 | |
U.S. Consumer | |||
Segment Reporting Information [Line Items] | |||
Net sales | 2,843.7 | 2,928.8 | 3,197.7 |
Capital expenditures | 79.6 | 97.4 | 78.3 |
U.S. Consumer | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 58.2 | 55.8 | 48.6 |
Assets | 2,296.2 | 2,454.4 | |
Hawthorne | |||
Segment Reporting Information [Line Items] | |||
Net sales | 467.3 | 716.2 | 1,424.2 |
Capital expenditures | 8.5 | 12.4 | 25 |
Hawthorne | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 25.8 | 34.8 | 30.3 |
Assets | 581.6 | 1,061.5 | |
Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 240.3 | 279.1 | 303.1 |
Capital expenditures | 4.7 | 3.7 | 3.6 |
Other | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 5.6 | 7 | 7 |
Assets | 189.8 | 197.1 | |
Continuing Operations | |||
Segment Reporting Information [Line Items] | |||
Income from continuing operations before income taxes | (453.3) | (558.1) | 677.1 |
Intangible asset amortization | (25.2) | (37.1) | (30.9) |
Impairment, restructuring and other | (466) | (852.2) | (29) |
Equity in income (loss) of unconsolidated affiliates | (101.1) | (12.9) | 14.4 |
Interest expense | (178.1) | (118.1) | (78.9) |
Other non-operating income, net | 0.3 | 6.9 | 18.6 |
Continuing Operations | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Income from continuing operations before income taxes | 418.4 | 567.7 | 932.6 |
Continuing Operations | Corporate | |||
Segment Reporting Information [Line Items] | |||
Income from continuing operations before income taxes | (101.6) | (112.4) | (149.7) |
Continuing Operations | U.S. Consumer | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Income from continuing operations before income taxes | 454.1 | 568.6 | 726.7 |
Continuing Operations | Hawthorne | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Income from continuing operations before income taxes | (48.1) | (21.1) | 163.8 |
Continuing Operations | Other | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Income from continuing operations before income taxes | $ 12.4 | $ 20.2 | $ 42.1 |
SEGMENT INFORMATION - Net Sales
SEGMENT INFORMATION - Net Sales by Product Category (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenue from External Customer [Line Items] | |||
Net sales | $ 3,551.3 | $ 3,924.1 | $ 4,925 |
U.S. Consumer | Growing media and mulch | |||
Revenue from External Customer [Line Items] | |||
Net sales | 1,223.7 | 1,192.6 | 1,286.7 |
U.S. Consumer | Lawn care | |||
Revenue from External Customer [Line Items] | |||
Net sales | 897.4 | 973.6 | 1,060.6 |
U.S. Consumer | Controls | |||
Revenue from External Customer [Line Items] | |||
Net sales | 362.9 | 382.2 | 402.4 |
U.S. Consumer | Roundup marketing agreement | |||
Revenue from External Customer [Line Items] | |||
Net sales | 138.7 | 132.3 | 145.2 |
U.S. Consumer | Other, primarily gardening | |||
Revenue from External Customer [Line Items] | |||
Net sales | 221 | 248.1 | 302.8 |
Hawthorne | |||
Revenue from External Customer [Line Items] | |||
Net sales | 467.3 | 716.2 | 1,424.2 |
Hawthorne | Lighting | |||
Revenue from External Customer [Line Items] | |||
Net sales | 165.9 | 200 | 452.4 |
Hawthorne | Nutrients | |||
Revenue from External Customer [Line Items] | |||
Net sales | 105.3 | 148 | 324.7 |
Hawthorne | Growing environment | |||
Revenue from External Customer [Line Items] | |||
Net sales | 72.5 | 143.7 | 264 |
Hawthorne | Growing media | |||
Revenue from External Customer [Line Items] | |||
Net sales | 67.5 | 119 | 192.6 |
Hawthorne | Other, primarily hardware | |||
Revenue from External Customer [Line Items] | |||
Net sales | 56.1 | 105.5 | 190.5 |
Other | |||
Revenue from External Customer [Line Items] | |||
Net sales | 240.3 | 279.1 | 303.1 |
Other | Lawn care | |||
Revenue from External Customer [Line Items] | |||
Net sales | 75.8 | 92.9 | 99.2 |
Other | Growing media | |||
Revenue from External Customer [Line Items] | |||
Net sales | 93 | 96.6 | 116.7 |
Other | Other, primarily gardening and controls | |||
Revenue from External Customer [Line Items] | |||
Net sales | $ 71.5 | $ 89.6 | $ 87.2 |
SEGMENT INFORMATION - Concentra
SEGMENT INFORMATION - Concentrations of Credit Risk (Details) - Customer Concentration Risk | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Net Sales | Home Depot | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk (percent) | 29% | 28% | 24% |
Net Sales | Lowe's | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk (percent) | 18% | 15% | 15% |
Net Accounts Receivable | Two Largest Customers | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk (percent) | 41% | 46% |
SEGMENT INFORMATION - Net sal_2
SEGMENT INFORMATION - Net sales and long-lived assets by geographic area (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 3,551.3 | $ 3,924.1 | $ 4,925 |
Long-lived assets | 723.1 | 862.3 | |
United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 3,209.5 | 3,554.6 | 4,507 |
Long-lived assets | 644.4 | 753.3 | |
International | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 341.8 | 369.5 | $ 418 |
Long-lived assets | $ 78.7 | $ 109 |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Allowance for expected credit losses | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ 14.4 | $ 16.8 | $ 7.5 |
Additions Other | 0 | 0 | 0 |
Additions Charged to Expense | 109.6 | 5.8 | 11.1 |
Deductions Credited and Write-Offs | (7.6) | (8.2) | (1.8) |
Balance at End of Period | 116.4 | 14.4 | 16.8 |
Income tax valuation allowance | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 40.7 | 32.3 | 33.8 |
Additions Other | 9.5 | 0 | 0 |
Additions Charged to Expense | 37.8 | 9 | 3 |
Deductions Credited and Write-Offs | (0.3) | (0.6) | (4.5) |
Balance at End of Period | $ 87.7 | $ 40.7 | $ 32.3 |