Cover Page
Cover Page - shares | 3 Months Ended | |
Dec. 28, 2019 | Jan. 31, 2020 | |
Cover page. | ||
Entity Registrant Name | Scotts Miracle-Gro Co | |
Entity Central Index Key | 0000825542 | |
Current Fiscal Year End Date | --09-30 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Dec. 28, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-11593 | |
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, $0.01 stated value | |
Trading Symbol | SMG | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 55,596,073 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Income Statement [Abstract] | ||
Net sales | $ 365.8 | $ 298.1 |
Cost of sales | 311.3 | 261.1 |
Cost of sales—impairment, restructuring and other | 0.3 | 2.5 |
Gross profit | 54.2 | 34.5 |
Operating expenses: | ||
Selling, general and administrative | 119.8 | 116.3 |
Impairment, restructuring and other | (2.5) | 3.5 |
Other income, net | (0.5) | (0.4) |
Income (loss) from operations | (62.6) | (84.9) |
Equity in income of unconsolidated affiliates | 0 | (1.3) |
Costs related to refinancing | 15.1 | 0 |
Interest expense | 20 | 25.2 |
Other non-operating income, net | (2.6) | (2.9) |
Income (loss) from continuing operations before income taxes | (95.1) | (105.9) |
Income tax benefit from continuing operations | (23.8) | (23.3) |
Income (loss) from continuing operations | (71.3) | (82.6) |
Income from discontinued operations, net of tax | 0 | 2.9 |
Net income (loss) | (71.3) | (79.7) |
Net (income) loss attributable to noncontrolling interest | (0.1) | 0.1 |
Net income (loss) attributable to controlling interest | $ (71.4) | $ (79.6) |
Basic income (loss) per common share: | ||
Income from continuing operations (USD per share) | $ (1.28) | $ (1.49) |
Income (loss) from discontinued operations (USD per share) | 0 | 0.05 |
Basic income per common share (USD per share) | $ (1.28) | $ (1.44) |
Weighted-average common shares outstanding during the period (shares) | 55.8 | 55.3 |
Diluted income (loss) per common share: | ||
Income from continuing operations (USD per share) | $ (1.28) | $ (1.49) |
Income (loss) from discontinued operations (USD per share) | 0 | 0.05 |
Diluted income per common share (USD per share) | $ (1.28) | $ (1.44) |
Weighted-average common shares outstanding during the period plus dilutive potential common shares (shares) | 55.8 | 55.3 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (71.3) | $ (79.7) |
Other comprehensive income (loss): | ||
Net foreign currency translation adjustment | 4.6 | (5.3) |
Net unrealized gain (loss) on derivative instruments, net of tax of $(0.5) and $(2.8), respectively | (1.4) | (7.9) |
Reclassification of net unrealized (gains) losses on derivative instruments to net income, net of tax of $0.3 and $0.0, respectively | 0.8 | (0.1) |
Reclassification of net pension and other post-retirement benefit losses to net income, net of tax of ($0.3) and $0.3, respectively | (1.1) | 0.9 |
Total other comprehensive income (loss) | 2.9 | (12.4) |
Comprehensive income (loss) | (68.4) | (92.1) |
Comprehensive (income) loss attributable to noncontrolling interest | (0.1) | 0.1 |
Comprehensive income (loss) attributable to controlling interest | $ (68.5) | $ (92) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Net foreign currency translation adjustment reclassifications to net income (loss) | $ 0 | $ 0 |
Net unrealized gain (loss) on derivative instruments - tax impact | (0.5) | (2.8) |
Reclassification of net unrealized (gains) losses on derivative instruments to net income - tax impact | 0.3 | 0 |
Reclassification of net pension and other post-retirement benefit losses to net income - tax impact | $ (0.3) | $ 0.3 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
OPERATING ACTIVITIES | ||
Net loss | $ (71.3) | $ (79.7) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Impairment, restructuring and other | 0 | 0.5 |
Costs Related to Refinancing (Non-cash) | 15.1 | 0 |
Share-based compensation expense | 7 | 6.6 |
Depreciation | 14.8 | 14 |
Amortization | 7.6 | 8.3 |
Deferred taxes | (2.1) | (1.3) |
(Gain) loss on long-lived assets | 0 | (0.1) |
Equity in income and distributions from unconsolidated affiliates | 0 | (1.3) |
Changes in assets and liabilities, net of acquired businesses: | ||
Accounts receivable | 72.9 | 100.7 |
Inventories | (324.7) | (267.1) |
Prepaid and other assets | (26.8) | (48.4) |
Accounts payable | 114.2 | 93.1 |
Other current liabilities | (115.7) | (58.7) |
Restructuring and other | (2.3) | 1.2 |
Other non-current items | (6.5) | (1.6) |
Other, net | (0.4) | 0.4 |
Net cash used in operating activities | (318.2) | (233.4) |
INVESTING ACTIVITIES | ||
Investments in property, plant and equipment | (21.9) | (12.7) |
Investments in loans receivable | (2.5) | 0 |
Investments in acquired businesses, net of cash acquired | 0 | (6.6) |
Other investing, net | (1.3) | 2.2 |
Net cash provided by (used in) investing activities | (25.7) | (17.1) |
FINANCING ACTIVITIES | ||
Borrowings under revolving and bank lines of credit and term loans | 465.7 | 386.8 |
Repayments under revolving and bank lines of credit and term loans | (112.8) | (116.3) |
Proceeds from Issuance of Senior Long-term Debt | 450 | 0 |
Repayments of senior debt | (400) | 0 |
Payments of Financing Costs | (18.6) | 0 |
Dividends paid | (32.4) | (30.4) |
Purchase of Common Shares | 0 | (0.5) |
Payments on seller notes | (0.5) | (0.8) |
Cash received from exercise of stock options | 0.9 | 1.1 |
Net cash provided by (used in) financing activities | 352.3 | 239.9 |
Effect of exchange rate changes on cash | 0.2 | (0.7) |
Net increase (decrease) in cash and cash equivalents | 8.6 | (11.3) |
Cash and cash equivalents at beginning of period | 18.8 | 33.9 |
Cash and cash equivalents at end of period | $ 27.4 | $ 22.6 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 |
Current assets: | |||
Cash and cash equivalents | $ 27.4 | $ 18.8 | $ 22.6 |
Accounts receivable, less allowances of $4.2, $3.4 and $4.2, respectively | 192.7 | 223.9 | 163.8 |
Accounts receivable pledged | 43.3 | 84.5 | 44.4 |
Inventories | 866.1 | 540.3 | 745.4 |
Prepaid and other current assets | 203.3 | 174.2 | 102.5 |
Total current assets | 1,332.8 | 1,041.7 | 1,078.7 |
Investment in unconsolidated affiliates | 0 | 0 | 37.3 |
Property, plant and equipment, net of accumulated depreciation of $642.2, $624.0 and $628.0, respectively | 545.4 | 546 | 519.8 |
Goodwill | 540.9 | 538.7 | 539.7 |
Intangible assets, net | 701.7 | 707.5 | 846.8 |
Other assets | 335.2 | 194.8 | 202.9 |
Total assets | 3,456 | 3,028.7 | 3,225.2 |
Current liabilities: | |||
Current portion of debt | 93.8 | 128.1 | 95.1 |
Accounts payable | 309.4 | 214.2 | 237 |
Other current liabilities | 206.5 | 278.2 | 262.5 |
Total current liabilities | 609.7 | 620.5 | 594.6 |
Long-term debt | 1,969.9 | 1,523.5 | 2,186.2 |
Distributions in excess of investment in unconsolidated affiliate | 0 | 0 | 21.9 |
Other liabilities | 247.1 | 161.5 | 169.3 |
Total liabilities | 2,826.7 | 2,305.5 | 2,972 |
Commitments and contingencies (Note 10) | |||
Equity: | |||
Common shares and capital in excess of $.01 stated value per share; shares outstanding of 55.8, 55.3 and 55.8, respectively | 448.9 | 442.2 | 425.9 |
Retained earnings | 1,169.8 | 1,274.7 | 835.4 |
Treasury shares, at cost; 12.4, 12.8 and 12.4 shares, respectively | (903.1) | (904.3) | (937.7) |
Accumulated other comprehensive loss | (91) | (93.9) | (75.3) |
Total equity—controlling interest | 624.6 | 718.7 | 248.3 |
Noncontrolling interest | 4.7 | 4.5 | 4.9 |
Total equity | 629.3 | 723.2 | 253.2 |
Total liabilities and equity | $ 3,456 | $ 3,028.7 | $ 3,225.2 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Millions, $ in Millions | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 |
Statement of Financial Position [Abstract] | |||
Accounts receivable, allowances | $ 4.2 | $ 4.2 | $ 3.4 |
Property, plant and equipment, accumulated depreciation | $ 642.2 | $ 628 | $ 624 |
Common shares stated value (USD per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Common shares outstanding (shares) | 55.8 | 55.8 | 55.3 |
Treasury shares, at cost (shares) | 12.4 | 12.4 | 12.8 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Dec. 28, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations The Scotts Miracle-Gro Company (“Scotts Miracle-Gro” or “Parent”) and its subsidiaries (collectively, together with Scotts Miracle-Gro, the “Company”) are engaged in the manufacturing, marketing and sale of products for lawn and garden care and indoor, urban and hydroponic gardening. The Company’s products are sold in North America, Europe and Asia. Due to the seasonal nature of the consumer lawn and garden business, the majority of the Company’s sales to customers occur in the Company’s second and third fiscal quarters. On a combined basis, net sales for the second and third quarters of the last three fiscal years represented approximately 75% of the Company’s annual net sales. Organization and Basis of Presentation The Company’s unaudited condensed consolidated financial statements for the three months ended December 28, 2019 and December 29, 2018 are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The condensed 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. AeroGrow International, Inc. (“AeroGrow”), in which the Company has a controlling interest, is consolidated, with the equity owned by other shareholders shown as noncontrolling interest in the Condensed Consolidated Balance Sheets, and the other shareholders’ portion of net earnings and other comprehensive income shown as net (income) loss or comprehensive (income) loss attributable to noncontrolling interest in the Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Comprehensive Income (Loss), respectively. The results of businesses acquired or disposed of are included in the condensed consolidated financial statements from the date of each acquisition or up to the date of disposal, respectively. In the opinion of management, interim results reflect all normal and recurring adjustments and are not necessarily indicative of results for a full year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted or condensed pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, this Quarterly Report on Form 10-Q should be read in conjunction with Scotts Miracle-Gro’s Annual Report on Form 10-K for the fiscal year ended September 30, 2019 (the “ 2019 Annual Report”), which includes a complete set of footnote disclosures, including the Company’s significant accounting policies. The Company’s Condensed Consolidated Balance Sheet at September 30, 2019 has been derived from the Company’s audited Consolidated Balance Sheet at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. Long-Lived Assets The Company had non-cash investing activities of $2.7 million and $3.2 million during the three months ended December 28, 2019 and December 29, 2018 , respectively, representing unpaid liabilities at December 28, 2019 to acquire property, plant and equipment. Statements of Cash Flows Supplemental cash flow information was as follows: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Interest paid $ 28.1 $ 31.4 Income tax payments (refunds) (2.1 ) 8.7 During the three months ended December 29, 2018 , the Company paid a post-closing net working capital adjustment obligation of $6.6 million related to the fiscal 2018 acquisition of Sunlight Supply, Inc., Sunlight Garden Supply, Inc., Sunlight Garden Supply, ULC, and IP Holdings, LLC, and all of the issued and outstanding equity interests of Columbia River Industrial Holdings, LLC (collectively “Sunlight Supply”), which was classified as an investing activity in the “Investments in acquired businesses, net of cash acquired” line in the Condensed Consolidated Statements of Cash Flows. 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 in-bound 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 determined by the first in, first out method of accounting. Inventories acquired through the acquisition of or subsequently produced by Sunlight Supply were initially recorded at fair value at the date of the acquisition and subsequently were measured using the average costing method of inventory valuation. During the three months ended December 28, 2019 , the Company determined it was preferable to use the first in, first out inventory valuation method and adopted this method for the remaining Sunlight Supply inventories not subject to the first in, first out method. This change in accounting principle resulted in an increase in inventories of $0.2 million as of December 28, 2019, with a corresponding decrease in cost of goods sold for the three months ended December 28, 2019. The change in accounting principle was not material to prior periods so it was not retrospectively applied. Leases Effective October 1, 2019, the Company adopted Accounting Standards Codification (“ASC”) 842, Leases (“ASC 842”). Under this guidance, 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 excludes 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 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 Condensed Consolidated Balance Sheet. RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS In February 2016, the Financial Accounting Standards Board (“FASB”) issued its final standard on lease accounting, ASC 842. This guidance requires lessees to recognize a lease liability for the obligation to make lease payments and a ROU asset for the right to use the underlying asset for the lease term. The Company elected the optional transition method and adopted the new guidance on October 1, 2019 on a modified retrospective basis with no restatement of prior period amounts. Fiscal 2019 balances and related disclosures supporting those comparative period balances continue to be presented under ASC 840, Leases . As allowed under the new accounting standard, the Company elected to apply practical expedients to carry forward the original lease determinations, lease classifications and accounting of initial direct costs for all asset classes at the time of adoption. The Company also elected to exclude short-term leases from its Condensed Consolidated Balance Sheet. The Company’s adoption of the new standard resulted in the recognition of ROU assets of $129.6 million in the “Other assets” line in the Condensed Consolidated Balance Sheet, liabilities of $45.4 million in the “Other current liabilities” line in the Condensed Consolidated Balance Sheet and liabilities of $88.8 million in the “Other liabilities” line in the Condensed Consolidated Balance Sheet as of the October 1, 2019 adoption date. Adoption of the new standard did not result in a material cumulative effect adjustment to equity as of the date of adoption and did not have a material impact on the Company’s Condensed Consolidated Statements of Operations or Cash Flows. In connection with the adoption of this guidance, as required, the Company reclassified certain restructuring reserves (refer to “NOTE 4. IMPAIRMENT, RESTRUCTURING AND OTHER” for more information) and deferred rent liabilities as reductions to the ROU asset. Refer to “NOTE 13. LEASES AND OTHER COMMITMENTS” for more information. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS In June 2016, the FASB issued an accounting standard update related to the measurement of credit losses on financial instruments. The amended accounting guidance changes the impairment model for most financial assets to require measurement and recognition of expected credit losses for financial assets held. The provisions are effective for the Company’s financial statements no later than the fiscal year beginning October 1, 2020. The Company is continuing to assess the impact of the amended guidance. In August 2018, the FASB issued an accounting standard update that aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The provisions are effective for the Company’s financial statements no later than the fiscal year beginning October 1, 2020. The Company is continuing to assess the impact of the amended guidance. In August 2018, the FASB issued an accounting standard update that removes certain disclosures that are not considered cost beneficial, clarifies certain required disclosures and requires certain additional disclosures related to defined benefit pension and other postretirement plans. The provisions are effective for the Company’s financial statements no later than the fiscal year beginning October 1, 2020. The Company is continuing to assess the impact of the amended guidance. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 3 Months Ended |
Dec. 28, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS Wild Bird Food During fiscal 2014, the Company completed the sale of its U.S. and Canadian wild bird food business. As a result, effective in fiscal 2014, the Company classified its results of operations for all periods presented to reflect the wild bird food business as a discontinued operation. At each of December 28, 2019 , December 29, 2018 and September 30, 2019 , zero , $85.0 million and zero , respectively, was accrued for a probable loss related to the previously disclosed legal matter In re Morning Song Bird Food Litigation in the “Other current liabilities” line in the Condensed Consolidated Balance Sheet. This matter relates to a class-action lawsuit filed in 2012 in connection with the sale of wild bird food products that were the subject of a voluntary recall in 2008 by the Company’s previously sold wild bird food business. During the three months ended December 29, 2018 , the Company recognized insurance recoveries of $5.0 million related to this matter. The following table summarizes the results of discontinued operations described above and reflected within discontinued operations in the Company’s condensed consolidated financial statements for the period presented: THREE MONTHS ENDED DECEMBER 29, 2018 (In millions) Impairment, restructuring and other charges (recoveries), net $ (4.9 ) Income from discontinued operations before income taxes 4.9 Income tax expense from discontinued operations 2.0 Income from discontinued operations, net of tax $ 2.9 The Condensed Consolidated Statements of Cash Flows do not present the cash flows from discontinued operations separately from cash flows from continuing operations. Cash provided by operating activities related to discontinued operations was zero and $1.8 million for the three months ended December 28, 2019 and December 29, 2018 , respectively. Cash (used in) provided by investing activities related to discontinued operations was zero for the three months ended December 28, 2019 and December 29, 2018 |
INVESTMENT IN UNCONSOLIDATED AF
INVESTMENT IN UNCONSOLIDATED AFFILIATES | 3 Months Ended |
Dec. 28, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN UNCONSOLIDATED AFFILIATES | INVESTMENT IN UNCONSOLIDATED AFFILIATES On March 19, 2019, the Company entered into an agreement under which it sold, to TruGreen Companies L.L.C., a subsidiary of TruGreen Holding Corporation, all of its approximately 30% equity interest in Outdoor Home Services Holdings LLC, a lawn services joint venture between the Company and TruGreen Holding Corporation (the “TruGreen Joint Venture”). Prior to this transaction, the Company’s net investment and advances with respect to the TruGreen Joint Venture had been reduced to a liability which resulted in an amount recorded in the “Distributions in excess of investment in unconsolidated affiliate” line in the Condensed Consolidated Balance Sheets. In connection with this transaction, the Company received cash proceeds of $234.2 million related to the sale of its equity interest in the TruGreen Joint Venture and $18.4 million related to the payoff of second lien term loan financing, which was previously recorded in the “Other assets” line in the Condensed Consolidated Balance Sheets. The Company did not receive distributions from the TruGreen Joint Venture during the three months ended December 29, 2018 . On April 1, 2019, the Company sold all of its noncontrolling equity interest in an unconsolidated affiliate whose products support the professional U.S. industrial, turf and ornamental market (the “IT&O Joint Venture”) for cash proceeds of $36.6 million . The Company did not receive distributions from the IT&O Joint Venture during the three months ended December 29, 2018 |
IMPAIRMENT, RESTRUCTURING AND O
IMPAIRMENT, RESTRUCTURING AND OTHER | 3 Months Ended |
Dec. 28, 2019 | |
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,” “Impairment, restructuring and other” and “Income from discontinued operations, net of tax” lines in the Condensed Consolidated Statements of Operations. The following table details impairment, restructuring and other charges (recoveries) for each of the periods presented: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Cost of sales—impairment, restructuring and other: Restructuring and other charges $ 0.3 $ 2.0 Property, plant and equipment impairments — 0.5 Operating expenses: Restructuring and other charges (recoveries), net (2.5 ) 3.5 Impairment, restructuring and other charges (recoveries) from continuing operations (2.2 ) 6.0 Restructuring and other charges (recoveries), net, from discontinued operations — (4.9 ) Total impairment, restructuring and other charges (recoveries) $ (2.2 ) $ 1.1 The following table summarizes the activity related to liabilities associated with restructuring and other, excluding insurance reimbursement recoveries, during the three months ended December 28, 2019 (in millions): Amounts accrued for restructuring and other at September 30, 2019 $ 11.6 Restructuring and other charges from continuing operations 0.4 Payments and other (4.4 ) Amounts accrued for restructuring and other at December 28, 2019 $ 7.6 In connection with the adoption of ASC 842 on October 1, 2019, the Company reclassified restructuring accruals of $1.7 million to lease ROU assets, and has presented this reclassification within “Payments and other” in the table above. Refer to “NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” and “NOTE 13. LEASES AND OTHER COMMITMENTS” for more information. Included in restructuring accruals, as of December 28, 2019 , is $1.1 million that is classified as long-term. Payments against the long-term accruals will be incurred as the employees covered by the restructuring plan retire or through the passage of time. The remaining amounts accrued will continue to be paid out over the course of the next twelve months. Project Catalyst In connection with the acquisition of Sunlight Supply during the third quarter of fiscal 2018, the Company announced the launch of an initiative called Project Catalyst, which is a company-wide restructuring effort to reduce operating costs throughout the U.S. Consumer, Hawthorne and Other segments and drive synergies from acquisitions within the Hawthorne segment. During the three months ended December 28, 2019 , the Company incurred charges of $0.4 million related to Project Catalyst. The Company incurred charges of $0.3 million in its Hawthorne segment in the “Cost of sales—impairment, restructuring and other” line in the Condensed Consolidated Statements of Operations during the three months ended December 28, 2019 related to employee termination benefits and facility closure costs. The Company incurred charges of $0.1 million in its U.S. Consumer segment in the “Impairment, restructuring and other” line in the Condensed Consolidated Statements of Operations during the three months ended December 28, 2019 related to employee termination benefits and facility closure costs. Costs incurred to date since the inception of Project Catalyst are $26.2 million for the Hawthorne segment, $13.3 million for the U.S. Consumer segment, $1.2 million for the Other segment and $2.8 million for Corporate. Additionally, during the three months ended December 28, 2019 , the Company received $2.6 million from the final settlement of escrow funds related to a previous acquisition within the Hawthorne segment that was recognized in the “Impairment, restructuring and other” line in the Condensed Consolidated Statements of Operations. During the three months ended December 29, 2018 , the Company incurred charges of $5.5 million related to Project Catalyst. The Company incurred charges of $0.3 million in its U.S. Consumer segment, $1.9 million in its Hawthorne segment and $0.3 million in its Other segment in the “Cost of sales—impairment, restructuring and other” line in the Condensed Consolidated Statements of Operations during the three months ended December 29, 2018 related to employee termination benefits, facility closure costs and impairment of property, plant and equipment. The Company incurred charges of $0.4 million in its U.S. Consumer segment, $1.7 million in its Hawthorne segment, $0.1 million in its Other segment and $0.8 million at Corporate in the “Impairment, restructuring and other” line in the Condensed Consolidated Statements of Operations during the three months ended December 29, 2018 related to employee termination benefits and facility closure costs. Other During the three months ended December 29, 2018 , the Company recognized insurance recoveries of $5.0 million related to the previously disclosed legal matter In re Morning Song Bird Food Litigation in the “Income from discontinued operations, net of tax” line in the Condensed Consolidated Statements of Operations. Refer to “NOTE 2. DISCONTINUED OPERATIONS” for more information. During the three months ended December 29, 2018 , the Company recognized a charge of $0.5 million for a probable loss related to the previously disclosed legal matter In re Scotts EZ Seed Litigation |
INVENTORIES
INVENTORIES | 3 Months Ended |
Dec. 28, 2019 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following for each of the periods presented: DECEMBER 28, DECEMBER 29, SEPTEMBER 30, (In millions) Finished goods $ 609.2 $ 524.3 $ 344.9 Work-in-process 79.1 73.8 63.6 Raw materials 177.8 147.3 131.8 Total inventories $ 866.1 $ 745.4 $ 540.3 Adjustments to reflect inventories at net realizable values were $11.4 million at December 28, 2019 , $8.3 million at December 29, 2018 and $8.8 million at September 30, 2019 . |
MARKETING AGREEMENT
MARKETING AGREEMENT | 3 Months Ended |
Dec. 28, 2019 | |
Marketing Agreement [Abstract] | |
MARKETING AGREEMENT | MARKETING AGREEMENT The Scotts Company LLC (“Scotts LLC”) is the exclusive agent of Monsanto Company, a subsidiary of Bayer AG since June 2018 (“Monsanto”), for the marketing and distribution of certain of Monsanto’s consumer Roundup ® branded products in the United States and certain other specified countries. Effective August 1, 2019, the Company entered into the Third Amended and Restated Exclusive Agency and Marketing Agreement (the “Third Restated Agreement”) which amended, among other things, the provisions of the Second Amended and Restated Exclusive Agency and Marketing Agreement (the “Restated Marketing Agreement”) relating to commissions, contributions, noncompetition, and termination. 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 in the markets covered by the Third Restated Agreement (“Program EBIT”). Prior to the Third Restated Agreement, the annual commission payable was equal to (1) 50% of the actual earnings before interest and income taxes of Monsanto’s consumer Roundup ® business in the markets covered for program years 2017 and 2018 and (2) 50% of the actual earnings before interest and income taxes of Monsanto’s consumer Roundup ® business in the markets covered in excess of $40.0 million for program year 2019. The Third Restated Agreement also requires the Company to make annual payments of $18.0 million 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 million . Unless Monsanto terminates the Third Restated Marketing Agreement due to an event of default by the Company, termination rights under the Third Restated Agreement include the following: • The Company can terminate the Third Restated Agreement (i) for any reason effective as of September 30, 2022 by delivery of notice of termination to Monsanto on January 15, 2021 (a “Convenience Termination”) or (ii) upon the insolvency or bankruptcy of Monsanto; • Monsanto can 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 is permitted to terminate the Third Restated Agreement if Program EBIT falls below $50 million 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) $175 million if the Company terminates the Third Restated Agreement for convenience, (ii) $375 million upon a brand decommissioning event, and (iii) the greater of $175 million 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 million , 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). In connection with the signing of the Third Restated Agreement, the Company also entered into the BEA Purchase Agreement. The BEA Purchase Agreement provides for the sale by the Company to Monsanto of specified assets related to, among other things, the development, manufacture, production, advertising, marketing, promotion, distribution, importation, exportation, offer for sale and sale of specified Roundup ® branded products sold outside the non-selective weedkiller category within the residential lawn and garden market. The consideration to be paid by Monsanto is the sum of $112.0 million plus the value of finished goods inventory of $3.5 million . This consideration was recorded in the “Prepaid and other current assets” line in the Consolidated Balance Sheets as of December 28, 2019, and was received by the Company on January 13, 2020. The carrying value of the assets sold, which included the brand extension agreement intangible asset with a carrying value of $111.7 million , approximated the consideration received, resulting in an insignificant gain on the sale. The elements of the net commission and reimbursements earned under the Restated Marketing Agreement and Third Restated Agreement and included in “Net sales” line in the Condensed Consolidated Statements of Operations are as follows: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Gross commission $ — $ — Contribution expenses (4.5 ) (4.5 ) Net commission (4.5 ) (4.5 ) Reimbursements associated with Roundup ® marketing agreement 13.4 12.6 Total net sales associated with Roundup ® marketing agreement $ 8.9 $ 8.1 |
DEBT
DEBT | 3 Months Ended |
Dec. 28, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The components of debt are as follows: DECEMBER 28, DECEMBER 29, SEPTEMBER 30, (In millions) Credit Facilities: Revolving loans $ 537.1 $ 793.9 $ 147.2 Term loans 750.0 790.0 750.0 Senior Notes – 5.250% 250.0 250.0 250.0 Senior Notes – 6.000% — 400.0 400.0 Senior Notes – 4.500% 450.0 — — Receivables facility 39.0 40.0 76.0 Finance lease obligations 36.9 0.6 25.8 Other 11.5 15.7 10.3 Total debt 2,074.5 2,290.2 1,659.3 Less current portions 93.8 95.1 128.1 Less unamortized debt issuance costs 10.8 8.9 7.7 Long-term debt $ 1,969.9 $ 2,186.2 $ 1,523.5 Credit Facilities On July 5, 2018 , the Company entered into a fifth amended and restated credit agreement (the “Fifth 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 $2.3 billion , comprised of a revolving credit facility of $1.5 billion and a term loan in the original principal amount of $800.0 million (the “Fifth A&R Credit Facilities”). At December 28, 2019 , the Company had letters of credit outstanding in the aggregate principal amount of $22.5 million , and $940.4 million of borrowing availability under the Fifth A&R Credit Agreement. The weighted average interest rates on average borrowings under the Fifth A&R Credit Agreement were 3.9% and 4.5% for the three months ended December 28, 2019 and December 29, 2018 , respectively. The Fifth A&R Credit Agreement contains, among other obligations, an affirmative covenant regarding the Company’s leverage ratio on the last day of each quarter calculated as average total indebtedness, divided by the Company’s earnings before interest, taxes, depreciation and amortization (“EBITDA”), as adjusted pursuant to the terms of the Fifth A&R Credit Agreement (“Adjusted EBITDA”). The maximum leverage ratio is: (i) 5.00 for the third quarter of fiscal 2019 through the first quarter of fiscal 2020, (ii) 4.75 for the second quarter of fiscal 2020 through the fourth quarter of fiscal 2020 and (iii) 4.50 for the first quarter of fiscal 2021 and thereafter. The Company’s leverage ratio was 3.53 at December 28, 2019 . The Fifth A&R Credit Agreement also contains an affirmative covenant regarding the Company’s interest coverage ratio determined as of the end of each of its fiscal quarters. The interest coverage ratio is calculated as Adjusted EBITDA divided by interest expense, as described in the Fifth A&R Credit Agreement, and excludes costs related to refinancings. The minimum interest coverage ratio was 3.00 for the twelve months ended December 28, 2019 . The Company’s interest coverage ratio was 6.17 for the twelve months ended December 28, 2019 . The Fifth A&R Credit Agreement allows the Company to make unlimited restricted payments (as defined in the Fifth A&R Credit Agreement), including dividend payments and repurchases of the common shares of Scotts Miracle-Gro (“Common Shares”), as long as the leverage ratio resulting from the making of such restricted payments is 4.00 or less. Otherwise the Company may make further restricted payments in an aggregate amount for each fiscal year not to exceed $225.0 million for fiscal 2020 and thereafter. Senior Notes On December 15, 2016 , Scotts Miracle-Gro issued $250.0 million aggregate principal amount of 5.250% Senior Notes due 2026 (the “ 5.250% Senior Notes”). 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. Substantially all of Scotts Miracle-Gro’s directly and indirectly owned domestic subsidiaries serve as guarantors of the 5.250% Senior Notes. On October 22, 2019 , Scotts Miracle-Gro issued $450.0 million aggregate principal amount of 4.500% Senior Notes due 2029 (the “ 4.500% Senior Notes”). The net proceeds of the offering were used to redeem all of the Company’s outstanding 6.000% Senior Notes due 2023 (the “ 6.000% Senior Notes”) and for general corporate purposes. 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, commencing April 15, 2020 . All of Scotts Miracle-Gro’s domestic subsidiaries that serve as guarantors of the 5.250% Senior Notes also serve as guarantors of the 4.500% Senior Notes. On October 23, 2019 , Scotts Miracle-Gro redeemed all of its outstanding 6.000% Senior Notes for a redemption price of $412.5 million , comprised of $0.5 million of accrued and unpaid interest, $12.0 million of redemption premium, and $400.0 million for outstanding principal amount. The $12.0 million redemption premium was recognized in the “Costs related to refinancing” line on the Condensed Consolidated Statements of Operations during the three months ended December 28, 2019 . Additionally, the Company had $3.1 million in unamortized bond issuance costs associated with the 6.000% Senior Notes, which were written-off during the three months ended December 28, 2019 and were recognized in the “Costs related to refinancing” line in the Condensed Consolidated Statements of Operations. Receivables Facility On April 7, 2017 , the Company entered into a Master Repurchase Agreement (including the annexes thereto, the “Repurchase Agreement”) and a Master Framework Agreement, as amended annually (the “Framework Agreement” and, together with the Repurchase Agreement, the “Receivables Facility”). Under the Receivables Facility, the Company may sell a portfolio of available and eligible outstanding customer accounts receivable to the purchasers and simultaneously agree to repurchase the receivables on a weekly basis. The eligible accounts receivable consist of accounts receivable generated by sales to three specified customers. The eligible amount of customer accounts receivables which may be sold under the Receivables Facility is $400.0 million and the commitment amount during the seasonal commitment period beginning on February 28, 2020 and ending on June 19, 2020 is $160.0 million . The Receivables Facility expires on August 21, 2020 . The Company accounts for the sale of receivables under the Receivables Facility as short-term debt and continues to carry the receivables on its Condensed Consolidated Balance Sheets, primarily as a result of the Company’s requirement to repurchase receivables sold. As of December 28, 2019 and December 29, 2018 , there were $39.0 million and $40.0 million , respectively, in borrowings on receivables pledged as collateral under the Receivables Facility, and the carrying value of the receivables pledged as collateral was $43.3 million and $44.4 million , respectively. As of December 28, 2019 and December 29, 2018 , there was $0.6 million and $0.2 million , respectively, of availability under the Receivables Facility. Interest Rate Swap Agreements 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. The swap agreements had a maximum total U.S. dollar equivalent notional amount of $850.0 million , $1,300.0 million and $850.0 million at December 28, 2019 , December 29, 2018 and September 30, 2019 , respectively. Interest payments made between the effective date and expiration date are hedged by the swap agreements, except as noted below. The notional amount, effective date, expiration date and rate of each of these swap agreements outstanding at December 28, 2019 are shown in the table below: Notional Amount Effective Expiration Fixed $ 250 (b) 1/8/2018 6/8/2020 2.09 % 100 6/20/2018 10/20/2020 2.15 % 200 (b) 11/7/2018 6/7/2021 2.87 % 100 11/7/2018 7/7/2021 2.96 % 200 11/7/2018 10/7/2021 2.98 % (a) The effective date refers to the date on which interest payments were 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 were 4.5% and 4.8% for the three months ended December 28, 2019 and December 29, 2018 |
EQUITY
EQUITY | 3 Months Ended |
Dec. 28, 2019 | |
Equity [Abstract] | |
EQUITY | EQUITY The following table provides a summary of the changes in total equity, equity attributable to controlling interest, and equity attributable to noncontrolling interests for each of the periods indicated (in millions): Common Shares and Capital in Retained Treasury Accumulated Other Total Equity - Non-controlling Total Balance at September 30, 2019 $ 442.2 $ 1,274.7 $ (904.3 ) $ (93.9 ) $ 718.7 $ 4.5 $ 723.2 Net income (loss) — (71.4 ) — — (71.4 ) 0.1 (71.3 ) Other comprehensive income (loss) — — — 2.9 2.9 — 2.9 Share-based compensation 7.0 — — — 7.0 — 7.0 Dividends declared ($0.580 per share) — (33.5 ) — — (33.5 ) — (33.5 ) Treasury share issuances (0.3 ) — 1.2 — 0.9 — 0.9 Balance at December 28, 2019 $ 448.9 $ 1,169.8 $ (903.1 ) $ (91.0 ) $ 624.6 $ 4.7 $ 629.3 The sum of the components may not equal due to rounding. Common Shares and Capital in Excess of Stated Value Retained Earnings Treasury Shares Accumulated Other Comprehensive Loss Total Equity - Controlling Interest Non-controlling Interest Total Equity Balance at September 30, 2018 $ 420.3 $ 919.9 $ (939.6 ) $ (46.0 ) $ 354.6 $ 5.0 $ 359.6 Adoption of new accounting pronouncements — 26.0 — (16.9 ) 9.1 — 9.1 Net income (loss) — (79.6 ) — — (79.6 ) (0.1 ) (79.7 ) Other comprehensive income (loss) — — — (12.4 ) (12.4 ) — (12.4 ) Share-based compensation 6.6 — — — 6.6 — 6.6 Dividends declared ($0.550 per share) — (30.9 ) — — (30.9 ) — (30.9 ) Treasury share issuances (1.0 ) — 1.9 — 0.9 — 0.9 Balance at December 29, 2018 $ 425.9 $ 835.4 $ (937.7 ) $ (75.3 ) $ 248.3 $ 4.9 $ 253.2 The sum of the components may not equal due to rounding. Accumulated Other Comprehensive Loss At December 28, 2019 and September 30, 2019 , the Company had unrecognized losses on pension and other postretirement liabilities of $69.5 million , net of tax of $23.1 million , and $68.4 million , net of tax of $22.8 million , respectively, recorded in accumulated other comprehensive loss. At December 28, 2019 and September 30, 2019 , the Company had accumulated foreign currency translation losses of $12.8 million and $17.4 million , respectively, recorded in accumulated other comprehensive loss. At December 28, 2019 and September 30, 2019 , the Company had unrecognized losses on derivatives of $8.7 million , net of tax of $3.0 million , and $8.1 million , net of tax of $2.8 million , respectively, recorded in accumulated other comprehensive loss. Dividends On July 30, 2019 , the Scotts Miracle-Gro Board of Directors approved an increase in the Company’s quarterly cash dividend from $0.55 to $0.58 per Common Share. Share Repurchases In August 2014 , Scotts Miracle-Gro announced that its Board of Directors authorized the repurchase of up to $500.0 million of Common Shares over a five year period (effective November 1, 2014 through September 30, 2019 ). On August 3, 2016 , Scotts Miracle-Gro announced that its Board of Directors authorized a $500.0 million increase to the share repurchase authorization ending on September 30, 2019 . On August 2, 2019 , the Scotts Miracle-Gro Board of Directors authorized an extension of the current share repurchase authorization through March 28, 2020 . The amended authorization allows for repurchases of Common Shares of up to an aggregate amount of $1.0 billion through March 28, 2020 . The authorization provides the Company with flexibility to purchase Common Shares from time to time in open market purchases or through privately negotiated transactions. All or part of the repurchases may be made under Rule 10b5-1 plans, which the Company may enter into from time to time and which enable the repurchases to occur on a more regular basis, or pursuant to accelerated share repurchases. The share repurchase authorization may be suspended or discontinued by the Board of Directors at any time, and there can be no guarantee as to the timing or amount of any repurchases. There were no share repurchases under the program during the three months ended December 28, 2019 and December 29, 2018 . From the inception of this share repurchase program in the fourth quarter of fiscal 2014 through December 28, 2019 , Scotts Miracle-Gro repurchased approximately 8.3 million Common Shares for $714.6 million . On January 31, 2020 , the Scotts Miracle-Gro Board of Directors authorized a new repurchase program allowing for repurchases of Common Shares of up to an aggregate amount of $750.0 million beginning April 30, 2020 through March 25, 2023 . Share-Based Awards Scotts Miracle-Gro grants share-based awards annually to officers and certain other employees of the Company and 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 awards. All of these share-based awards have been made under plans approved by the shareholders of Scotts Miracle-Gro. If available, Scotts Miracle-Gro will typically use treasury shares, or if not available, newly-issued Common Shares, in satisfaction of its share-based awards. Subsequent to December 28, 2019 , the Company awarded restricted stock units, performance-based award units and deferred stock units representing 0.2 million Common Shares to employees and members of the Board of Directors with an estimated fair value of $20.0 million on the date of grant. The following is a summary of the share-based awards granted during each of the periods indicated: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, Employees Restricted stock units 4,066 2,576 Performance units — 1,078 Board of Directors Deferred stock units 976 1,445 Total share-based awards 5,042 5,099 Aggregate fair value at grant dates (in millions) $ 0.5 $ 0.4 Total share-based compensation was as follows for each of the periods indicated: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Share-based compensation $ 7.0 $ 6.6 Tax benefit recognized 1.7 1.7 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Dec. 28, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The effective tax rates related to continuing operations for the three months ended December 28, 2019 and December 29, 2018 were 25.0% and 22.0% , respectively. The effective tax rate used for interim reporting purposes is based on management’s best estimate of factors impacting the effective tax rate for the full fiscal year and includes the impact of discrete items recognized in the quarter. There can be no assurance that the effective tax rate estimated for interim financial reporting purposes will approximate the effective tax rate determined at fiscal year end. 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. There are currently no ongoing audits with respect to the U.S. federal or foreign jurisdictions. Subject to the following exceptions, the Company is no longer subject to examination by these tax authorities for fiscal years prior to 2016. The Company is currently under examination by certain U.S. state and local tax authorities covering various periods from fiscal years 2012 through 2018 . In addition to the aforementioned audits, certain other tax deficiency notices and refund claims for previous years remain unresolved. |
CONTINGENCIES
CONTINGENCIES | 3 Months Ended |
Dec. 28, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | CONTINGENCIES Management regularly evaluates the Company’s contingencies, including various lawsuits and claims which arise in the normal course of business, 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 December 28, 2019 , $3.9 million was accrued in the “Other liabilities” line in the Condensed Consolidated Balance Sheets 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 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. The Company is involved in other lawsuits and claims which arise in the normal course of business. These claims individually and in the aggregate are not expected to result in a material effect on the Company’s financial condition, results of operations or cash flows. |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | 3 Months Ended |
Dec. 28, 2019 | |
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. The notional amount of outstanding currency forward contracts was $128.7 million , $117.5 million and $120.0 million at December 28, 2019 , December 29, 2018 and September 30, 2019 , respectively. Contracts outstanding at December 28, 2019 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. The swap agreements had a maximum total U.S. dollar equivalent notional amount of $850.0 million , $1,300.0 million and $850.0 million at December 28, 2019 , December 29, 2018 and September 30, 2019 , respectively. Refer to “NOTE 7. DEBT” for the terms of the swap agreements outstanding at December 28, 2019 . Included in the AOCI balance at December 28, 2019 was a loss of $4.0 million 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, diesel and resin requirements. Changes in the fair value of derivative contracts that qualify for hedge accounting are recorded in AOCI. Realized gains or losses remain as a component of AOCI until the related inventory is sold. Included in the AOCI balance at December 28, 2019 was a loss of $1.8 million 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: COMMODITY DECEMBER 28, DECEMBER 29, SEPTEMBER 30, Urea 45,500 tons 52,000 tons 78,500 tons Resin 11,000,000 pounds 12,600,000 pounds 14,900,000 pounds Diesel 4,368,000 gallons 4,410,000 gallons 4,956,000 gallons Heating Oil 1,344,000 gallons 1,218,000 gallons 1,344,000 gallons Fair Values of Derivative Instruments The fair values of the Company’s derivative instruments were as follows: ASSETS / (LIABILITIES) DERIVATIVES DESIGNATED AS HEDGING INSTRUMENTS BALANCE SHEET LOCATION DECEMBER 28, DECEMBER 29, SEPTEMBER 30, (In millions) Interest rate swap agreements Prepaid and other current assets $ — $ 1.8 $ — Other assets — 0.6 — Other current liabilities (5.4 ) (1.6 ) (5.5 ) Other liabilities (3.8 ) (3.1 ) (5.3 ) Commodity hedging instruments Prepaid and other current assets — 0.8 — Other current liabilities (1.6 ) — (0.8 ) Total derivatives designated as hedging instruments $ (10.8 ) $ (1.5 ) $ (11.6 ) DERIVATIVES NOT DESIGNATED AS HEDGING INSTRUMENTS BALANCE SHEET LOCATION Currency forward contracts Prepaid and other current assets $ — $ 0.8 $ 1.7 Other current liabilities (2.2 ) (0.3 ) (0.4 ) Commodity hedging instruments Prepaid and other current assets 0.1 — — Other current liabilities — (2.4 ) (0.4 ) Total derivatives not designated as hedging instruments (2.1 ) (1.9 ) 0.9 Total derivatives $ (12.9 ) $ (3.4 ) $ (10.7 ) The effect of derivative instruments on AOCI and the Condensed Consolidated Statements of Operations for each of the periods presented was as follows: DERIVATIVES IN CASH FLOW HEDGING RELATIONSHIPS AMOUNT OF GAIN / (LOSS) RECOGNIZED IN AOCI THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Interest rate swap agreements $ 0.4 $ (4.6 ) Commodity hedging instruments (1.8 ) (3.3 ) Total $ (1.4 ) $ (7.9 ) DERIVATIVES IN CASH FLOW HEDGING RELATIONSHIPS RECLASSIFIED FROM AOCI INTO STATEMENT OF OPERATIONS AMOUNT OF GAIN / (LOSS) THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Interest rate swap agreements Interest expense $ (0.8 ) $ (0.1 ) Commodity hedging instruments Cost of sales — 0.2 Total $ (0.8 ) $ 0.1 DERIVATIVES NOT DESIGNATED AS HEDGING INSTRUMENTS RECOGNIZED IN STATEMENT OF OPERATIONS AMOUNT OF GAIN / (LOSS) THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Currency forward contracts Other income / expense, net $ (4.8 ) $ 3.5 Commodity hedging instruments Cost of sales 0.5 (3.7 ) Total $ (4.3 ) $ (0.2 ) |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Dec. 28, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The following table summarizes the fair value of the Company’s assets and liabilities for which disclosure of fair value is required (in millions): DECEMBER 28, 2019 DECEMBER 29, 2018 SEPTEMBER 30, 2019 FAIR VALUE HEIRARCHY LEVEL CARRYING ESTIMATED CARRYING ESTIMATED CARRYING ESTIMATED Assets: Cash equivalents Level 1 $ 2.4 $ 2.4 $ 1.1 $ 1.1 $ 2.0 $ 2.0 Derivatives Interest rate swap agreements Level 2 — — 2.4 2.4 — — Currency forward contracts Level 2 — — 0.8 0.8 1.7 1.7 Commodity hedging instruments Level 2 0.1 0.1 0.8 0.8 — — Other Investment securities in non-qualified retirement plan assets Level 1 25.2 25.2 18.2 18.2 21.6 21.6 Bonnie Option Level 3 11.3 11.3 13.0 13.0 11.3 11.3 Liabilities: Derivatives Interest rate swap agreements Level 2 $ 9.2 $ 9.2 $ 4.7 $ 4.7 $ 10.8 $ 10.8 Currency forward contracts Level 2 2.2 2.2 0.3 0.3 0.4 0.4 Commodity hedging instruments Level 2 1.6 1.6 2.4 2.4 1.2 1.2 Debt instruments Credit facilities – revolving loans Level 2 537.1 537.1 793.9 793.9 147.2 147.2 Credit facilities – term loans Level 2 750.0 750.0 790.0 790.0 750.0 750.0 Senior Notes – 4.500% Level 1 450.0 459.6 — — — — Senior Notes – 5.250% Level 1 250.0 267.5 250.0 230.0 250.0 263.4 Senior Notes – 6.000% Level 1 — — 400.0 398.5 400.0 412.5 Receivables facility Level 2 39.0 39.0 40.0 40.0 76.0 76.0 Other Debt Level 2 48.4 48.4 16.3 16.3 36.1 36.1 Contingent consideration Level 3 — — 0.9 0.9 — — |
LEASES AND OTHER COMMITMENTS LE
LEASES AND OTHER COMMITMENTS LEASES AND OTHER COMMITMENTS | 3 Months Ended |
Dec. 28, 2019 | |
Leases [Abstract] | |
LEASES AND OTHER COMMITMENTS | LEASES AND OTHER COMMITMENTS 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. Certain lease agreements contain renewal and purchase options. The lease agreements generally require that the Company pay taxes, insurance and maintenance expenses related to the leased assets. There were no material operating leases that the Company had entered into and that were yet to commence as of December 28, 2019 . From time to time, the Company will sublease portions of its facilities, resulting in sublease income. Sublease income and the related cash flows are not material to the condensed consolidated financial statements for the three months ended December 28, 2019 . The Company leases certain vehicles (primarily cars and light trucks) under agreements that are cancelable 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 December 28, 2019 , the Company’s residual value guarantee would have approximated $3.4 million . Supplemental balance sheet information related to the Company’s leases was as follows: BALANCE SHEET LOCATION DECEMBER 28, 2019 (In millions) Operating leases: Right-of-use assets Other assets $ 129.5 Current lease liabilities Other current liabilities 45.0 Non-current lease liabilities Other liabilities 88.9 Total operating lease liabilities $ 133.9 Finance leases: Right-of-use assets Property, plant and equipment, net $ 36.3 Current lease liabilities Current portion of debt 4.5 Non-current lease liabilities Long-term debt 32.4 Total finance lease liabilities $ 36.9 Components of lease cost were as follows: THREE MONTHS ENDED DECEMBER 28, 2019 (In millions) Operating lease cost (a) $ 13.1 Variable lease cost 2.3 Finance lease cost Amortization of right-of-use assets 0.9 Interest on lease liabilities 0.3 Total finance lease cost $ 1.2 (a) Short-term lease expense is excluded from operating lease cost and is not material. Operating lease cost includes amortization of ROU assets of $11.1 million . Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows: THREE MONTHS ENDED DECEMBER 28, 2019 (In millions) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases, net $ 13.4 Operating cash flows from finance leases 0.3 Financing cash flows from finance leases 0.4 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 11.0 Finance leases 11.9 Weighted-average remaining lease term and discount rate for the Company’s leases were as follows: DECEMBER 28, 2019 Weighted-average remaining lease term (in years): Operating leases 4.0 Finance leases 8.9 Weighted-average discount rate: Operating leases 3.8 % Finance leases 4.2 % Maturities of lease liabilities by fiscal year for the Company’s leases as of December 28, 2019 were as follows (in millions): Year OPERATING LEASES FINANCE LEASES 2020 (remainder of the year) $ 38.5 $ 4.4 2021 40.9 6.1 2022 28.6 6.1 2023 15.8 6.1 2024 8.2 6.2 Thereafter 12.6 16.0 Total lease payments 144.6 44.9 Less: Imputed interest (10.7 ) (8.0 ) Total lease liabilities $ 133.9 $ 36.9 The future minimum annual lease payments required under the Company’s existing non-cancelable operating and capital lease agreements as of September 30, 2019 prior to the adoption of ASC 842 were as follows (in millions): Year OPERATING LEASES CAPITAL LEASES 2020 $ 52.8 $ 3.0 2021 40.3 3.5 2022 28.1 3.5 2023 15.4 3.6 2024 7.9 3.6 Thereafter 12.6 15.4 Total lease payments $ 157.1 $ 32.6 |
LEASES AND OTHER COMMITMENTS | LEASES AND OTHER COMMITMENTS 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. Certain lease agreements contain renewal and purchase options. The lease agreements generally require that the Company pay taxes, insurance and maintenance expenses related to the leased assets. There were no material operating leases that the Company had entered into and that were yet to commence as of December 28, 2019 . From time to time, the Company will sublease portions of its facilities, resulting in sublease income. Sublease income and the related cash flows are not material to the condensed consolidated financial statements for the three months ended December 28, 2019 . The Company leases certain vehicles (primarily cars and light trucks) under agreements that are cancelable 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 December 28, 2019 , the Company’s residual value guarantee would have approximated $3.4 million . Supplemental balance sheet information related to the Company’s leases was as follows: BALANCE SHEET LOCATION DECEMBER 28, 2019 (In millions) Operating leases: Right-of-use assets Other assets $ 129.5 Current lease liabilities Other current liabilities 45.0 Non-current lease liabilities Other liabilities 88.9 Total operating lease liabilities $ 133.9 Finance leases: Right-of-use assets Property, plant and equipment, net $ 36.3 Current lease liabilities Current portion of debt 4.5 Non-current lease liabilities Long-term debt 32.4 Total finance lease liabilities $ 36.9 Components of lease cost were as follows: THREE MONTHS ENDED DECEMBER 28, 2019 (In millions) Operating lease cost (a) $ 13.1 Variable lease cost 2.3 Finance lease cost Amortization of right-of-use assets 0.9 Interest on lease liabilities 0.3 Total finance lease cost $ 1.2 (a) Short-term lease expense is excluded from operating lease cost and is not material. Operating lease cost includes amortization of ROU assets of $11.1 million . Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows: THREE MONTHS ENDED DECEMBER 28, 2019 (In millions) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases, net $ 13.4 Operating cash flows from finance leases 0.3 Financing cash flows from finance leases 0.4 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 11.0 Finance leases 11.9 Weighted-average remaining lease term and discount rate for the Company’s leases were as follows: DECEMBER 28, 2019 Weighted-average remaining lease term (in years): Operating leases 4.0 Finance leases 8.9 Weighted-average discount rate: Operating leases 3.8 % Finance leases 4.2 % Maturities of lease liabilities by fiscal year for the Company’s leases as of December 28, 2019 were as follows (in millions): Year OPERATING LEASES FINANCE LEASES 2020 (remainder of the year) $ 38.5 $ 4.4 2021 40.9 6.1 2022 28.6 6.1 2023 15.8 6.1 2024 8.2 6.2 Thereafter 12.6 16.0 Total lease payments 144.6 44.9 Less: Imputed interest (10.7 ) (8.0 ) Total lease liabilities $ 133.9 $ 36.9 The future minimum annual lease payments required under the Company’s existing non-cancelable operating and capital lease agreements as of September 30, 2019 prior to the adoption of ASC 842 were as follows (in millions): Year OPERATING LEASES CAPITAL LEASES 2020 $ 52.8 $ 3.0 2021 40.3 3.5 2022 28.1 3.5 2023 15.4 3.6 2024 7.9 3.6 Thereafter 12.6 15.4 Total lease payments $ 157.1 $ 32.6 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Dec. 28, 2019 | |
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 located in the geographic United States. Hawthorne consists of the Company’s indoor, urban and hydroponic gardening business. Other consists of the Company’s consumer lawn and garden business in geographies other than the U.S. and the Company’s product sales to commercial nurseries, greenhouses and other professional customers. In addition, Corporate consists of general and administrative expenses and certain other income and expense items not allocated to the business segments. 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. 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: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Net sales: U.S. Consumer $ 147.4 $ 136.9 Hawthorne 198.8 140.8 Other 19.6 20.4 Consolidated $ 365.8 $ 298.1 Segment Profit (Loss): U.S. Consumer $ (41.5 ) $ (43.1 ) Hawthorne 13.9 4.4 Other (3.5 ) (4.0 ) Total Segment Loss (31.1 ) (42.7 ) Corporate (26.1 ) (27.9 ) Intangible asset amortization (7.6 ) (8.3 ) Impairment, restructuring and other 2.2 (6.0 ) Equity in income of unconsolidated affiliates — 1.3 Costs related to refinancing (15.1 ) — Interest expense (20.0 ) (25.2 ) Other non-operating income, net 2.6 2.9 Loss from continuing operations before income taxes $ (95.1 ) $ (105.9 ) The following table presents net sales by product category: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) U.S. Consumer: Growing media $ 44.8 $ 38.3 Lawn care 50.8 49.7 Controls 28.8 30.2 Roundup ® marketing agreement 8.9 8.1 Other, primarily gardening and landscape 14.1 10.6 Hawthorne: Indoor, urban and hydroponic gardening 198.8 140.8 Other: Growing media 11.2 10.9 Lawn care 3.4 2.5 Other, primarily gardening and controls 5.0 7.0 Total net sales $ 365.8 $ 298.1 The following table presents net sales by geographic area: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Net sales: United States $ 320.4 $ 246.9 International 45.4 51.2 $ 365.8 $ 298.1 |
FINANCIAL INFORMATION FOR SUBSI
FINANCIAL INFORMATION FOR SUBSIDIARY GUARANTORS AND NON-GUARANTORS | 3 Months Ended |
Dec. 28, 2019 | |
Condensed Financial Information of Parent Subsidiary Guarantors and Subsidiary Non Guarantors [Abstract] | |
FINANCIAL INFORMATION FOR SUBSIDIARY GUARANTORS AND NON-GUARANTORS | FINANCIAL INFORMATION FOR SUBSIDIARY GUARANTORS AND NON-GUARANTORS The 5.250% Senior Notes and 4.500% Senior Notes were issued on December 15, 2016, and October 22, 2019, respectively. The 5.250% Senior Notes and 4.500% Senior Notes are guaranteed by certain of the Company’s domestic subsidiaries and, therefore, the Company reports condensed consolidating financial information in accordance with SEC Regulation S-X Rule 3-10, Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered. The guarantees are “full and unconditional,” as those terms are used in Regulation S-X Rule 3-10, except that a subsidiary’s guarantee will be released in certain circumstances set forth in the indentures governing the 5.250% Senior Notes and 4.500% Senior Notes, such as (1) upon any sale or other disposition of all or substantially all of the assets of the subsidiary (including by way of merger or consolidation) to any person other than Scotts Miracle-Gro or any “restricted subsidiary” under the applicable indenture; (2) if the subsidiary merges with and into Scotts Miracle-Gro, with Scotts Miracle-Gro surviving such merger; (3) if the subsidiary is designated an “unrestricted subsidiary” in accordance with the applicable indenture or otherwise ceases to be a “restricted subsidiary” (including by way of liquidation or dissolution) in a transaction permitted by such indenture; (4) upon legal or covenant defeasance; (5) at the election of Scotts Miracle-Gro following the subsidiary’s release as a guarantor under the Fifth A&R Credit Agreement, except a release by or as a result of the repayment of the Fifth A&R Credit Agreement; or (6) if the subsidiary ceases to be a “restricted subsidiary” and the subsidiary is not otherwise required to provide a guarantee of the 5.250% Senior Notes and the 4.500% Senior Notes pursuant to the applicable indenture. The following 100% directly or indirectly owned subsidiaries fully and unconditionally guarantee at December 28, 2019 the 5.250% Senior Notes and the 4.500% Senior Notes on a joint and several basis: Hyponex Corporation; Miracle-Gro Lawn Products, Inc.; OMS Investments, Inc.; Rod McLellan Company; Sanford Scientific, Inc.; Scotts Temecula Operations, LLC; Scotts Manufacturing Company; Scotts Products Co.; Scotts Professional Products Co.; Scotts-Sierra Investments LLC; SMG Growing Media, Inc.; Swiss Farms Products, Inc.; SMGM LLC; The Scotts Company LLC; The Hawthorne Gardening Company; Hawthorne Hydroponics LLC; HGCI, Inc. and GenSource, Inc. (collectively, the “Guarantors”). Effective in the three month period ending March 30, 2019, Gutwein & Co., Inc. was dissolved and its subsidiary guarantee was released. Effective in the three month period ending June 29, 2019, SLS Holdings, Inc. and SMG ITO Holdings, Inc. were dissolved and their subsidiary guarantees were released. The following information presents Condensed Consolidating Statements of Operations for the three months ended December 28, 2019 and December 29, 2018 , Condensed Consolidating Statements of Comprehensive Income (Loss) for the three months ended December 28, 2019 and December 29, 2018 , Condensed Consolidating Statements of Cash Flows for the three months ended December 28, 2019 and December 29, 2018 , and Condensed Consolidating Balance Sheets as of December 28, 2019 , December 29, 2018 and September 30, 2019 THE SCOTTS MIRACLE-GRO COMPANY Condensed Consolidating Statement of Operations for the three months ended December 28, 2019 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated Net sales $ — $ 302.3 $ 63.5 $ — $ 365.8 Cost of sales — 259.6 51.7 — 311.3 Cost of sales—impairment, restructuring and other — 0.3 — — 0.3 Gross profit — 42.4 11.8 — 54.2 Operating expenses: Selling, general and administrative — 104.6 14.9 0.3 119.8 Impairment, restructuring and other — (2.5 ) — — (2.5 ) Other (income) expense, net — (0.2 ) (0.3 ) — (0.5 ) Income (loss) from operations — (59.5 ) (2.8 ) (0.3 ) (62.6 ) Equity (income) loss in subsidiaries 50.6 (1.1 ) — (49.5 ) — Costs related to refinancing 15.1 — — — 15.1 Interest expense 15.5 13.0 0.7 (9.2 ) 20.0 Other non-operating (income) expense, net (3.3 ) (1.9 ) (6.6 ) 9.2 (2.6 ) Income (loss) from continuing operations before income taxes (77.9 ) (69.5 ) 3.1 49.2 (95.1 ) Income tax expense (benefit) from continuing operations (6.8 ) (17.8 ) 0.8 — (23.8 ) Income (loss) from continuing operations (71.1 ) (51.7 ) 2.3 49.2 (71.3 ) Income (loss) from discontinued operations, net of tax — — — — — Net income (loss) $ (71.1 ) $ (51.7 ) $ 2.3 $ 49.2 $ (71.3 ) Net (income) loss attributable to noncontrolling interest — — — (0.1 ) (0.1 ) Net income (loss) attributable to controlling interest $ (71.1 ) $ (51.7 ) $ 2.3 $ 49.1 $ (71.4 ) THE SCOTTS MIRACLE-GRO COMPANY Condensed Consolidating Statement of Comprehensive Income (Loss) for the three months ended December 28, 2019 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated Net income (loss) $ (71.1 ) $ (51.7 ) $ 2.3 $ 49.2 $ (71.3 ) Other comprehensive income (loss), net of tax: Net foreign currency translation adjustment 4.6 — 4.6 (4.6 ) 4.6 Net change in derivatives (0.6 ) (1.8 ) — 1.8 (0.6 ) Net change in pension and other post-retirement benefits (1.1 ) 0.1 (1.2 ) 1.1 (1.1 ) Total other comprehensive income (loss) 2.9 (1.7 ) 3.4 (1.7 ) 2.9 Comprehensive income (loss) (68.2 ) (53.4 ) 5.7 47.5 (68.4 ) Comprehensive (income) loss attributable to noncontrolling interest — — — (0.1 ) (0.1 ) Comprehensive income (loss) attributable to controlling interest $ (68.2 ) $ (53.4 ) $ 5.7 $ 47.4 $ (68.5 ) THE SCOTTS MIRACLE-GRO COMPANY Condensed Consolidating Statement of Cash Flows for the three months ended December 28, 2019 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $ (20.0 ) $ (295.8 ) $ (2.4 ) $ — $ (318.2 ) INVESTING ACTIVITIES (a) Investments in property, plant and equipment — (20.5 ) (1.4 ) — (21.9 ) Investments in loans receivable — (2.5 ) — — (2.5 ) Other investing, net — 1.7 (3.0 ) — (1.3 ) Return of investments from affiliates 463.5 — — (463.5 ) — Investing cash flows from (to) affiliates (443.4 ) (0.7 ) — 444.1 — Net cash provided by (used in) investing activities 20.1 (22.0 ) (4.4 ) (19.4 ) (25.7 ) FINANCING ACTIVITIES Borrowings under revolving and bank lines of credit and term loans — 426.2 39.5 — 465.7 Repayments under revolving and bank lines of credit and term loans — (86.4 ) (26.4 ) — (112.8 ) Proceeds from issuance of 4.500% Senior Notes 450.0 — — — 450.0 Repayment of 6.000% Senior Notes (400.0 ) — — — (400.0 ) Financing and issuance fees (18.6 ) — — — (18.6 ) Dividends paid (32.4 ) (463.5 ) — 463.5 (32.4 ) Payments on seller notes — (0.5 ) — — (0.5 ) Cash received from exercise of stock options 0.9 — — — 0.9 Financing cash flows from (to) affiliates — 443.4 0.7 (444.1 ) — Net cash provided by (used in) financing activities (0.1 ) 319.2 13.8 19.4 352.3 Effect of exchange rate changes on cash — — 0.2 — 0.2 Net increase (decrease) in cash and cash equivalents — 1.4 7.2 — 8.6 Cash and cash equivalents at beginning of period — 2.3 16.5 — 18.8 Cash and cash equivalents at end of period $ — $ 3.7 $ 23.7 $ — $ 27.4 (a) Cash received by the Parent from the Guarantors and Non-Guarantors in the form of dividends in the amount of $463.5 million THE SCOTTS MIRACLE-GRO COMPANY Condensed Consolidating Balance Sheet As of December 28, 2019 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 3.7 $ 23.7 $ — $ 27.4 Accounts receivable, net — 145.9 46.8 — 192.7 Accounts receivable pledged — 43.3 — — 43.3 Inventories — 776.3 89.8 — 866.1 Prepaid and other current assets — 193.1 10.2 — 203.3 Total current assets — 1,162.3 170.5 — 1,332.8 Property, plant and equipment, net — 485.4 60.0 — 545.4 Goodwill — 421.9 107.4 11.6 540.9 Intangible assets, net — 608.9 86.9 5.9 701.7 Other assets 7.1 261.4 66.7 — 335.2 Equity investment in subsidiaries 1,164.0 — — (1,164.0 ) — Intercompany assets 1,457.9 — — (1,457.9 ) — Total assets $ 2,629.0 $ 2,939.9 $ 491.5 $ (2,604.4 ) $ 3,456.0 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ 49.0 $ 84.8 $ 9.0 $ (49.0 ) $ 93.8 Accounts payable — 287.2 22.2 — 309.4 Other current liabilities 17.7 164.0 24.8 — 206.5 Total current liabilities 66.7 536.0 56.0 (49.0 ) 609.7 Long-term debt 1,936.3 1,165.2 115.5 (1,247.1 ) 1,969.9 Other liabilities 1.4 208.2 37.5 — 247.1 Equity investment in subsidiaries — 72.0 — (72.0 ) — Intercompany liabilities — 48.6 87.3 (135.9 ) — Total liabilities 2,004.4 2,030.0 296.3 (1,504.0 ) 2,826.7 Total equity—controlling interest 624.6 909.9 195.2 (1,105.1 ) 624.6 Noncontrolling interest — — — 4.7 4.7 Total equity 624.6 909.9 195.2 (1,100.4 ) 629.3 Total liabilities and equity $ 2,629.0 $ 2,939.9 $ 491.5 $ (2,604.4 ) $ 3,456.0 THE SCOTTS MIRACLE-GRO COMPANY Condensed Consolidating Statement of Operations for the three months ended December 29, 2018 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated Net sales $ — $ 232.1 $ 66.0 $ — $ 298.1 Cost of sales — 206.9 54.2 — 261.1 Cost of sales—impairment, restructuring and other — 2.2 0.3 — 2.5 Gross profit — 23.0 11.5 — 34.5 Operating expenses: Selling, general and administrative — 101.4 14.6 0.3 116.3 Impairment, restructuring and other — 3.4 0.1 — 3.5 Other (income) expense, net (0.2 ) 0.1 (0.3 ) — (0.4 ) Income (loss) from operations 0.2 (81.9 ) (2.9 ) (0.3 ) (84.9 ) Equity (income) loss in subsidiaries 69.3 (1.5 ) — (67.8 ) — Equity in (income) loss of unconsolidated affiliates — (1.4 ) 0.1 — (1.3 ) Interest expense 18.8 18.3 0.9 (12.8 ) 25.2 Other non-operating (income) expense, net (5.9 ) (2.3 ) (7.5 ) 12.8 (2.9 ) Income (loss) from continuing operations before income taxes (82.0 ) (95.0 ) 3.6 67.5 (105.9 ) Income tax expense (benefit) from continuing operations (2.8 ) (21.3 ) 0.8 — (23.3 ) Income (loss) from continuing operations (79.2 ) (73.7 ) 2.8 67.5 (82.6 ) Income (loss) from discontinued operations, net of tax — 3.0 (0.1 ) — 2.9 Net income (loss) $ (79.2 ) $ (70.7 ) $ 2.7 $ 67.5 $ (79.7 ) Net (income) loss attributable to noncontrolling interest — — — 0.1 0.1 Net income (loss) attributable to controlling interest $ (79.2 ) $ (70.7 ) $ 2.7 $ 67.6 $ (79.6 ) THE SCOTTS MIRACLE-GRO COMPANY Condensed Consolidating Statement of Comprehensive Income (Loss) for the three months ended December 29, 2018 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated Net income (loss) $ (79.2 ) $ (70.7 ) $ 2.7 $ 67.5 $ (79.7 ) Other comprehensive income (loss), net of tax: Net foreign currency translation adjustment (5.3 ) — (5.3 ) 5.3 (5.3 ) Net change in derivatives (8.0 ) (3.5 ) — 3.5 (8.0 ) Net change in pension and other post-retirement benefits 0.9 0.1 0.8 (0.9 ) 0.9 Total other comprehensive income (loss) (12.4 ) (3.4 ) (4.5 ) 7.9 (12.4 ) Comprehensive income (loss) (91.6 ) (74.1 ) (1.8 ) 75.4 (92.1 ) Comprehensive (income) loss attributable to noncontrolling interest — — — 0.1 0.1 Comprehensive income (loss) attributable to controlling interest $ (91.6 ) $ (74.1 ) $ (1.8 ) $ 75.5 $ (92.0 ) THE SCOTTS MIRACLE-GRO COMPANY Condensed Consolidating Statement of Cash Flows for the three months ended December 29, 2018 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $ (19.1 ) $ (193.6 ) $ (20.7 ) $ — $ (233.4 ) INVESTING ACTIVITIES (a) Investments in property, plant and equipment — (12.1 ) (0.6 ) — (12.7 ) Investments in acquired businesses, net of cash acquired — (6.6 ) — — (6.6 ) Other investing, net — 0.9 1.3 — 2.2 Return of investments from affiliates 49.1 — — (49.1 ) — Investing cash flows from (to) affiliates (0.2 ) (2.3 ) — 2.5 — Net cash provided by (used in) investing activities 48.9 (20.1 ) 0.7 (46.6 ) (17.1 ) FINANCING ACTIVITIES Borrowings under revolving and bank lines of credit and term loans — 347.6 39.2 — 386.8 Repayments under revolving and bank lines of credit and term loans — (86.6 ) (29.7 ) — (116.3 ) Dividends paid (30.4 ) (49.1 ) — 49.1 (30.4 ) Purchase of Common Shares (0.5 ) — — — (0.5 ) Payments on seller notes — (0.8 ) — — (0.8 ) Cash received from exercise of stock options 1.1 — — — 1.1 Financing cash flows from (to) affiliates — 0.2 2.3 (2.5 ) — Net cash provided by (used in) financing activities (29.8 ) 211.3 11.8 46.6 239.9 Effect of exchange rate changes on cash — — (0.7 ) — (0.7 ) Net increase (decrease) in cash and cash equivalents — (2.4 ) (8.9 ) — (11.3 ) Cash and cash equivalents at beginning of period — 3.0 30.9 — 33.9 Cash and cash equivalents at end of period $ — $ 0.6 $ 22.0 $ — $ 22.6 (a) Cash received by the Parent from the Guarantors and Non-Guarantors in the form of dividends in the amount of $49.1 million represent return of investments and are included in cash flows from investing activities. THE SCOTTS MIRACLE-GRO COMPANY Condensed Consolidating Balance Sheet As of December 29, 2018 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 0.6 $ 22.0 $ — $ 22.6 Accounts receivable, net — 107.2 56.6 — 163.8 Accounts receivable pledged — 44.4 — — 44.4 Inventories — 659.3 86.1 — 745.4 Prepaid and other current assets 2.0 79.2 21.3 — 102.5 Total current assets 2.0 890.7 186.0 — 1,078.7 Investment in unconsolidated affiliates — 36.6 0.7 — 37.3 Property, plant and equipment, net — 458.8 61.0 — 519.8 Goodwill — 420.1 108.0 11.6 539.7 Intangible assets, net — 745.7 93.9 7.2 846.8 Other assets 9.7 163.5 29.7 — 202.9 Equity investment in subsidiaries 746.1 — — (746.1 ) — Intercompany assets 1,736.3 — 2.0 (1,738.3 ) — Total assets $ 2,494.1 $ 2,715.4 $ 481.3 $ (2,465.6 ) $ 3,225.2 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ 47.7 $ 81.7 $ 13.4 $ (47.7 ) $ 95.1 Accounts payable — 206.1 30.9 — 237.0 Other current liabilities 10.6 228.9 23.0 — 262.5 Total current liabilities 58.3 516.7 67.3 (47.7 ) 594.6 Long-term debt 2,185.0 1,438.7 106.4 (1,543.9 ) 2,186.2 Distributions in excess of investment in unconsolidated affiliate — 21.9 — — 21.9 Other liabilities 2.5 140.4 26.4 — 169.3 Equity investment in subsidiaries — 2.5 — (2.5 ) — Intercompany liabilities — 119.8 — (119.8 ) — Total liabilities 2,245.8 2,240.0 200.1 (1,713.9 ) 2,972.0 Total equity—controlling interest 248.3 475.4 281.2 (756.6 ) 248.3 Noncontrolling interest — — — 4.9 4.9 Total equity 248.3 475.4 281.2 (751.7 ) 253.2 Total liabilities and equity $ 2,494.1 $ 2,715.4 $ 481.3 $ (2,465.6 ) $ 3,225.2 THE SCOTTS MIRACLE-GRO COMPANY Condensed Consolidating Balance Sheet As of September 30, 2019 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 2.3 $ 16.5 $ — $ 18.8 Accounts receivable, net — 182.0 41.9 — 223.9 Accounts receivable pledged — 84.5 — — 84.5 Inventories — 460.0 80.3 — 540.3 Prepaid and other current assets — 166.8 7.4 — 174.2 Total current assets — 895.6 146.1 — 1,041.7 Property, plant and equipment, net — 485.5 60.5 — 546.0 Goodwill — 421.9 105.2 11.6 538.7 Intangible assets, net — 614.9 86.3 6.3 707.5 Other assets 7.6 146.9 40.3 — 194.8 Equity investment in subsidiaries 1,223.4 — — (1,223.4 ) — Intercompany assets 1,065.8 — — (1,065.8 ) — Total assets $ 2,296.8 $ 2,564.8 $ 438.4 $ (2,271.3 ) $ 3,028.7 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ 48.7 $ 119.4 $ 8.7 $ (48.7 ) $ 128.1 Accounts payable — 192.5 21.7 — 214.2 Other current liabilities 27.4 230.0 20.8 — 278.2 Total current liabilities 76.1 541.9 51.2 (48.7 ) 620.5 Long-term debt 1,499.5 779.9 101.3 (857.2 ) 1,523.5 Other liabilities 2.5 135.5 23.5 — 161.5 Equity investment in subsidiaries — 76.6 — (76.6 ) — Intercompany liabilities — 59.1 74.3 (133.4 ) — Total liabilities 1,578.1 1,593.0 250.3 (1,115.9 ) 2,305.5 Total equity—controlling interest 718.7 971.8 188.1 (1,159.9 ) 718.7 Noncontrolling interest — — — 4.5 4.5 Total equity 718.7 971.8 188.1 (1,155.4 ) 723.2 Total liabilities and equity $ 2,296.8 $ 2,564.8 $ 438.4 $ (2,271.3 ) $ 3,028.7 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Dec. 28, 2019 | |
Accounting Policies [Abstract] | |
Nature Of Operations Policy [Policy Text Block] | Nature of Operations The Scotts Miracle-Gro Company (“Scotts Miracle-Gro” or “Parent”) and its subsidiaries (collectively, together with Scotts Miracle-Gro, the “Company”) are engaged in the manufacturing, marketing and sale of products for lawn and garden care and indoor, urban and hydroponic gardening. The Company’s products are sold in North America, Europe and Asia. Due to the seasonal nature of the consumer lawn and garden business, the majority of the Company’s sales to customers occur in the Company’s second and third fiscal quarters. On a combined basis, net sales for the second and third quarters of the last three fiscal years represented approximately 75% of the Company’s annual net sales. |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Policy Text Block] | Organization and Basis of Presentation The Company’s unaudited condensed consolidated financial statements for the three months ended December 28, 2019 and December 29, 2018 are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The condensed 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. AeroGrow International, Inc. (“AeroGrow”), in which the Company has a controlling interest, is consolidated, with the equity owned by other shareholders shown as noncontrolling interest in the Condensed Consolidated Balance Sheets, and the other shareholders’ portion of net earnings and other comprehensive income shown as net (income) loss or comprehensive (income) loss attributable to noncontrolling interest in the Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Comprehensive Income (Loss), respectively. The results of businesses acquired or disposed of are included in the condensed consolidated financial statements from the date of each acquisition or up to the date of disposal, respectively. In the opinion of management, interim results reflect all normal and recurring adjustments and are not necessarily indicative of results for a full year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted or condensed pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, this Quarterly Report on Form 10-Q should be read in conjunction with Scotts Miracle-Gro’s Annual Report on Form 10-K for the fiscal year ended September 30, 2019 (the “ 2019 Annual Report”), which includes a complete set of footnote disclosures, including the Company’s significant accounting policies. The Company’s Condensed Consolidated Balance Sheet at September 30, 2019 has been derived from the Company’s audited Consolidated Balance Sheet at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. |
Inventory, Policy [Policy Text Block] | 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 in-bound 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 determined by the first in, first out method of accounting. Inventories acquired through the acquisition of or subsequently produced by Sunlight Supply were initially recorded at fair value at the date of the acquisition and subsequently were measured using the average costing method of inventory valuation. During the three months ended December 28, 2019 , the Company determined it was preferable to use the first in, first out inventory valuation method and adopted this method for the remaining Sunlight Supply inventories not subject to the first in, first out method. This change in accounting principle resulted in an increase in inventories of $0.2 million |
Lessee, Leases [Policy Text Block] | Leases Effective October 1, 2019, the Company adopted Accounting Standards Codification (“ASC”) 842, Leases (“ASC 842”). Under this guidance, 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 excludes 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 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 Condensed Consolidated Balance Sheet. |
Recently Adopted & Issued Accounting Pronouncements | RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS In February 2016, the Financial Accounting Standards Board (“FASB”) issued its final standard on lease accounting, ASC 842. This guidance requires lessees to recognize a lease liability for the obligation to make lease payments and a ROU asset for the right to use the underlying asset for the lease term. The Company elected the optional transition method and adopted the new guidance on October 1, 2019 on a modified retrospective basis with no restatement of prior period amounts. Fiscal 2019 balances and related disclosures supporting those comparative period balances continue to be presented under ASC 840, Leases . As allowed under the new accounting standard, the Company elected to apply practical expedients to carry forward the original lease determinations, lease classifications and accounting of initial direct costs for all asset classes at the time of adoption. The Company also elected to exclude short-term leases from its Condensed Consolidated Balance Sheet. The Company’s adoption of the new standard resulted in the recognition of ROU assets of $129.6 million in the “Other assets” line in the Condensed Consolidated Balance Sheet, liabilities of $45.4 million in the “Other current liabilities” line in the Condensed Consolidated Balance Sheet and liabilities of $88.8 million in the “Other liabilities” line in the Condensed Consolidated Balance Sheet as of the October 1, 2019 adoption date. Adoption of the new standard did not result in a material cumulative effect adjustment to equity as of the date of adoption and did not have a material impact on the Company’s Condensed Consolidated Statements of Operations or Cash Flows. In connection with the adoption of this guidance, as required, the Company reclassified certain restructuring reserves (refer to “NOTE 4. IMPAIRMENT, RESTRUCTURING AND OTHER” for more information) and deferred rent liabilities as reductions to the ROU asset. Refer to “NOTE 13. LEASES AND OTHER COMMITMENTS” for more information. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS In June 2016, the FASB issued an accounting standard update related to the measurement of credit losses on financial instruments. The amended accounting guidance changes the impairment model for most financial assets to require measurement and recognition of expected credit losses for financial assets held. The provisions are effective for the Company’s financial statements no later than the fiscal year beginning October 1, 2020. The Company is continuing to assess the impact of the amended guidance. In August 2018, the FASB issued an accounting standard update that aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The provisions are effective for the Company’s financial statements no later than the fiscal year beginning October 1, 2020. The Company is continuing to assess the impact of the amended guidance. In August 2018, the FASB issued an accounting standard update that removes certain disclosures that are not considered cost beneficial, clarifies certain required disclosures and requires certain additional disclosures related to defined benefit pension and other postretirement plans. The provisions are effective for the Company’s financial statements no later than the fiscal year beginning October 1, 2020. The Company is continuing to assess the impact of the amended guidance. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Dec. 28, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Supplemental Cash Flow Information | Supplemental cash flow information was as follows: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Interest paid $ 28.1 $ 31.4 Income tax payments (refunds) (2.1 ) 8.7 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 3 Months Ended |
Dec. 28, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Discontinued Operations | The following table summarizes the results of discontinued operations described above and reflected within discontinued operations in the Company’s condensed consolidated financial statements for the period presented: THREE MONTHS ENDED DECEMBER 29, 2018 (In millions) Impairment, restructuring and other charges (recoveries), net $ (4.9 ) Income from discontinued operations before income taxes 4.9 Income tax expense from discontinued operations 2.0 Income from discontinued operations, net of tax $ 2.9 |
IMPAIRMENT, RESTRUCTURING AND_2
IMPAIRMENT, RESTRUCTURING AND OTHER (Tables) | 3 Months Ended |
Dec. 28, 2019 | |
Restructuring and Related Activities [Abstract] | |
Schedules of Impairment, Restructuring and Other Charges, and Activity Related to Liabilities | The following table details impairment, restructuring and other charges (recoveries) for each of the periods presented: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Cost of sales—impairment, restructuring and other: Restructuring and other charges $ 0.3 $ 2.0 Property, plant and equipment impairments — 0.5 Operating expenses: Restructuring and other charges (recoveries), net (2.5 ) 3.5 Impairment, restructuring and other charges (recoveries) from continuing operations (2.2 ) 6.0 Restructuring and other charges (recoveries), net, from discontinued operations — (4.9 ) Total impairment, restructuring and other charges (recoveries) $ (2.2 ) $ 1.1 The following table summarizes the activity related to liabilities associated with restructuring and other, excluding insurance reimbursement recoveries, during the three months ended December 28, 2019 (in millions): Amounts accrued for restructuring and other at September 30, 2019 $ 11.6 Restructuring and other charges from continuing operations 0.4 Payments and other (4.4 ) Amounts accrued for restructuring and other at December 28, 2019 $ 7.6 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Dec. 28, 2019 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories consisted of the following for each of the periods presented: DECEMBER 28, DECEMBER 29, SEPTEMBER 30, (In millions) Finished goods $ 609.2 $ 524.3 $ 344.9 Work-in-process 79.1 73.8 63.6 Raw materials 177.8 147.3 131.8 Total inventories $ 866.1 $ 745.4 $ 540.3 |
MARKETING AGREEMENT (Tables)
MARKETING AGREEMENT (Tables) | 3 Months Ended |
Dec. 28, 2019 | |
Marketing Agreement [Abstract] | |
Schedule of Net Commission and Reimbursements Earned Under Marketing Agreement | THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Gross commission $ — $ — Contribution expenses (4.5 ) (4.5 ) Net commission (4.5 ) (4.5 ) Reimbursements associated with Roundup ® marketing agreement 13.4 12.6 Total net sales associated with Roundup ® marketing agreement $ 8.9 $ 8.1 |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Dec. 28, 2019 | |
Debt Disclosure [Abstract] | |
Components of Long-Term Debt | The components of debt are as follows: DECEMBER 28, DECEMBER 29, SEPTEMBER 30, (In millions) Credit Facilities: Revolving loans $ 537.1 $ 793.9 $ 147.2 Term loans 750.0 790.0 750.0 Senior Notes – 5.250% 250.0 250.0 250.0 Senior Notes – 6.000% — 400.0 400.0 Senior Notes – 4.500% 450.0 — — Receivables facility 39.0 40.0 76.0 Finance lease obligations 36.9 0.6 25.8 Other 11.5 15.7 10.3 Total debt 2,074.5 2,290.2 1,659.3 Less current portions 93.8 95.1 128.1 Less unamortized debt issuance costs 10.8 8.9 7.7 Long-term debt $ 1,969.9 $ 2,186.2 $ 1,523.5 |
Schedule of Interest Rate Swap Agreements | The notional amount, effective date, expiration date and rate of each of these swap agreements outstanding at December 28, 2019 are shown in the table below: Notional Amount Effective Expiration Fixed $ 250 (b) 1/8/2018 6/8/2020 2.09 % 100 6/20/2018 10/20/2020 2.15 % 200 (b) 11/7/2018 6/7/2021 2.87 % 100 11/7/2018 7/7/2021 2.96 % 200 11/7/2018 10/7/2021 2.98 % (a) The effective date refers to the date on which interest payments were 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) | 3 Months Ended |
Dec. 28, 2019 | |
Equity [Abstract] | |
Summary of Changes in Equity | The following table provides a summary of the changes in total equity, equity attributable to controlling interest, and equity attributable to noncontrolling interests for each of the periods indicated (in millions): Common Shares and Capital in Retained Treasury Accumulated Other Total Equity - Non-controlling Total Balance at September 30, 2019 $ 442.2 $ 1,274.7 $ (904.3 ) $ (93.9 ) $ 718.7 $ 4.5 $ 723.2 Net income (loss) — (71.4 ) — — (71.4 ) 0.1 (71.3 ) Other comprehensive income (loss) — — — 2.9 2.9 — 2.9 Share-based compensation 7.0 — — — 7.0 — 7.0 Dividends declared ($0.580 per share) — (33.5 ) — — (33.5 ) — (33.5 ) Treasury share issuances (0.3 ) — 1.2 — 0.9 — 0.9 Balance at December 28, 2019 $ 448.9 $ 1,169.8 $ (903.1 ) $ (91.0 ) $ 624.6 $ 4.7 $ 629.3 The sum of the components may not equal due to rounding. Common Shares and Capital in Excess of Stated Value Retained Earnings Treasury Shares Accumulated Other Comprehensive Loss Total Equity - Controlling Interest Non-controlling Interest Total Equity Balance at September 30, 2018 $ 420.3 $ 919.9 $ (939.6 ) $ (46.0 ) $ 354.6 $ 5.0 $ 359.6 Adoption of new accounting pronouncements — 26.0 — (16.9 ) 9.1 — 9.1 Net income (loss) — (79.6 ) — — (79.6 ) (0.1 ) (79.7 ) Other comprehensive income (loss) — — — (12.4 ) (12.4 ) — (12.4 ) Share-based compensation 6.6 — — — 6.6 — 6.6 Dividends declared ($0.550 per share) — (30.9 ) — — (30.9 ) — (30.9 ) Treasury share issuances (1.0 ) — 1.9 — 0.9 — 0.9 Balance at December 29, 2018 $ 425.9 $ 835.4 $ (937.7 ) $ (75.3 ) $ 248.3 $ 4.9 $ 253.2 The sum of the components may not equal due to rounding. |
Schedule of Share-Based Awards Granted | The following is a summary of the share-based awards granted during each of the periods indicated: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, Employees Restricted stock units 4,066 2,576 Performance units — 1,078 Board of Directors Deferred stock units 976 1,445 Total share-based awards 5,042 5,099 Aggregate fair value at grant dates (in millions) $ 0.5 $ 0.4 |
Schedule of Share-Based Compensation | Total share-based compensation was as follows for each of the periods indicated: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Share-based compensation $ 7.0 $ 6.6 Tax benefit recognized 1.7 1.7 |
DERIVATIVE INSTRUMENTS AND HE_2
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables) | 3 Months Ended |
Dec. 28, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Outstanding Derivative Contracts | The Company had the following outstanding commodity contracts that were entered into to hedge forecasted purchases: COMMODITY DECEMBER 28, DECEMBER 29, SEPTEMBER 30, Urea 45,500 tons 52,000 tons 78,500 tons Resin 11,000,000 pounds 12,600,000 pounds 14,900,000 pounds Diesel 4,368,000 gallons 4,410,000 gallons 4,956,000 gallons Heating Oil 1,344,000 gallons 1,218,000 gallons 1,344,000 gallons |
Schedule of the Fair Values of Derivative Instruments | The fair values of the Company’s derivative instruments were as follows: ASSETS / (LIABILITIES) DERIVATIVES DESIGNATED AS HEDGING INSTRUMENTS BALANCE SHEET LOCATION DECEMBER 28, DECEMBER 29, SEPTEMBER 30, (In millions) Interest rate swap agreements Prepaid and other current assets $ — $ 1.8 $ — Other assets — 0.6 — Other current liabilities (5.4 ) (1.6 ) (5.5 ) Other liabilities (3.8 ) (3.1 ) (5.3 ) Commodity hedging instruments Prepaid and other current assets — 0.8 — Other current liabilities (1.6 ) — (0.8 ) Total derivatives designated as hedging instruments $ (10.8 ) $ (1.5 ) $ (11.6 ) DERIVATIVES NOT DESIGNATED AS HEDGING INSTRUMENTS BALANCE SHEET LOCATION Currency forward contracts Prepaid and other current assets $ — $ 0.8 $ 1.7 Other current liabilities (2.2 ) (0.3 ) (0.4 ) Commodity hedging instruments Prepaid and other current assets 0.1 — — Other current liabilities — (2.4 ) (0.4 ) Total derivatives not designated as hedging instruments (2.1 ) (1.9 ) 0.9 Total derivatives $ (12.9 ) $ (3.4 ) $ (10.7 ) |
Schedule of the Effect of Derivative Instruments on AOCI and Statements of Operations | The effect of derivative instruments on AOCI and the Condensed Consolidated Statements of Operations for each of the periods presented was as follows: DERIVATIVES IN CASH FLOW HEDGING RELATIONSHIPS AMOUNT OF GAIN / (LOSS) RECOGNIZED IN AOCI THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Interest rate swap agreements $ 0.4 $ (4.6 ) Commodity hedging instruments (1.8 ) (3.3 ) Total $ (1.4 ) $ (7.9 ) DERIVATIVES IN CASH FLOW HEDGING RELATIONSHIPS RECLASSIFIED FROM AOCI INTO STATEMENT OF OPERATIONS AMOUNT OF GAIN / (LOSS) THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Interest rate swap agreements Interest expense $ (0.8 ) $ (0.1 ) Commodity hedging instruments Cost of sales — 0.2 Total $ (0.8 ) $ 0.1 DERIVATIVES NOT DESIGNATED AS HEDGING INSTRUMENTS RECOGNIZED IN STATEMENT OF OPERATIONS AMOUNT OF GAIN / (LOSS) THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Currency forward contracts Other income / expense, net $ (4.8 ) $ 3.5 Commodity hedging instruments Cost of sales 0.5 (3.7 ) Total $ (4.3 ) $ (0.2 ) |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Dec. 28, 2019 | |
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 (in millions): DECEMBER 28, 2019 DECEMBER 29, 2018 SEPTEMBER 30, 2019 FAIR VALUE HEIRARCHY LEVEL CARRYING ESTIMATED CARRYING ESTIMATED CARRYING ESTIMATED Assets: Cash equivalents Level 1 $ 2.4 $ 2.4 $ 1.1 $ 1.1 $ 2.0 $ 2.0 Derivatives Interest rate swap agreements Level 2 — — 2.4 2.4 — — Currency forward contracts Level 2 — — 0.8 0.8 1.7 1.7 Commodity hedging instruments Level 2 0.1 0.1 0.8 0.8 — — Other Investment securities in non-qualified retirement plan assets Level 1 25.2 25.2 18.2 18.2 21.6 21.6 Bonnie Option Level 3 11.3 11.3 13.0 13.0 11.3 11.3 Liabilities: Derivatives Interest rate swap agreements Level 2 $ 9.2 $ 9.2 $ 4.7 $ 4.7 $ 10.8 $ 10.8 Currency forward contracts Level 2 2.2 2.2 0.3 0.3 0.4 0.4 Commodity hedging instruments Level 2 1.6 1.6 2.4 2.4 1.2 1.2 Debt instruments Credit facilities – revolving loans Level 2 537.1 537.1 793.9 793.9 147.2 147.2 Credit facilities – term loans Level 2 750.0 750.0 790.0 790.0 750.0 750.0 Senior Notes – 4.500% Level 1 450.0 459.6 — — — — Senior Notes – 5.250% Level 1 250.0 267.5 250.0 230.0 250.0 263.4 Senior Notes – 6.000% Level 1 — — 400.0 398.5 400.0 412.5 Receivables facility Level 2 39.0 39.0 40.0 40.0 76.0 76.0 Other Debt Level 2 48.4 48.4 16.3 16.3 36.1 36.1 Contingent consideration Level 3 — — 0.9 0.9 — — |
LEASES AND OTHER COMMITMENTS (T
LEASES AND OTHER COMMITMENTS (Tables) | 3 Months Ended |
Dec. 28, 2019 | |
Leases [Abstract] | |
Weighted-Average Remaining Lease Term and Discount Rate and Supplemental Balance Sheet Information Schedule | Weighted-average remaining lease term and discount rate for the Company’s leases were as follows: DECEMBER 28, 2019 Weighted-average remaining lease term (in years): Operating leases 4.0 Finance leases 8.9 Weighted-average discount rate: Operating leases 3.8 % Finance leases 4.2 % Supplemental balance sheet information related to the Company’s leases was as follows: BALANCE SHEET LOCATION DECEMBER 28, 2019 (In millions) Operating leases: Right-of-use assets Other assets $ 129.5 Current lease liabilities Other current liabilities 45.0 Non-current lease liabilities Other liabilities 88.9 Total operating lease liabilities $ 133.9 Finance leases: Right-of-use assets Property, plant and equipment, net $ 36.3 Current lease liabilities Current portion of debt 4.5 Non-current lease liabilities Long-term debt 32.4 Total finance lease liabilities $ 36.9 |
Lease Cost Components and Supplemental Cash Flow Information and Non-Cash Activity For Company's Leases Schedules | Components of lease cost were as follows: THREE MONTHS ENDED DECEMBER 28, 2019 (In millions) Operating lease cost (a) $ 13.1 Variable lease cost 2.3 Finance lease cost Amortization of right-of-use assets 0.9 Interest on lease liabilities 0.3 Total finance lease cost $ 1.2 (a) Short-term lease expense is excluded from operating lease cost and is not material. Operating lease cost includes amortization of ROU assets of $11.1 million . Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows: THREE MONTHS ENDED DECEMBER 28, 2019 (In millions) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases, net $ 13.4 Operating cash flows from finance leases 0.3 Financing cash flows from finance leases 0.4 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 11.0 Finance leases 11.9 |
Maturities of Operating Lease Liabilities by Fiscal Year Schedule | Maturities of lease liabilities by fiscal year for the Company’s leases as of December 28, 2019 were as follows (in millions): Year OPERATING LEASES FINANCE LEASES 2020 (remainder of the year) $ 38.5 $ 4.4 2021 40.9 6.1 2022 28.6 6.1 2023 15.8 6.1 2024 8.2 6.2 Thereafter 12.6 16.0 Total lease payments 144.6 44.9 Less: Imputed interest (10.7 ) (8.0 ) Total lease liabilities $ 133.9 $ 36.9 |
Maturities of Finance Lease Liabilities by Fiscal Year Schedule | Maturities of lease liabilities by fiscal year for the Company’s leases as of December 28, 2019 were as follows (in millions): Year OPERATING LEASES FINANCE LEASES 2020 (remainder of the year) $ 38.5 $ 4.4 2021 40.9 6.1 2022 28.6 6.1 2023 15.8 6.1 2024 8.2 6.2 Thereafter 12.6 16.0 Total lease payments 144.6 44.9 Less: Imputed interest (10.7 ) (8.0 ) Total lease liabilities $ 133.9 $ 36.9 |
Future Minimum Annual Operating Lease Payments Required before Adoption of ASC 842 Schedule | The future minimum annual lease payments required under the Company’s existing non-cancelable operating and capital lease agreements as of September 30, 2019 prior to the adoption of ASC 842 were as follows (in millions): Year OPERATING LEASES CAPITAL LEASES 2020 $ 52.8 $ 3.0 2021 40.3 3.5 2022 28.1 3.5 2023 15.4 3.6 2024 7.9 3.6 Thereafter 12.6 15.4 Total lease payments $ 157.1 $ 32.6 |
Future Minimum Annual Capital Lease Payments Required before Adoption of ASC 842 Schedule | The future minimum annual lease payments required under the Company’s existing non-cancelable operating and capital lease agreements as of September 30, 2019 prior to the adoption of ASC 842 were as follows (in millions): Year OPERATING LEASES CAPITAL LEASES 2020 $ 52.8 $ 3.0 2021 40.3 3.5 2022 28.1 3.5 2023 15.4 3.6 2024 7.9 3.6 Thereafter 12.6 15.4 Total lease payments $ 157.1 $ 32.6 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Dec. 28, 2019 | |
Segment Reporting [Abstract] | |
Summary of Segment Financial Information | The following tables present financial information for the Company’s reportable segments: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Net sales: U.S. Consumer $ 147.4 $ 136.9 Hawthorne 198.8 140.8 Other 19.6 20.4 Consolidated $ 365.8 $ 298.1 Segment Profit (Loss): U.S. Consumer $ (41.5 ) $ (43.1 ) Hawthorne 13.9 4.4 Other (3.5 ) (4.0 ) Total Segment Loss (31.1 ) (42.7 ) Corporate (26.1 ) (27.9 ) Intangible asset amortization (7.6 ) (8.3 ) Impairment, restructuring and other 2.2 (6.0 ) Equity in income of unconsolidated affiliates — 1.3 Costs related to refinancing (15.1 ) — Interest expense (20.0 ) (25.2 ) Other non-operating income, net 2.6 2.9 Loss from continuing operations before income taxes $ (95.1 ) $ (105.9 ) The following table presents net sales by product category: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) U.S. Consumer: Growing media $ 44.8 $ 38.3 Lawn care 50.8 49.7 Controls 28.8 30.2 Roundup ® marketing agreement 8.9 8.1 Other, primarily gardening and landscape 14.1 10.6 Hawthorne: Indoor, urban and hydroponic gardening 198.8 140.8 Other: Growing media 11.2 10.9 Lawn care 3.4 2.5 Other, primarily gardening and controls 5.0 7.0 Total net sales $ 365.8 $ 298.1 The following table presents net sales by geographic area: THREE MONTHS ENDED DECEMBER 28, DECEMBER 29, (In millions) Net sales: United States $ 320.4 $ 246.9 International 45.4 51.2 $ 365.8 $ 298.1 |
FINANCIAL INFORMATION FOR SUB_2
FINANCIAL INFORMATION FOR SUBSIDIARY GUARANTORS AND NON-GUARANTORS (Tables) | 3 Months Ended |
Dec. 28, 2019 | |
Condensed Financial Information of Parent Subsidiary Guarantors and Subsidiary Non Guarantors [Abstract] | |
Condensed Consolidating Statement of Operations | Condensed Consolidating Statement of Operations for the three months ended December 28, 2019 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated Net sales $ — $ 302.3 $ 63.5 $ — $ 365.8 Cost of sales — 259.6 51.7 — 311.3 Cost of sales—impairment, restructuring and other — 0.3 — — 0.3 Gross profit — 42.4 11.8 — 54.2 Operating expenses: Selling, general and administrative — 104.6 14.9 0.3 119.8 Impairment, restructuring and other — (2.5 ) — — (2.5 ) Other (income) expense, net — (0.2 ) (0.3 ) — (0.5 ) Income (loss) from operations — (59.5 ) (2.8 ) (0.3 ) (62.6 ) Equity (income) loss in subsidiaries 50.6 (1.1 ) — (49.5 ) — Costs related to refinancing 15.1 — — — 15.1 Interest expense 15.5 13.0 0.7 (9.2 ) 20.0 Other non-operating (income) expense, net (3.3 ) (1.9 ) (6.6 ) 9.2 (2.6 ) Income (loss) from continuing operations before income taxes (77.9 ) (69.5 ) 3.1 49.2 (95.1 ) Income tax expense (benefit) from continuing operations (6.8 ) (17.8 ) 0.8 — (23.8 ) Income (loss) from continuing operations (71.1 ) (51.7 ) 2.3 49.2 (71.3 ) Income (loss) from discontinued operations, net of tax — — — — — Net income (loss) $ (71.1 ) $ (51.7 ) $ 2.3 $ 49.2 $ (71.3 ) Net (income) loss attributable to noncontrolling interest — — — (0.1 ) (0.1 ) Net income (loss) attributable to controlling interest $ (71.1 ) $ (51.7 ) $ 2.3 $ 49.1 $ (71.4 ) Condensed Consolidating Statement of Operations for the three months ended December 29, 2018 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated Net sales $ — $ 232.1 $ 66.0 $ — $ 298.1 Cost of sales — 206.9 54.2 — 261.1 Cost of sales—impairment, restructuring and other — 2.2 0.3 — 2.5 Gross profit — 23.0 11.5 — 34.5 Operating expenses: Selling, general and administrative — 101.4 14.6 0.3 116.3 Impairment, restructuring and other — 3.4 0.1 — 3.5 Other (income) expense, net (0.2 ) 0.1 (0.3 ) — (0.4 ) Income (loss) from operations 0.2 (81.9 ) (2.9 ) (0.3 ) (84.9 ) Equity (income) loss in subsidiaries 69.3 (1.5 ) — (67.8 ) — Equity in (income) loss of unconsolidated affiliates — (1.4 ) 0.1 — (1.3 ) Interest expense 18.8 18.3 0.9 (12.8 ) 25.2 Other non-operating (income) expense, net (5.9 ) (2.3 ) (7.5 ) 12.8 (2.9 ) Income (loss) from continuing operations before income taxes (82.0 ) (95.0 ) 3.6 67.5 (105.9 ) Income tax expense (benefit) from continuing operations (2.8 ) (21.3 ) 0.8 — (23.3 ) Income (loss) from continuing operations (79.2 ) (73.7 ) 2.8 67.5 (82.6 ) Income (loss) from discontinued operations, net of tax — 3.0 (0.1 ) — 2.9 Net income (loss) $ (79.2 ) $ (70.7 ) $ 2.7 $ 67.5 $ (79.7 ) Net (income) loss attributable to noncontrolling interest — — — 0.1 0.1 Net income (loss) attributable to controlling interest $ (79.2 ) $ (70.7 ) $ 2.7 $ 67.6 $ (79.6 ) |
Condensed Consolidating Statement of Comprehensive Income (Loss) | Condensed Consolidating Statement of Comprehensive Income (Loss) for the three months ended December 28, 2019 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated Net income (loss) $ (71.1 ) $ (51.7 ) $ 2.3 $ 49.2 $ (71.3 ) Other comprehensive income (loss), net of tax: Net foreign currency translation adjustment 4.6 — 4.6 (4.6 ) 4.6 Net change in derivatives (0.6 ) (1.8 ) — 1.8 (0.6 ) Net change in pension and other post-retirement benefits (1.1 ) 0.1 (1.2 ) 1.1 (1.1 ) Total other comprehensive income (loss) 2.9 (1.7 ) 3.4 (1.7 ) 2.9 Comprehensive income (loss) (68.2 ) (53.4 ) 5.7 47.5 (68.4 ) Comprehensive (income) loss attributable to noncontrolling interest — — — (0.1 ) (0.1 ) Comprehensive income (loss) attributable to controlling interest $ (68.2 ) $ (53.4 ) $ 5.7 $ 47.4 $ (68.5 ) Condensed Consolidating Statement of Comprehensive Income (Loss) for the three months ended December 29, 2018 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated Net income (loss) $ (79.2 ) $ (70.7 ) $ 2.7 $ 67.5 $ (79.7 ) Other comprehensive income (loss), net of tax: Net foreign currency translation adjustment (5.3 ) — (5.3 ) 5.3 (5.3 ) Net change in derivatives (8.0 ) (3.5 ) — 3.5 (8.0 ) Net change in pension and other post-retirement benefits 0.9 0.1 0.8 (0.9 ) 0.9 Total other comprehensive income (loss) (12.4 ) (3.4 ) (4.5 ) 7.9 (12.4 ) Comprehensive income (loss) (91.6 ) (74.1 ) (1.8 ) 75.4 (92.1 ) Comprehensive (income) loss attributable to noncontrolling interest — — — 0.1 0.1 Comprehensive income (loss) attributable to controlling interest $ (91.6 ) $ (74.1 ) $ (1.8 ) $ 75.5 $ (92.0 ) |
Condensed Consolidating Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows for the three months ended December 28, 2019 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $ (20.0 ) $ (295.8 ) $ (2.4 ) $ — $ (318.2 ) INVESTING ACTIVITIES (a) Investments in property, plant and equipment — (20.5 ) (1.4 ) — (21.9 ) Investments in loans receivable — (2.5 ) — — (2.5 ) Other investing, net — 1.7 (3.0 ) — (1.3 ) Return of investments from affiliates 463.5 — — (463.5 ) — Investing cash flows from (to) affiliates (443.4 ) (0.7 ) — 444.1 — Net cash provided by (used in) investing activities 20.1 (22.0 ) (4.4 ) (19.4 ) (25.7 ) FINANCING ACTIVITIES Borrowings under revolving and bank lines of credit and term loans — 426.2 39.5 — 465.7 Repayments under revolving and bank lines of credit and term loans — (86.4 ) (26.4 ) — (112.8 ) Proceeds from issuance of 4.500% Senior Notes 450.0 — — — 450.0 Repayment of 6.000% Senior Notes (400.0 ) — — — (400.0 ) Financing and issuance fees (18.6 ) — — — (18.6 ) Dividends paid (32.4 ) (463.5 ) — 463.5 (32.4 ) Payments on seller notes — (0.5 ) — — (0.5 ) Cash received from exercise of stock options 0.9 — — — 0.9 Financing cash flows from (to) affiliates — 443.4 0.7 (444.1 ) — Net cash provided by (used in) financing activities (0.1 ) 319.2 13.8 19.4 352.3 Effect of exchange rate changes on cash — — 0.2 — 0.2 Net increase (decrease) in cash and cash equivalents — 1.4 7.2 — 8.6 Cash and cash equivalents at beginning of period — 2.3 16.5 — 18.8 Cash and cash equivalents at end of period $ — $ 3.7 $ 23.7 $ — $ 27.4 (a) Cash received by the Parent from the Guarantors and Non-Guarantors in the form of dividends in the amount of $463.5 million Condensed Consolidating Statement of Cash Flows for the three months ended December 29, 2018 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $ (19.1 ) $ (193.6 ) $ (20.7 ) $ — $ (233.4 ) INVESTING ACTIVITIES (a) Investments in property, plant and equipment — (12.1 ) (0.6 ) — (12.7 ) Investments in acquired businesses, net of cash acquired — (6.6 ) — — (6.6 ) Other investing, net — 0.9 1.3 — 2.2 Return of investments from affiliates 49.1 — — (49.1 ) — Investing cash flows from (to) affiliates (0.2 ) (2.3 ) — 2.5 — Net cash provided by (used in) investing activities 48.9 (20.1 ) 0.7 (46.6 ) (17.1 ) FINANCING ACTIVITIES Borrowings under revolving and bank lines of credit and term loans — 347.6 39.2 — 386.8 Repayments under revolving and bank lines of credit and term loans — (86.6 ) (29.7 ) — (116.3 ) Dividends paid (30.4 ) (49.1 ) — 49.1 (30.4 ) Purchase of Common Shares (0.5 ) — — — (0.5 ) Payments on seller notes — (0.8 ) — — (0.8 ) Cash received from exercise of stock options 1.1 — — — 1.1 Financing cash flows from (to) affiliates — 0.2 2.3 (2.5 ) — Net cash provided by (used in) financing activities (29.8 ) 211.3 11.8 46.6 239.9 Effect of exchange rate changes on cash — — (0.7 ) — (0.7 ) Net increase (decrease) in cash and cash equivalents — (2.4 ) (8.9 ) — (11.3 ) Cash and cash equivalents at beginning of period — 3.0 30.9 — 33.9 Cash and cash equivalents at end of period $ — $ 0.6 $ 22.0 $ — $ 22.6 (a) Cash received by the Parent from the Guarantors and Non-Guarantors in the form of dividends in the amount of $49.1 million represent return of investments and are included in cash flows from investing activities. |
Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet As of December 28, 2019 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 3.7 $ 23.7 $ — $ 27.4 Accounts receivable, net — 145.9 46.8 — 192.7 Accounts receivable pledged — 43.3 — — 43.3 Inventories — 776.3 89.8 — 866.1 Prepaid and other current assets — 193.1 10.2 — 203.3 Total current assets — 1,162.3 170.5 — 1,332.8 Property, plant and equipment, net — 485.4 60.0 — 545.4 Goodwill — 421.9 107.4 11.6 540.9 Intangible assets, net — 608.9 86.9 5.9 701.7 Other assets 7.1 261.4 66.7 — 335.2 Equity investment in subsidiaries 1,164.0 — — (1,164.0 ) — Intercompany assets 1,457.9 — — (1,457.9 ) — Total assets $ 2,629.0 $ 2,939.9 $ 491.5 $ (2,604.4 ) $ 3,456.0 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ 49.0 $ 84.8 $ 9.0 $ (49.0 ) $ 93.8 Accounts payable — 287.2 22.2 — 309.4 Other current liabilities 17.7 164.0 24.8 — 206.5 Total current liabilities 66.7 536.0 56.0 (49.0 ) 609.7 Long-term debt 1,936.3 1,165.2 115.5 (1,247.1 ) 1,969.9 Other liabilities 1.4 208.2 37.5 — 247.1 Equity investment in subsidiaries — 72.0 — (72.0 ) — Intercompany liabilities — 48.6 87.3 (135.9 ) — Total liabilities 2,004.4 2,030.0 296.3 (1,504.0 ) 2,826.7 Total equity—controlling interest 624.6 909.9 195.2 (1,105.1 ) 624.6 Noncontrolling interest — — — 4.7 4.7 Total equity 624.6 909.9 195.2 (1,100.4 ) 629.3 Total liabilities and equity $ 2,629.0 $ 2,939.9 $ 491.5 $ (2,604.4 ) $ 3,456.0 Condensed Consolidating Balance Sheet As of December 29, 2018 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 0.6 $ 22.0 $ — $ 22.6 Accounts receivable, net — 107.2 56.6 — 163.8 Accounts receivable pledged — 44.4 — — 44.4 Inventories — 659.3 86.1 — 745.4 Prepaid and other current assets 2.0 79.2 21.3 — 102.5 Total current assets 2.0 890.7 186.0 — 1,078.7 Investment in unconsolidated affiliates — 36.6 0.7 — 37.3 Property, plant and equipment, net — 458.8 61.0 — 519.8 Goodwill — 420.1 108.0 11.6 539.7 Intangible assets, net — 745.7 93.9 7.2 846.8 Other assets 9.7 163.5 29.7 — 202.9 Equity investment in subsidiaries 746.1 — — (746.1 ) — Intercompany assets 1,736.3 — 2.0 (1,738.3 ) — Total assets $ 2,494.1 $ 2,715.4 $ 481.3 $ (2,465.6 ) $ 3,225.2 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ 47.7 $ 81.7 $ 13.4 $ (47.7 ) $ 95.1 Accounts payable — 206.1 30.9 — 237.0 Other current liabilities 10.6 228.9 23.0 — 262.5 Total current liabilities 58.3 516.7 67.3 (47.7 ) 594.6 Long-term debt 2,185.0 1,438.7 106.4 (1,543.9 ) 2,186.2 Distributions in excess of investment in unconsolidated affiliate — 21.9 — — 21.9 Other liabilities 2.5 140.4 26.4 — 169.3 Equity investment in subsidiaries — 2.5 — (2.5 ) — Intercompany liabilities — 119.8 — (119.8 ) — Total liabilities 2,245.8 2,240.0 200.1 (1,713.9 ) 2,972.0 Total equity—controlling interest 248.3 475.4 281.2 (756.6 ) 248.3 Noncontrolling interest — — — 4.9 4.9 Total equity 248.3 475.4 281.2 (751.7 ) 253.2 Total liabilities and equity $ 2,494.1 $ 2,715.4 $ 481.3 $ (2,465.6 ) $ 3,225.2 Condensed Consolidating Balance Sheet As of September 30, 2019 (In millions) (Unaudited) Parent Subsidiary Guarantors Non- Guarantors Eliminations/ Consolidations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 2.3 $ 16.5 $ — $ 18.8 Accounts receivable, net — 182.0 41.9 — 223.9 Accounts receivable pledged — 84.5 — — 84.5 Inventories — 460.0 80.3 — 540.3 Prepaid and other current assets — 166.8 7.4 — 174.2 Total current assets — 895.6 146.1 — 1,041.7 Property, plant and equipment, net — 485.5 60.5 — 546.0 Goodwill — 421.9 105.2 11.6 538.7 Intangible assets, net — 614.9 86.3 6.3 707.5 Other assets 7.6 146.9 40.3 — 194.8 Equity investment in subsidiaries 1,223.4 — — (1,223.4 ) — Intercompany assets 1,065.8 — — (1,065.8 ) — Total assets $ 2,296.8 $ 2,564.8 $ 438.4 $ (2,271.3 ) $ 3,028.7 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ 48.7 $ 119.4 $ 8.7 $ (48.7 ) $ 128.1 Accounts payable — 192.5 21.7 — 214.2 Other current liabilities 27.4 230.0 20.8 — 278.2 Total current liabilities 76.1 541.9 51.2 (48.7 ) 620.5 Long-term debt 1,499.5 779.9 101.3 (857.2 ) 1,523.5 Other liabilities 2.5 135.5 23.5 — 161.5 Equity investment in subsidiaries — 76.6 — (76.6 ) — Intercompany liabilities — 59.1 74.3 (133.4 ) — Total liabilities 1,578.1 1,593.0 250.3 (1,115.9 ) 2,305.5 Total equity—controlling interest 718.7 971.8 188.1 (1,159.9 ) 718.7 Noncontrolling interest — — — 4.5 4.5 Total equity 718.7 971.8 188.1 (1,155.4 ) 723.2 Total liabilities and equity $ 2,296.8 $ 2,564.8 $ 438.4 $ (2,271.3 ) $ 3,028.7 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Dec. 28, 2019 | Dec. 29, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | Jul. 01, 2017 | Oct. 01, 2019 | Sep. 30, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Interest paid | $ 28.1 | $ 31.4 | |||||
Percentage of annual net sales | 75.00% | 75.00% | 75.00% | ||||
Noncash investing activities for unpaid liabilities incurred | 2.7 | 3.2 | |||||
Inventories | 866.1 | 745.4 | $ 540.3 | ||||
Cost of sales | 311.3 | 261.1 | |||||
Income tax payments (refunds) | (2.1) | 8.7 | |||||
Accounting Standards Update 2016-02 | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Right-of-use asset | $ 129.6 | ||||||
Lease liability, current | 45.4 | ||||||
Lease liability, noncurrent | $ 88.8 | ||||||
Sunlight Supply | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Post-closing working capital adjustment obligation | $ 6.6 | ||||||
Weighted Average Costing Method To First In First Out Method | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Inventories | 0.2 | ||||||
Cost of sales | $ (0.2) |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Accounting Policies [Abstract] | ||
Interest paid | $ (28.1) | $ (31.4) |
Income tax payments (refunds) | $ (2.1) | $ 8.7 |
DISCONTINUED OPERATIONS - Addit
DISCONTINUED OPERATIONS - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Sep. 30, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Cash used in operating activities | $ 0 | $ 1.8 | |
Cash used in investing activities | 0 | 0 | |
Wild Bird Food | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Insurance recoveries | 5 | ||
Accrual for probable loss | $ 0 | $ 85 | $ 0 |
DISCONTINUED OPERATIONS - Summa
DISCONTINUED OPERATIONS - Summary of Income from Discontinued Operations (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Impairment, restructuring and other charges (recoveries), net | $ 0 | $ (4.9) |
Income from discontinued operations before income taxes | 4.9 | |
Income tax expense from discontinued operations | 2 | |
Income from discontinued operations, net of tax | $ 0 | $ 2.9 |
INVESTMENT IN UNCONSOLIDATED _2
INVESTMENT IN UNCONSOLIDATED AFFILIATES (Details) - USD ($) $ in Millions | Apr. 01, 2019 | Mar. 19, 2019 |
U.S. Consumer | U.S. Industrial, Turf And Ornamental Market Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Proceeds from sale of investment in unconsolidated affiliates | $ 36.6 | |
Outdoor Home Services Holdings LLC | TruGreen Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity ownership percentage sold | 30.00% | |
Proceeds from sale of investment in unconsolidated affiliates | $ 234.2 | |
Proceeds from payoff of second lien term loan | $ 18.4 |
IMPAIRMENT, RESTRUCTURING AND_3
IMPAIRMENT, RESTRUCTURING AND OTHER - Impairment, Restructuring and Other Charges (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and other charges (recoveries), net | $ (2.5) | $ 3.5 |
Impairment, restructuring and other charges (recoveries) from continuing operations | (2.2) | 6 |
Restructuring and other charges (recoveries), net, from discontinued operations | 0 | (4.9) |
Total impairment, restructuring and other charges (recoveries) | (2.2) | 1.1 |
Restructuring and other charges | Cost of sales—impairment, restructuring and other: | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and other charges (recoveries), net | 0.3 | 2 |
Restructuring and other charges | Operating expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and other charges (recoveries), net | (2.5) | 3.5 |
Property, plant and equipment impairments | Cost of sales—impairment, restructuring and other: | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and other charges (recoveries), net | $ 0 | $ 0.5 |
IMPAIRMENT, RESTRUCTURING AND_4
IMPAIRMENT, RESTRUCTURING AND OTHER - Activity Related to Liabilities Associated with Restructuring (Details) $ in Millions | 3 Months Ended |
Dec. 28, 2019USD ($) | |
Restructuring Reserve [Roll Forward] | |
Amounts accrued for restructuring and other, beginning balance | $ 11.6 |
Restructuring and other charges from continuing operations | 0.4 |
Payments and other | (4.4) |
Amounts accrued for restructuring and other, ending balance | $ 7.6 |
IMPAIRMENT, RESTRUCTURING AND_5
IMPAIRMENT, RESTRUCTURING AND OTHER - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Dec. 28, 2019 | Dec. 29, 2018 | Oct. 01, 2019 | Sep. 30, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring reserve | $ (7.6) | $ (11.6) | ||
Restructuring reserve, long-term | 1.1 | |||
Impairment, restructuring and other charges (recoveries) from continuing operations | (2.2) | $ 6 | ||
Project Catalyst | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges and adjustments | 0.4 | 5.5 | ||
Project Catalyst | Hawthorne | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, cost incurred to date | 26.2 | |||
Proceeds From Settlement Of Escrow Funds | (2.6) | |||
Project Catalyst | U.S. Consumer | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, cost incurred to date | 13.3 | |||
Project Catalyst | Other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges and adjustments | 0.1 | |||
Restructuring and related cost, cost incurred to date | 1.2 | |||
Project Catalyst | Corporate | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Impairment, restructuring and other charges (recoveries) from continuing operations | 0.8 | |||
Restructuring and related cost, cost incurred to date | 2.8 | |||
Employee Termination, Facility Closure, and Impairment of Property, Plant and Equipment | Project Catalyst | Hawthorne | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Impairment, restructuring and other charges (recoveries) from continuing operations | 0.3 | 1.9 | ||
Employee Termination, Facility Closure, and Impairment of Property, Plant and Equipment | Project Catalyst | U.S. Consumer | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Impairment, restructuring and other charges (recoveries) from continuing operations | 0.3 | |||
Employee Termination, Facility Closure, and Impairment of Property, Plant and Equipment | Project Catalyst | Other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Impairment, restructuring and other charges (recoveries) from continuing operations | 0.3 | |||
Employee Termination and Facility Closure | Project Catalyst | U.S. Consumer | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Impairment, restructuring and other charges (recoveries) from continuing operations | $ 0.1 | |||
Employee Severance | Project Catalyst | Hawthorne | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Impairment, restructuring and other charges (recoveries) from continuing operations | 1.7 | |||
Employee Severance | Project Catalyst | U.S. Consumer | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Impairment, restructuring and other charges (recoveries) from continuing operations | 0.4 | |||
In Re Scotts EZ Seed Litigation | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Charge recognized for probable loss | $ 0.5 | |||
Accounting Standards Update 2016-02 | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring reserve | $ 1.7 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Millions | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 |
Inventory Disclosure [Abstract] | |||
Finished goods | $ 609.2 | $ 344.9 | $ 524.3 |
Work-in-process | 79.1 | 63.6 | 73.8 |
Raw materials | 177.8 | 131.8 | 147.3 |
Total inventories | 866.1 | 540.3 | 745.4 |
Adjustments to reflect inventories at net realizable values | $ 11.4 | $ 8.8 | $ 8.3 |
MARKETING AGREEMENT - Additiona
MARKETING AGREEMENT - Additional Information (Details) | Aug. 01, 2019USD ($) | Aug. 31, 2017USD ($) | Dec. 28, 2019USD ($) | Dec. 29, 2018USD ($) |
Marketing Agreement [Line Items] | ||||
Contribution expenses | $ 311,300,000 | $ 261,100,000 | ||
Restated Marketing Agreement | ||||
Marketing Agreement [Line Items] | ||||
Commission Income, Gross | 0 | 0 | ||
Percentage of program earnings | 50.00% | |||
Contractual Commitments Future Minimum Payments Due | $ 18,000,000 | |||
Commission threshold | $ 40,000,000 | |||
Contribution expenses | 4,500,000 | 4,500,000 | ||
Commission Income (Expense), Net | (4,500,000) | (4,500,000) | ||
Reimbursements associated with Roundup® marketing agreement | 13,400,000 | 12,600,000 | ||
Net Sales With Agency Agreement | $ 8,900,000 | $ 8,100,000 | ||
Third Restated Agreement | ||||
Marketing Agreement [Line Items] | ||||
Minimum termination fee payable multiple | 4 | |||
Minimum termination fee payable threshold | $ 186,400,000 | |||
Program Agreement, Terms, Minimum Annual EBIT Required To Avoid Reduction Of Contribution Payment | 36,000,000 | |||
Marketing Agreement, Terms, Minimum Earnings Before Income Taxes | 50,000,000 | |||
Termination fee payable | 175,000,000 | |||
Brand Decommisioning Event Payable | 375,000,000 | |||
Brand Extension Asset Purchase Agreement | ||||
Marketing Agreement [Line Items] | ||||
Purchase Agreement, Terms, Consideration To Be Paid | 112,000,000 | |||
Purchase Agreement, Terms, Value Of Finished Goods Inventory | 3,500,000 | |||
Purchase Agreement, Terms, Value Of Brand Extension Agreement Intangible Asset | $ 111,700,000 |
MARKETING AGREEMENT - Net Commi
MARKETING AGREEMENT - Net Commission Earned Under Marketing Agreement (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Marketing Agreement [Line Items] | ||
Contribution expenses | $ (311.3) | $ (261.1) |
Restated Marketing Agreement | ||
Marketing Agreement [Line Items] | ||
Gross commission | 0 | 0 |
Contribution expenses | (4.5) | (4.5) |
Net commission | (4.5) | (4.5) |
Reimbursements associated with Roundup® marketing agreement | 13.4 | 12.6 |
Total net sales associated with Roundup® marketing agreement | $ 8.9 | $ 8.1 |
DEBT - Components of Long-Term
DEBT - Components of Long-Term Debt (Details) - USD ($) $ in Millions | Jul. 05, 2018 | Dec. 28, 2019 | Oct. 22, 2019 | Sep. 30, 2019 | Dec. 29, 2018 | Dec. 15, 2016 | Oct. 13, 2015 |
Debt Instrument [Line Items] | |||||||
Debt instrument term (years) | 5 years | ||||||
Total debt | $ 2,074.5 | $ 1,659.3 | $ 2,290.2 | ||||
Less current portions | 93.8 | 128.1 | 95.1 | ||||
Long-term debt | 1,969.9 | 1,523.5 | 2,186.2 | ||||
Accounts receivable pledged | 43.3 | 84.5 | 44.4 | ||||
Credit Facilities | Revolving loans | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 537.1 | 147.2 | 793.9 | ||||
Credit Facilities | Term loans | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 750 | $ 750 | $ 790 | ||||
Senior notes | Senior Notes – 5.250% | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate of debt (percentage) | 5.25% | 5.25% | 5.25% | 5.25% | |||
Total debt | $ 250 | $ 250 | $ 250 | ||||
Senior notes | Senior Notes, 4.500% Due 2029 | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate of debt (percentage) | 4.50% | 4.50% | 4.50% | 4.50% | |||
Total debt | $ 450 | $ 0 | $ 0 | ||||
Senior notes | Senior Notes – 6.000% | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate of debt (percentage) | 6.00% | 6.00% | 6.00% | 6.00% | |||
Total debt | $ 0 | $ 400 | $ 400 | ||||
Receivables facility | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 39 | 76 | 40 | ||||
Finance lease obligations | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 36.9 | 25.8 | 0.6 | ||||
Other | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 11.5 | 10.3 | 15.7 | ||||
Long-term Debt | |||||||
Debt Instrument [Line Items] | |||||||
Less unamortized debt issuance costs | $ 10.8 | $ 7.7 | $ 8.9 |
DEBT - Credit Facilities (Detai
DEBT - Credit Facilities (Details) | Jul. 05, 2018USD ($) | Jan. 02, 2021 | Mar. 28, 2020 | Dec. 28, 2019USD ($) | Dec. 29, 2018 |
Debt Instrument [Line Items] | |||||
Weighted average interest rate (percentage) | 4.50% | 4.80% | |||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Weighted average interest rate (percentage) | 3.90% | 4.50% | |||
Fifth Amended and Restated Senior Secured Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Senior secured credit facilities, maximum borrowing capacity | $ 2,300,000,000 | ||||
Leverage ratio | 3.53 | ||||
Interest coverage ratio | 6.17 | ||||
Leverage ratio, restricted payment threshold | 4 | ||||
Restricted payment limitation per year | $ 225,000,000 | ||||
Fifth Amended and Restated Senior Secured Credit Agreement | Maximum | |||||
Debt Instrument [Line Items] | |||||
Leverage ratio | 5 | ||||
Fifth Amended and Restated Senior Secured Credit Agreement | Minimum | |||||
Debt Instrument [Line Items] | |||||
Interest coverage ratio | 3 | ||||
Fifth Amended and Restated Senior Secured Credit Agreement | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Senior secured credit facilities, maximum borrowing capacity | 1,500,000,000 | ||||
Fifth Amended and Restated Senior Secured Credit Agreement | Secured Term Loan | |||||
Debt Instrument [Line Items] | |||||
Senior secured credit facilities, maximum borrowing capacity | $ 800,000,000 | ||||
Credit Facilities | |||||
Debt Instrument [Line Items] | |||||
Available borrowing capacity | $ 940,400,000 | ||||
Credit Facilities | Letter of Credit | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 22,500,000 | ||||
Credit Facilities | Fifth Amended and Restated Senior Secured Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Debt, maturity period (years) | 5 years | ||||
Forecast | Fifth Amended and Restated Senior Secured Credit Agreement | Maximum | |||||
Debt Instrument [Line Items] | |||||
Leverage ratio | 4.50 | 4.75 |
DEBT - Senior Notes - 5.250% (D
DEBT - Senior Notes - 5.250% (Details) - USD ($) $ in Millions | Jul. 05, 2018 | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 | Dec. 15, 2016 |
Debt Instrument [Line Items] | |||||
Debt instrument term (years) | 5 years | ||||
Senior notes | Senior Notes – 5.250% | |||||
Debt Instrument [Line Items] | |||||
Debt instrument face amount | $ 250 | ||||
Interest rate of debt (percentage) | 5.25% | 5.25% | 5.25% | 5.25% |
DEBT - Senior Notes - 4.500% (D
DEBT - Senior Notes - 4.500% (Details) - Senior notes - USD ($) $ in Millions | Oct. 22, 2019 | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 | Dec. 15, 2016 | Oct. 13, 2015 |
Senior Notes – 5.250% | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate of debt (percentage) | 5.25% | 5.25% | 5.25% | 5.25% | ||
Senior Notes, 4.500% Due 2029 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate of debt (percentage) | 4.50% | 4.50% | 4.50% | 4.50% | ||
Proceeds from issuance of unsecured debt | $ 450 | |||||
Senior Notes – 6.000% | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate of debt (percentage) | 6.00% | 6.00% | 6.00% | 6.00% |
DEBT - Senior Notes - 6.000% (D
DEBT - Senior Notes - 6.000% (Details) - USD ($) $ in Millions | Oct. 23, 2019 | Dec. 28, 2019 | Dec. 29, 2018 | Sep. 30, 2019 | Oct. 13, 2015 |
Debt Instrument [Line Items] | |||||
Repayments of senior debt | $ 400 | $ 0 | |||
Senior Notes – 6.000% | |||||
Debt Instrument [Line Items] | |||||
Repayments of senior debt | $ 412.5 | ||||
Repayments of senior debt, accrued and unpaid interest | 0.5 | ||||
Repayments of senior debt, redemption premium | $ 12 | ||||
Repayments of senior debt, outstanding principal | $ 400 | ||||
Senior notes | Senior Notes – 6.000% | |||||
Debt Instrument [Line Items] | |||||
Interest rate of debt (percentage) | 6.00% | 6.00% | 6.00% | 6.00% | |
Debt issuance costs, net | $ 3.1 |
DEBT - Receivables Facility (De
DEBT - Receivables Facility (Details) - USD ($) $ in Millions | Apr. 07, 2017 | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 |
Debt Instrument [Line Items] | ||||
Accounts receivable pledged | $ 43.3 | $ 84.5 | $ 44.4 | |
Master Repurchase And Framework Agreements, The Amendments | ||||
Debt Instrument [Line Items] | ||||
Financing receivable, before allowance for credit loss | $ 400 | |||
Line of credit facility, maximum amount outstanding during period | $ 160 | |||
Receivables Facility | ||||
Debt Instrument [Line Items] | ||||
Receivables facility borrowings | 39 | 40 | ||
Receivables facility | ||||
Debt Instrument [Line Items] | ||||
Accounts receivable pledged | 43.3 | 44.4 | ||
Available borrowing capacity | $ 0.6 | $ 0.2 |
DEBT - Interest Rate Swap Agree
DEBT - Interest Rate Swap Agreements (Details) - USD ($) $ in Millions | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 |
Instrument 1 | |||
Derivative [Line Items] | |||
Derivative, notional amount | $ 250 | ||
Fixed Rate | 2.09% | ||
Instrument 2 | |||
Derivative [Line Items] | |||
Derivative, notional amount | $ 100 | ||
Fixed Rate | 2.15% | ||
Instrument 3 | |||
Derivative [Line Items] | |||
Derivative, notional amount | $ 200 | ||
Fixed Rate | 2.87% | ||
Instrument 4 | |||
Derivative [Line Items] | |||
Derivative, notional amount | $ 100 | ||
Fixed Rate | 2.96% | ||
Instrument 5 | |||
Derivative [Line Items] | |||
Derivative, notional amount | $ 200 | ||
Fixed Rate | 2.98% | ||
Derivatives designated as hedging instruments | Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative, notional amount | $ 850 | $ 850 | $ 1,300 |
DEBT - Weighted Average Interes
DEBT - Weighted Average Interest Rate (Details) | Dec. 28, 2019 | Dec. 29, 2018 |
Debt Disclosure [Abstract] | ||
Weighted average interest rate (percentage) | 4.50% | 4.80% |
EQUITY - Summary of the Changes
EQUITY - Summary of the Changes in Equity (Details) - USD ($) $ / shares in Units, $ in Millions | Jul. 30, 2019 | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 |
Schedule of Equity Method Investments [Line Items] | ||||
Dividends declared (dollars per share) | $ 0.58 | $ 0.58 | $ 0.55 | $ 0.55 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Equity beginning balance | $ 718.7 | |||
Noncontrolling interest, beginning balance | 4.5 | |||
Total equity, beginning balance | 723.2 | $ 359.6 | ||
Adoption of new accounting pronouncements (see Note 1) | 9.1 | |||
Net income (loss) | (71.3) | (79.7) | ||
Other comprehensive income (loss) | 2.9 | (12.4) | ||
Share-based compensation | 7 | 6.6 | ||
Dividends declared ($0.580 and $0.550 per share), December 28, 2019 and December 29, 2018, respectively | (33.5) | (30.9) | ||
Treasury share issuances | 0.9 | 0.9 | ||
Equity ending balance | 624.6 | $ 718.7 | 248.3 | |
Noncontrolling interest, ending balance | 4.7 | 4.5 | 4.9 | |
Total equity, ending balance | 629.3 | 723.2 | 253.2 | |
Common Shares and Capital in Excess of Stated Value | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Equity beginning balance | 442.2 | 420.3 | ||
Share-based compensation | 7 | 6.6 | ||
Treasury share issuances | (0.3) | (1) | ||
Equity ending balance | 448.9 | 442.2 | 425.9 | |
Retained Earnings | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Equity beginning balance | 1,274.7 | 919.9 | ||
Adoption of new accounting pronouncements (see Note 1) | 26 | |||
Net income (loss) | (71.4) | (79.6) | ||
Dividends declared ($0.580 and $0.550 per share), December 28, 2019 and December 29, 2018, respectively | (33.5) | 30.9 | ||
Equity ending balance | 1,169.8 | 1,274.7 | 835.4 | |
Treasury Shares | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Equity beginning balance | (904.3) | (939.6) | ||
Treasury share issuances | 1.2 | 1.9 | ||
Equity ending balance | (903.1) | (904.3) | (937.7) | |
Accumulated Other Comprehensive Loss | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Equity beginning balance | (93.9) | (46) | ||
Adoption of new accounting pronouncements (see Note 1) | (16.9) | |||
Other comprehensive income (loss) | 2.9 | (12.4) | ||
Equity ending balance | (91) | (93.9) | (75.3) | |
Total Equity - Controlling Interest | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Equity beginning balance | 718.7 | 354.6 | ||
Adoption of new accounting pronouncements (see Note 1) | 9.1 | |||
Net income (loss) | (71.4) | (79.6) | ||
Other comprehensive income (loss) | 2.9 | (12.4) | ||
Share-based compensation | 7 | 6.6 | ||
Dividends declared ($0.580 and $0.550 per share), December 28, 2019 and December 29, 2018, respectively | (33.5) | (30.9) | ||
Treasury share issuances | 0.9 | 0.9 | ||
Equity ending balance | 624.6 | 718.7 | 248.3 | |
Non-controlling Interest | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Noncontrolling interest, beginning balance | 4.5 | 5 | ||
Net income (loss) | 0.1 | (0.1) | ||
Noncontrolling interest, ending balance | $ 4.7 | $ 4.5 | $ 4.9 |
EQUITY - Additional Information
EQUITY - Additional Information (Details) - USD ($) | Dec. 29, 2019 | Jul. 30, 2019 | Aug. 31, 2014 | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 | Sep. 30, 2019 | Dec. 28, 2019 | Jan. 31, 2020 | Aug. 03, 2016 |
Equity, Class of Treasury Stock [Line Items] | ||||||||||
Defined benefit plan, accumulated other comprehensive loss, after tax | $ (69,500,000) | $ (68,400,000) | $ (68,400,000) | $ (69,500,000) | ||||||
Tax effect on unrecognized loss on pension and other postretirement liabilities | (23,100,000) | (22,800,000) | ||||||||
Foreign currency translation losses | (12,800,000) | (17,400,000) | (17,400,000) | (12,800,000) | ||||||
Unrecognized losses on derivatives | (8,700,000) | $ (8,100,000) | (8,100,000) | $ (8,700,000) | ||||||
Tax effect of unrecognized losses on derivatives | $ (3,000,000) | $ (2,800,000) | ||||||||
Dividends declared (dollars per share) | $ 0.58 | $ 0.58 | $ 0.55 | $ 0.55 | ||||||
Authorized repurchase amount | $ 500,000,000 | $ 750,000,000 | $ 1,000,000,000 | |||||||
Share repurchase period | 5 years | |||||||||
Increase in authorized share repurchase authorization | $ 500,000,000 | |||||||||
Common shares repurchased (shares) | 0 | 8,300,000 | ||||||||
Common shares repurchased | $ 714,600,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 5,042 | 5,099 | ||||||||
Subsequent Event | ||||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 200,000 |
EQUITY - Share-based Awards (De
EQUITY - Share-based Awards (Details) - USD ($) $ in Millions | Dec. 29, 2019 | Dec. 28, 2019 | Dec. 29, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based awards (shares) | 5,042 | 5,099 | |
Aggregate fair value at grant dates | $ 0.5 | $ 0.4 | |
Restricted stock units | Employees | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based awards (shares) | 4,066 | 2,576 | |
Performance units | Employees | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based awards (shares) | 0 | 1,078 | |
Deferred stock units | Board of Directors Chairman | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based awards (shares) | 976 | 1,445 | |
Subsequent Event | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based awards (shares) | 200,000 | ||
Fair value of awards granted | $ 20 |
EQUITY - Total Share-based Comp
EQUITY - Total Share-based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Equity [Abstract] | ||
Share-based compensation | $ 7 | $ 6.6 |
Tax benefit recognized | $ 1.7 | $ 1.7 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Income Tax Contingency [Line Items] | ||
Effective tax rate related to continuing operations | 25.00% | 22.00% |
CONTINGENCIES (Details)
CONTINGENCIES (Details) $ in Millions | Dec. 28, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Accrual for environmental actions | $ 3.9 |
DERIVATIVE INSTRUMENTS AND HE_3
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Additional Information (Details) - USD ($) $ in Millions | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 |
Not Designated as Hedging Instrument | Currency forward contracts | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, notional amount | $ 128.7 | $ 120 | $ 117.5 |
Designated as Hedging Instruments | Interest Rate Swap | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, notional amount | 850 | $ 850 | $ 1,300 |
Loss related to interest rate swap agreements expected to be reclassified | 4 | ||
Designated as Hedging Instruments | Commodity hedging instruments | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Loss related to commodity hedges expected to be reclassified | $ 1.8 |
DERIVATIVE INSTRUMENTS AND HE_4
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Outstanding Commodity Contracts (Details) | 3 Months Ended | 12 Months Ended | |
Dec. 28, 2019lbTgal | Dec. 29, 2018lbTgal | Sep. 30, 2019lbTgal | |
Urea (in tons) | |||
Derivative [Line Items] | |||
Outstanding commodity contracts, mass | T | 45,500 | 52,000 | 78,500 |
Resin (in pounds) | |||
Derivative [Line Items] | |||
Outstanding commodity contracts, mass | lb | 11,000,000 | 12,600,000 | 14,900,000 |
Diesel (in gallons) | |||
Derivative [Line Items] | |||
Outstanding commodity contracts, volume | 4,368,000 | 4,410,000 | 4,956,000 |
Heating Oil (in gallons) | |||
Derivative [Line Items] | |||
Outstanding commodity contracts, volume | 1,344,000 | 1,218,000 | 1,344,000 |
DERIVATIVE INSTRUMENTS AND HE_5
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Fair Values of Derivative Instruments (Details) - USD ($) $ in Millions | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 |
Derivatives, Fair Value [Line Items] | |||
Total derivatives | $ (12.9) | $ (10.7) | $ (3.4) |
Designated as Hedging Instruments | |||
Derivatives, Fair Value [Line Items] | |||
Total derivatives | (10.8) | (11.6) | (1.5) |
Designated as Hedging Instruments | Interest rate swap agreements | Prepaid and other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative asset | 0 | 0 | 1.8 |
Designated as Hedging Instruments | Interest rate swap agreements | Other assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative asset | 0 | 0 | 0.6 |
Designated as Hedging Instruments | Interest rate swap agreements | Other current liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liability | (5.4) | (5.5) | (1.6) |
Designated as Hedging Instruments | Interest rate swap agreements | Other liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liability | (3.8) | (5.3) | (3.1) |
Designated as Hedging Instruments | Commodity hedging instruments | Prepaid and other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative asset | 0 | 0 | 0.8 |
Designated as Hedging Instruments | Commodity hedging instruments | Other current liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liability | (1.6) | (0.8) | 0 |
Not Designated as Hedging Instrument | |||
Derivatives, Fair Value [Line Items] | |||
Total derivatives | (2.1) | 0.9 | (1.9) |
Not Designated as Hedging Instrument | Currency forward contracts | Prepaid and other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative asset | 0 | 1.7 | 0.8 |
Not Designated as Hedging Instrument | Currency forward contracts | Other current liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liability | (2.2) | (0.4) | (0.3) |
Not Designated as Hedging Instrument | Commodity hedging instruments | Prepaid and other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative asset | 0.1 | 0 | 0 |
Not Designated as Hedging Instrument | Commodity hedging instruments | Other current liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liability | $ 0 | $ (0.4) | $ (2.4) |
DERIVATIVE INSTRUMENTS AND HE_6
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Effect of Derivative Instruments on AOCI and Statements of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Not Designated as Hedging Instrument | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain / (Loss) Recognized in Earnings | $ (4.3) | $ (0.2) |
Not Designated as Hedging Instrument | Currency forward contracts | Other income / expense, net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain / (Loss) Recognized in Earnings | (4.8) | 3.5 |
Not Designated as Hedging Instrument | Commodity hedging instruments | Cost of sales | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain / (Loss) Recognized in Earnings | 0.5 | (3.7) |
Cash Flow Hedging | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain / (Loss) Recognized in AOCI | (1.4) | (7.9) |
Amount of Gain / (Loss) Reclassified From AOCI Into Earnings | (0.8) | 0.1 |
Cash Flow Hedging | Interest rate swap agreements | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain / (Loss) Recognized in AOCI | 0.4 | (4.6) |
Cash Flow Hedging | Interest rate swap agreements | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain / (Loss) Reclassified From AOCI Into Earnings | (0.8) | (0.1) |
Cash Flow Hedging | Commodity hedging instruments | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain / (Loss) Recognized in AOCI | (1.8) | (3.3) |
Cash Flow Hedging | Commodity hedging instruments | Cost of sales | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain / (Loss) Reclassified From AOCI Into Earnings | $ 0 | $ 0.2 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Millions | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 |
Fair Value, Measurements, Recurring | Fair value, inputs, level 1 | |||
Assets: | |||
Cash equivalents | $ 2.4 | $ 2 | $ 1.1 |
Other | 25.2 | 21.6 | 18.2 |
Fair Value, Measurements, Recurring | Fair value, inputs, level 2 | Interest rate swap agreements | |||
Assets: | |||
Derivatives | 0 | 0 | 2.4 |
Liabilities: | |||
Derivatives | (9.2) | (10.8) | (4.7) |
Fair Value, Measurements, Recurring | Fair value, inputs, level 2 | Currency forward contracts | |||
Assets: | |||
Derivatives | 0 | 1.7 | 0.8 |
Liabilities: | |||
Derivatives | (2.2) | (0.4) | (0.3) |
Fair Value, Measurements, Recurring | Fair value, inputs, level 2 | Commodity hedging instruments | |||
Assets: | |||
Derivatives | 0.1 | 0 | 0.8 |
Liabilities: | |||
Derivatives | (1.6) | (1.2) | (2.4) |
Fair Value, Measurements, Recurring | Fair value, inputs, level 3 | |||
Assets: | |||
Other | 11.3 | 11.3 | 13 |
Reported Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 3 | |||
Liabilities: | |||
Long-term Debt, Fair Value | 0 | 0 | 0.9 |
Estimate of Fair Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 3 | |||
Liabilities: | |||
Long-term Debt, Fair Value | 0 | 0 | 0.9 |
Master Accounts Receivable Purchase Agreement | Reported Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | 39 | 76 | 40 |
Master Accounts Receivable Purchase Agreement | Estimate of Fair Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | 39 | 76 | 40 |
Other Long-term Debt [Member] | Reported Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 2 | |||
Liabilities: | |||
Long-term Debt, Fair Value | 48.4 | 36.1 | 16.3 |
Other Long-term Debt [Member] | Estimate of Fair Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 2 | |||
Liabilities: | |||
Long-term Debt, Fair Value | 48.4 | 36.1 | 16.3 |
Term loans | Credit Facilities | Reported Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | 750 | 750 | 790 |
Term loans | Credit Facilities | Estimate of Fair Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | 750 | 750 | 790 |
Revolving Credit Facility | Credit Facilities | Reported Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | 537.1 | 147.2 | 793.9 |
Revolving Credit Facility | Credit Facilities | Estimate of Fair Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | 537.1 | 147.2 | 793.9 |
Senior Notes 4.500% | Senior notes | Reported Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | 450 | 0 | 0 |
Senior Notes 4.500% | Senior notes | Estimate of Fair Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | 459.6 | 0 | 0 |
Senior Notes – 6.000% | Senior notes | Reported Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | 0 | 400 | 400 |
Senior Notes – 6.000% | Senior notes | Estimate of Fair Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | 0 | 412.5 | 398.5 |
Senior Notes – 5.250% | Senior notes | Reported Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | 250 | 250 | 250 |
Senior Notes – 5.250% | Senior notes | Estimate of Fair Value Measurement | |||
Liabilities: | |||
Long-term Debt, Fair Value | $ 267.5 | $ 263.4 | $ 230 |
LEASES AND OTHER COMMITMENTS (D
LEASES AND OTHER COMMITMENTS (Details) $ in Millions | Dec. 28, 2019USD ($) |
Lessee, Lease, Description [Line Items] | |
Residual value of leased asset | $ 3.4 |
LEASES AND OTHER COMMITMENTS -
LEASES AND OTHER COMMITMENTS - (Supplemental Balance Sheet Information Schedule) (Details) $ in Millions | Dec. 28, 2019USD ($) |
Leases [Abstract] | |
Operating lease right-of-use-assets | $ 129.5 |
Operating lease current lease liabilities | 45 |
Operating lease non-current lease liabilities | 88.9 |
Total operating lease liabilities | 133.9 |
Finance lease right-of-use assets | 36.3 |
Finance lease current lease liabilities | 4.5 |
Finance lease non-current lease liabilities | 32.4 |
Total finance lease liabilities | $ 36.9 |
LEASES AND OTHER COMMITMENTS _2
LEASES AND OTHER COMMITMENTS - (Components of Lease Cost Schedule) (Details) $ in Millions | 3 Months Ended |
Dec. 28, 2019USD ($) | |
Leases [Abstract] | |
Operating lease cost | $ 13.1 |
Amortization of right-of-use assets | 0.9 |
Interest on lease liabilities | 0.3 |
Total finance lease cost | 1.2 |
Variable lease cost | 2.3 |
Operating lease amortization of ROU assets | $ 11.1 |
LEASES AND OTHER COMMITMENTS _3
LEASES AND OTHER COMMITMENTS - (Supplemental Cash Flow Information and Non-Cash Activity Schedule) (Details) $ in Millions | 3 Months Ended |
Dec. 28, 2019USD ($) | |
Lease, Cost [Abstract] | |
Operating cash flows from operating leases, net | $ 13.4 |
Operating cash flows from finance leases | 0.3 |
Financing cash flows from finance leases | 0.4 |
Right-of-use assets obtained in exchange for lease obligations, operating leases | 11 |
Right-of-use assets obtained in exchange for lease obligations, finance leases | $ 11.9 |
LEASES AND OTHER COMMITMENTS _4
LEASES AND OTHER COMMITMENTS - (Weighted-Average Remaining Lease Term and Discount Rate Schedule) (Details) | Dec. 28, 2019 |
Leases [Abstract] | |
Operating leases, weighted average remaining term (in years) | 4 years |
Finance leases, weighted average remaining term (in years) | 8 years 10 months 24 days |
Operating leases, weighted average discount rate (percent) | 3.80% |
Finance leases, weighted average discount rate (percent) | 4.20% |
LEASES AND OTHER COMMITMENTS _5
LEASES AND OTHER COMMITMENTS - (Maturities of Lease Liabilities by Fiscal Year Schedule) (Details) $ in Millions | Dec. 28, 2019USD ($) |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |
2020 (remainder of the year) | $ 38.5 |
2021 | 40.9 |
2022 | 28.6 |
2023 | 15.8 |
2024 | 8.2 |
Thereafter | 12.6 |
Total lease payments | 144.6 |
Less: Imputed interest | (10.7) |
Total lease liabilities | 133.9 |
Finance Lease, Liability, Payment, Due [Abstract] | |
2020 | 4.4 |
2021 | 6.1 |
2022 | 6.1 |
2023 | 6.1 |
2024 | 6.2 |
Thereafter | 16 |
Total lease payments | 44.9 |
Less: Imputed interest | (8) |
Total lease liabilities | $ 36.9 |
LEASES AND OTHER COMMITMENTS _6
LEASES AND OTHER COMMITMENTS - (Future Minimum Annual Operating and Capital Lease Payments Required before Adoption of ASU 842 Schedule) (Details) $ in Millions | Sep. 30, 2019USD ($) |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |
2020 | $ 52.8 |
2021 | 40.3 |
2022 | 28.1 |
2023 | 15.4 |
2024 | 7.9 |
Thereafter | 12.6 |
Total lease payments | 157.1 |
Finance Lease, Liability, Payment, Due [Abstract] | |
2020 | 3 |
2021 | 3.5 |
2022 | 3.5 |
2023 | 3.6 |
2024 | 3.6 |
Thereafter | 15.4 |
Total lease payments | $ 32.6 |
SEGMENT INFORMATION - Net Sales
SEGMENT INFORMATION - Net Sales, Profit (Loss), and Total Assets by Segment (Details) $ in Millions | 3 Months Ended | ||
Dec. 28, 2019USD ($)segment | Dec. 29, 2018USD ($) | Sep. 30, 2019USD ($) | |
Segment Reporting [Abstract] | |||
Number of reportable segments | segment | 3 | ||
Segment Reporting Information [Line Items] | |||
Net sales | $ 365.8 | $ 298.1 | |
Impairment, restructuring and other | 2.5 | (3.5) | |
Equity in income of unconsolidated affiliates | 0 | 1.3 | |
Costs related to refinancing | (15.1) | 0 | |
Interest expense | (20) | (25.2) | |
Other non-operating income, net | 2.6 | 2.9 | |
Total assets: | |||
Total assets | 3,456 | 3,225.2 | $ 3,028.7 |
Continuing Operations | |||
Segment Reporting Information [Line Items] | |||
Segment profit (loss) | (95.1) | (105.9) | |
Intangible asset amortization | (7.6) | (8.3) | |
Impairment, restructuring and other | 2.2 | (6) | |
Equity in income of unconsolidated affiliates | 0 | 1.3 | |
Costs related to refinancing | (15.1) | 0 | |
Interest expense | (20) | (25.2) | |
Other non-operating income, net | 2.6 | 2.9 | |
Continuing Operations | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Segment profit (loss) | (31.1) | (42.7) | |
Continuing Operations | Corporate | |||
Segment Reporting Information [Line Items] | |||
Segment profit (loss) | (26.1) | (27.9) | |
U.S. Consumer | |||
Segment Reporting Information [Line Items] | |||
Net sales | 147.4 | 136.9 | |
U.S. Consumer | Continuing Operations | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Segment profit (loss) | (41.5) | (43.1) | |
Hawthorne | |||
Segment Reporting Information [Line Items] | |||
Net sales | 198.8 | 140.8 | |
Hawthorne | Continuing Operations | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Segment profit (loss) | 13.9 | 4.4 | |
Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 19.6 | 20.4 | |
Other | Continuing Operations | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Segment profit (loss) | $ (3.5) | $ (4) |
SEGMENT INFORMATION - Net Sal_2
SEGMENT INFORMATION - Net Sales by Product Category (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Revenue from External Customer [Line Items] | ||
Net sales | $ 365.8 | $ 298.1 |
U.S. Consumer | Growing media | ||
Revenue from External Customer [Line Items] | ||
Net sales | 44.8 | 38.3 |
U.S. Consumer | Lawn care | ||
Revenue from External Customer [Line Items] | ||
Net sales | 50.8 | 49.7 |
U.S. Consumer | Controls | ||
Revenue from External Customer [Line Items] | ||
Net sales | 28.8 | 30.2 |
U.S. Consumer | Roundup® marketing agreement | ||
Revenue from External Customer [Line Items] | ||
Net sales | 8.9 | 8.1 |
U.S. Consumer | Other, primarily gardening and landscape | ||
Revenue from External Customer [Line Items] | ||
Net sales | 14.1 | 10.6 |
Hawthorne | ||
Revenue from External Customer [Line Items] | ||
Net sales | 198.8 | 140.8 |
Hawthorne | Indoor, urban and hydroponic gardening | ||
Revenue from External Customer [Line Items] | ||
Net sales | 198.8 | 140.8 |
Other | ||
Revenue from External Customer [Line Items] | ||
Net sales | 19.6 | 20.4 |
Other | Growing media | ||
Revenue from External Customer [Line Items] | ||
Net sales | 11.2 | 10.9 |
Other | Lawn care | ||
Revenue from External Customer [Line Items] | ||
Net sales | 3.4 | 2.5 |
Other | Other, primarily gardening and controls | ||
Revenue from External Customer [Line Items] | ||
Net sales | $ 5 | $ 7 |
SEGMENT INFORMATION - Net Sal_3
SEGMENT INFORMATION - Net Sales by Geographic Area (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Segment Reporting Information [Line Items] | ||
Net sales | $ 365.8 | $ 298.1 |
United States | ||
Segment Reporting Information [Line Items] | ||
Net sales | 320.4 | 246.9 |
International | ||
Segment Reporting Information [Line Items] | ||
Net sales | $ 45.4 | $ 51.2 |
FINANCIAL INFORMATION FOR SUB_3
FINANCIAL INFORMATION FOR SUBSIDIARY GUARANTORS AND NON-GUARANTORS - Additional information (Details) - USD ($) $ in Millions | Jul. 05, 2018 | Dec. 28, 2019 | Dec. 29, 2018 | Oct. 22, 2019 | Sep. 30, 2019 | Dec. 15, 2016 | Oct. 13, 2015 |
Disclosure of Dividends Paid | |||||||
Debt instrument term (years) | 5 years | ||||||
Return of investments from affiliates | $ 0 | $ 0 | |||||
Reportable Legal Entities | Parent | |||||||
Disclosure of Dividends Paid | |||||||
Return of investments from affiliates | $ 463.5 | $ 49.1 | |||||
Senior Notes – 6.000% | Senior notes | |||||||
Disclosure of Dividends Paid | |||||||
Interest rate of debt (percentage) | 6.00% | 6.00% | 6.00% | 6.00% | |||
Senior Notes – 5.250% | Senior notes | |||||||
Disclosure of Dividends Paid | |||||||
Interest rate of debt (percentage) | 5.25% | 5.25% | 5.25% | 5.25% | |||
Senior Notes, 4.500% Due 2029 | Senior notes | |||||||
Disclosure of Dividends Paid | |||||||
Interest rate of debt (percentage) | 4.50% | 4.50% | 4.50% | 4.50% |
FINANCIAL INFORMATION FOR SUB_4
FINANCIAL INFORMATION FOR SUBSIDIARY GUARANTORS AND NON-GUARANTORS - Statement of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Schedule of Condensed Consolidating Statement of Operations [Line Items] | ||
Net sales | $ 365.8 | $ 298.1 |
Cost of sales | 311.3 | 261.1 |
Cost of sales—impairment, restructuring and other | 0.3 | 2.5 |
Gross profit | 54.2 | 34.5 |
Operating expenses: | ||
Selling, general and administrative | 119.8 | 116.3 |
Impairment, restructuring and other | (2.5) | 3.5 |
Other (income) expense, net | (0.5) | (0.4) |
Income (loss) from operations | (62.6) | (84.9) |
Equity (income) loss in subsidiaries | 0 | 0 |
Equity in (income) loss of unconsolidated affiliates | 0 | (1.3) |
Costs related to refinancing | 15.1 | 0 |
Interest expense | 20 | 25.2 |
Other non-operating (income) expense, net | (2.6) | (2.9) |
Income (loss) from continuing operations before income taxes | (95.1) | (105.9) |
Income tax expense (benefit) from continuing operations | (23.8) | (23.3) |
Income (loss) from continuing operations | (71.3) | (82.6) |
Income (loss) from discontinued operations, net of tax | 0 | 2.9 |
Net income (loss) | (71.3) | (79.7) |
Net (income) loss attributable to noncontrolling interest | (0.1) | 0.1 |
Net income (loss) attributable to controlling interest | (71.4) | (79.6) |
Reportable Legal Entities | Parent | ||
Schedule of Condensed Consolidating Statement of Operations [Line Items] | ||
Net sales | 0 | 0 |
Cost of sales | 0 | 0 |
Cost of sales—impairment, restructuring and other | 0 | 0 |
Gross profit | 0 | 0 |
Operating expenses: | ||
Selling, general and administrative | 0 | 0 |
Impairment, restructuring and other | 0 | 0 |
Other (income) expense, net | 0 | (0.2) |
Income (loss) from operations | 0 | 0.2 |
Equity (income) loss in subsidiaries | 50.6 | 69.3 |
Equity in (income) loss of unconsolidated affiliates | 0 | |
Costs related to refinancing | 15.1 | |
Interest expense | 15.5 | 18.8 |
Other non-operating (income) expense, net | (3.3) | (5.9) |
Income (loss) from continuing operations before income taxes | (77.9) | (82) |
Income tax expense (benefit) from continuing operations | (6.8) | (2.8) |
Income (loss) from continuing operations | (71.1) | (79.2) |
Income (loss) from discontinued operations, net of tax | 0 | 0 |
Net income (loss) | (71.1) | (79.2) |
Net (income) loss attributable to noncontrolling interest | 0 | 0 |
Net income (loss) attributable to controlling interest | (71.1) | (79.2) |
Reportable Legal Entities | Subsidiary Guarantors | ||
Schedule of Condensed Consolidating Statement of Operations [Line Items] | ||
Net sales | 302.3 | 232.1 |
Cost of sales | 259.6 | 206.9 |
Cost of sales—impairment, restructuring and other | 0.3 | 2.2 |
Gross profit | 42.4 | 23 |
Operating expenses: | ||
Selling, general and administrative | 104.6 | 101.4 |
Impairment, restructuring and other | (2.5) | 3.4 |
Other (income) expense, net | (0.2) | 0.1 |
Income (loss) from operations | (59.5) | (81.9) |
Equity (income) loss in subsidiaries | (1.1) | (1.5) |
Equity in (income) loss of unconsolidated affiliates | (1.4) | |
Costs related to refinancing | 0 | |
Interest expense | 13 | 18.3 |
Other non-operating (income) expense, net | (1.9) | (2.3) |
Income (loss) from continuing operations before income taxes | (69.5) | (95) |
Income tax expense (benefit) from continuing operations | (17.8) | (21.3) |
Income (loss) from continuing operations | (51.7) | (73.7) |
Income (loss) from discontinued operations, net of tax | 0 | 3 |
Net income (loss) | (51.7) | (70.7) |
Net (income) loss attributable to noncontrolling interest | 0 | 0 |
Net income (loss) attributable to controlling interest | (51.7) | (70.7) |
Reportable Legal Entities | Non-Guarantors | ||
Schedule of Condensed Consolidating Statement of Operations [Line Items] | ||
Net sales | 63.5 | 66 |
Cost of sales | 51.7 | 54.2 |
Cost of sales—impairment, restructuring and other | 0 | 0.3 |
Gross profit | 11.8 | 11.5 |
Operating expenses: | ||
Selling, general and administrative | 14.9 | 14.6 |
Impairment, restructuring and other | 0 | 0.1 |
Other (income) expense, net | (0.3) | (0.3) |
Income (loss) from operations | (2.8) | (2.9) |
Equity (income) loss in subsidiaries | 0 | 0 |
Equity in (income) loss of unconsolidated affiliates | 0.1 | |
Costs related to refinancing | 0 | |
Interest expense | 0.7 | 0.9 |
Other non-operating (income) expense, net | (6.6) | (7.5) |
Income (loss) from continuing operations before income taxes | 3.1 | 3.6 |
Income tax expense (benefit) from continuing operations | 0.8 | 0.8 |
Income (loss) from continuing operations | 2.3 | 2.8 |
Income (loss) from discontinued operations, net of tax | 0 | (0.1) |
Net income (loss) | 2.3 | 2.7 |
Net (income) loss attributable to noncontrolling interest | 0 | 0 |
Net income (loss) attributable to controlling interest | 2.3 | 2.7 |
Eliminations/ Consolidations | ||
Schedule of Condensed Consolidating Statement of Operations [Line Items] | ||
Net sales | 0 | 0 |
Cost of sales | 0 | 0 |
Cost of sales—impairment, restructuring and other | 0 | 0 |
Gross profit | 0 | 0 |
Operating expenses: | ||
Selling, general and administrative | 0.3 | 0.3 |
Impairment, restructuring and other | 0 | 0 |
Other (income) expense, net | 0 | 0 |
Income (loss) from operations | (0.3) | (0.3) |
Equity (income) loss in subsidiaries | (49.5) | (67.8) |
Equity in (income) loss of unconsolidated affiliates | 0 | |
Costs related to refinancing | 0 | |
Interest expense | (9.2) | (12.8) |
Other non-operating (income) expense, net | 9.2 | 12.8 |
Income (loss) from continuing operations before income taxes | 49.2 | 67.5 |
Income tax expense (benefit) from continuing operations | 0 | 0 |
Income (loss) from continuing operations | 49.2 | 67.5 |
Income (loss) from discontinued operations, net of tax | 0 | 0 |
Net income (loss) | 49.2 | 67.5 |
Net (income) loss attributable to noncontrolling interest | (0.1) | 0.1 |
Net income (loss) attributable to controlling interest | $ 49.1 | $ 67.6 |
FINANCIAL INFORMATION FOR SUB_5
FINANCIAL INFORMATION FOR SUBSIDIARY GUARANTORS AND NON-GUARANTORS - Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Schedule of Condensed Consolidating Statement of Comprehensive Income (Loss) | ||
Net income (loss) | $ (71.3) | $ (79.7) |
Other comprehensive income (loss): | ||
Net foreign currency translation adjustment | 4.6 | (5.3) |
Net change in derivatives | (0.6) | (8) |
Net change in pension and other post-retirement benefits | (1.1) | 0.9 |
Total other comprehensive income (loss) | 2.9 | (12.4) |
Comprehensive income (loss) | (68.4) | (92.1) |
Comprehensive (income) loss attributable to noncontrolling interest | (0.1) | 0.1 |
Comprehensive income (loss) attributable to controlling interest | (68.5) | (92) |
Reportable Legal Entities | Parent | ||
Schedule of Condensed Consolidating Statement of Comprehensive Income (Loss) | ||
Net income (loss) | (71.1) | (79.2) |
Other comprehensive income (loss): | ||
Net foreign currency translation adjustment | 4.6 | (5.3) |
Net change in derivatives | (0.6) | (8) |
Net change in pension and other post-retirement benefits | (1.1) | 0.9 |
Total other comprehensive income (loss) | 2.9 | (12.4) |
Comprehensive income (loss) | (68.2) | (91.6) |
Comprehensive (income) loss attributable to noncontrolling interest | 0 | 0 |
Comprehensive income (loss) attributable to controlling interest | (68.2) | (91.6) |
Reportable Legal Entities | Subsidiary Guarantors | ||
Schedule of Condensed Consolidating Statement of Comprehensive Income (Loss) | ||
Net income (loss) | (51.7) | (70.7) |
Other comprehensive income (loss): | ||
Net foreign currency translation adjustment | 0 | 0 |
Net change in derivatives | (1.8) | (3.5) |
Net change in pension and other post-retirement benefits | 0.1 | 0.1 |
Total other comprehensive income (loss) | (1.7) | (3.4) |
Comprehensive income (loss) | (53.4) | (74.1) |
Comprehensive (income) loss attributable to noncontrolling interest | 0 | 0 |
Comprehensive income (loss) attributable to controlling interest | (53.4) | (74.1) |
Reportable Legal Entities | Non-Guarantors | ||
Schedule of Condensed Consolidating Statement of Comprehensive Income (Loss) | ||
Net income (loss) | 2.3 | 2.7 |
Other comprehensive income (loss): | ||
Net foreign currency translation adjustment | 4.6 | (5.3) |
Net change in derivatives | 0 | 0 |
Net change in pension and other post-retirement benefits | (1.2) | 0.8 |
Total other comprehensive income (loss) | 3.4 | (4.5) |
Comprehensive income (loss) | 5.7 | (1.8) |
Comprehensive (income) loss attributable to noncontrolling interest | 0 | 0 |
Comprehensive income (loss) attributable to controlling interest | 5.7 | (1.8) |
Eliminations/ Consolidations | ||
Schedule of Condensed Consolidating Statement of Comprehensive Income (Loss) | ||
Net income (loss) | 49.2 | 67.5 |
Other comprehensive income (loss): | ||
Net foreign currency translation adjustment | (4.6) | 5.3 |
Net change in derivatives | 1.8 | 3.5 |
Net change in pension and other post-retirement benefits | 1.1 | (0.9) |
Total other comprehensive income (loss) | (1.7) | 7.9 |
Comprehensive income (loss) | 47.5 | 75.4 |
Comprehensive (income) loss attributable to noncontrolling interest | (0.1) | 0.1 |
Comprehensive income (loss) attributable to controlling interest | $ 47.4 | $ 75.5 |
FINANCIAL INFORMATION FOR SUB_6
FINANCIAL INFORMATION FOR SUBSIDIARY GUARANTORS AND NON-GUARANTORS - Cash Flows (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Schedule of Condensed Consolidating Statement of Cash Flows [Line Items] | ||
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | $ (318.2) | $ (233.4) |
INVESTING ACTIVITIES | ||
Investments in property, plant and equipment | (21.9) | (12.7) |
Investments in loans receivable | (2.5) | 0 |
Investments in acquired businesses, net of cash acquired | 0 | (6.6) |
Other investing, net | (1.3) | 2.2 |
Return of investments from affiliates | 0 | 0 |
Investing cash flows from (to) affiliates | 0 | 0 |
Net cash provided by (used in) investing activities | (25.7) | (17.1) |
FINANCING ACTIVITIES | ||
Borrowings under revolving and bank lines of credit and term loans | 465.7 | 386.8 |
Repayments under revolving and bank lines of credit and term loans | (112.8) | (116.3) |
Dividends paid | (32.4) | (30.4) |
Purchase of Common Shares | 0 | (0.5) |
Payments on seller notes | (0.5) | (0.8) |
Cash received from exercise of stock options | 0.9 | 1.1 |
Financing cash flows from (to) affiliates | 0 | 0 |
Net cash provided by (used in) financing activities | 352.3 | 239.9 |
Payments of Financing Costs | (18.6) | 0 |
Effect of exchange rate changes on cash | 0.2 | (0.7) |
Net increase (decrease) in cash and cash equivalents | 8.6 | (11.3) |
Cash and cash equivalents at beginning of period | 18.8 | 33.9 |
Cash and cash equivalents at end of period | 27.4 | 22.6 |
Proceeds from Issuance of Senior Long-term Debt | 450 | 0 |
Repayments of senior debt | (400) | 0 |
Reportable Legal Entities | Parent | ||
Schedule of Condensed Consolidating Statement of Cash Flows [Line Items] | ||
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | (20) | (19.1) |
INVESTING ACTIVITIES | ||
Investments in property, plant and equipment | 0 | 0 |
Investments in loans receivable | 0 | |
Investments in acquired businesses, net of cash acquired | 0 | |
Other investing, net | 0 | 0 |
Return of investments from affiliates | 463.5 | 49.1 |
Investing cash flows from (to) affiliates | (443.4) | (0.2) |
Net cash provided by (used in) investing activities | 20.1 | 48.9 |
FINANCING ACTIVITIES | ||
Borrowings under revolving and bank lines of credit and term loans | 0 | 0 |
Repayments under revolving and bank lines of credit and term loans | 0 | 0 |
Dividends paid | (32.4) | (30.4) |
Purchase of Common Shares | (0.5) | |
Payments on seller notes | 0 | 0 |
Cash received from exercise of stock options | 0.9 | 1.1 |
Financing cash flows from (to) affiliates | 0 | 0 |
Net cash provided by (used in) financing activities | (0.1) | (29.8) |
Payments of Financing Costs | 18.6 | |
Effect of exchange rate changes on cash | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
Proceeds from Issuance of Senior Long-term Debt | 450 | |
Repayments of senior debt | 400 | |
Reportable Legal Entities | Subsidiary Guarantors | ||
Schedule of Condensed Consolidating Statement of Cash Flows [Line Items] | ||
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | (295.8) | (193.6) |
INVESTING ACTIVITIES | ||
Investments in property, plant and equipment | (20.5) | (12.1) |
Investments in loans receivable | (2.5) | |
Investments in acquired businesses, net of cash acquired | (6.6) | |
Other investing, net | 1.7 | 0.9 |
Return of investments from affiliates | 0 | 0 |
Investing cash flows from (to) affiliates | (0.7) | (2.3) |
Net cash provided by (used in) investing activities | (22) | (20.1) |
FINANCING ACTIVITIES | ||
Borrowings under revolving and bank lines of credit and term loans | 426.2 | 347.6 |
Repayments under revolving and bank lines of credit and term loans | (86.4) | (86.6) |
Dividends paid | (463.5) | (49.1) |
Purchase of Common Shares | 0 | |
Payments on seller notes | (0.5) | (0.8) |
Cash received from exercise of stock options | 0 | 0 |
Financing cash flows from (to) affiliates | 443.4 | 0.2 |
Net cash provided by (used in) financing activities | 319.2 | 211.3 |
Payments of Financing Costs | 0 | |
Effect of exchange rate changes on cash | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 1.4 | (2.4) |
Cash and cash equivalents at beginning of period | 2.3 | 3 |
Cash and cash equivalents at end of period | 3.7 | 0.6 |
Proceeds from Issuance of Senior Long-term Debt | 0 | |
Repayments of senior debt | 0 | |
Reportable Legal Entities | Non-Guarantors | ||
Schedule of Condensed Consolidating Statement of Cash Flows [Line Items] | ||
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | (2.4) | (20.7) |
INVESTING ACTIVITIES | ||
Investments in property, plant and equipment | (1.4) | (0.6) |
Investments in loans receivable | 0 | |
Investments in acquired businesses, net of cash acquired | 0 | |
Other investing, net | (3) | 1.3 |
Return of investments from affiliates | 0 | 0 |
Investing cash flows from (to) affiliates | 0 | 0 |
Net cash provided by (used in) investing activities | (4.4) | 0.7 |
FINANCING ACTIVITIES | ||
Borrowings under revolving and bank lines of credit and term loans | 39.5 | 39.2 |
Repayments under revolving and bank lines of credit and term loans | (26.4) | (29.7) |
Dividends paid | 0 | 0 |
Purchase of Common Shares | 0 | |
Payments on seller notes | 0 | 0 |
Cash received from exercise of stock options | 0 | 0 |
Financing cash flows from (to) affiliates | 0.7 | 2.3 |
Net cash provided by (used in) financing activities | 13.8 | 11.8 |
Payments of Financing Costs | 0 | |
Effect of exchange rate changes on cash | 0.2 | (0.7) |
Net increase (decrease) in cash and cash equivalents | 7.2 | (8.9) |
Cash and cash equivalents at beginning of period | 16.5 | 30.9 |
Cash and cash equivalents at end of period | 23.7 | 22 |
Proceeds from Issuance of Senior Long-term Debt | 0 | |
Repayments of senior debt | 0 | |
Eliminations/ Consolidations | ||
Schedule of Condensed Consolidating Statement of Cash Flows [Line Items] | ||
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | 0 | 0 |
INVESTING ACTIVITIES | ||
Investments in property, plant and equipment | 0 | 0 |
Investments in loans receivable | 0 | |
Investments in acquired businesses, net of cash acquired | 0 | |
Other investing, net | 0 | 0 |
Return of investments from affiliates | (463.5) | (49.1) |
Investing cash flows from (to) affiliates | 444.1 | 2.5 |
Net cash provided by (used in) investing activities | (19.4) | (46.6) |
FINANCING ACTIVITIES | ||
Borrowings under revolving and bank lines of credit and term loans | 0 | 0 |
Repayments under revolving and bank lines of credit and term loans | 0 | 0 |
Dividends paid | 463.5 | 49.1 |
Purchase of Common Shares | 0 | |
Payments on seller notes | 0 | 0 |
Cash received from exercise of stock options | 0 | 0 |
Financing cash flows from (to) affiliates | (444.1) | (2.5) |
Net cash provided by (used in) financing activities | 19.4 | 46.6 |
Payments of Financing Costs | 0 | |
Effect of exchange rate changes on cash | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | $ 0 |
Proceeds from Issuance of Senior Long-term Debt | 0 | |
Repayments of senior debt | $ 0 |
FINANCIAL INFORMATION FOR SUB_7
FINANCIAL INFORMATION FOR SUBSIDIARY GUARANTORS AND NON-GUARANTORS - Balance Sheet (Details) - USD ($) $ in Millions | Dec. 28, 2019 | Sep. 30, 2019 | Dec. 29, 2018 | Sep. 30, 2018 |
Current assets: | ||||
Cash and cash equivalents | $ 27.4 | $ 18.8 | $ 22.6 | |
Accounts receivable, net | 192.7 | 223.9 | 163.8 | |
Accounts receivable pledged | 43.3 | 84.5 | 44.4 | |
Inventories | 866.1 | 540.3 | 745.4 | |
Prepaid and other current assets | 203.3 | 174.2 | 102.5 | |
Total current assets | 1,332.8 | 1,041.7 | 1,078.7 | |
Investment in unconsolidated affiliates | 0 | 0 | 37.3 | |
Property, plant and equipment, net | 545.4 | 546 | 519.8 | |
Goodwill | 540.9 | 538.7 | 539.7 | |
Intangible assets, net | 701.7 | 707.5 | 846.8 | |
Other assets | 335.2 | 194.8 | 202.9 | |
Equity investment in subsidiaries | 0 | 0 | 0 | |
Intercompany assets | 0 | 0 | 0 | |
Total assets | 3,456 | 3,028.7 | 3,225.2 | |
Current liabilities: | ||||
Current portion of debt | 93.8 | 128.1 | 95.1 | |
Accounts payable | 309.4 | 214.2 | 237 | |
Other current liabilities | 206.5 | 278.2 | 262.5 | |
Total current liabilities | 609.7 | 620.5 | 594.6 | |
Long-term debt | 1,969.9 | 1,523.5 | 2,186.2 | |
Distributions in excess of investment in unconsolidated affiliate | 0 | 0 | 21.9 | |
Other liabilities | 247.1 | 161.5 | 169.3 | |
Equity investment in subsidiaries | 0 | 0 | 0 | |
Intercompany liabilities | 0 | 0 | ||
Total liabilities | 2,826.7 | 2,305.5 | 2,972 | |
Total equity—controlling interest | 624.6 | 718.7 | 248.3 | |
Noncontrolling interest | 4.7 | 4.5 | 4.9 | |
Total equity | 629.3 | 723.2 | 253.2 | $ 359.6 |
Total liabilities and equity | 3,456 | 3,028.7 | 3,225.2 | |
Reportable Legal Entities | Parent | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | |
Accounts receivable, net | 0 | 0 | 0 | |
Accounts receivable pledged | 0 | 0 | 0 | |
Inventories | 0 | 0 | 0 | |
Prepaid and other current assets | 0 | 0 | 2 | |
Total current assets | 0 | 0 | 2 | |
Investment in unconsolidated affiliates | 0 | |||
Property, plant and equipment, net | 0 | 0 | 0 | |
Goodwill | 0 | 0 | 0 | |
Intangible assets, net | 0 | 0 | 0 | |
Other assets | 7.1 | 7.6 | 9.7 | |
Equity investment in subsidiaries | 1,164 | 1,223.4 | 746.1 | |
Intercompany assets | 1,457.9 | 1,065.8 | 1,736.3 | |
Total assets | 2,629 | 2,296.8 | 2,494.1 | |
Current liabilities: | ||||
Current portion of debt | 49 | 48.7 | 47.7 | |
Accounts payable | 0 | 0 | 0 | |
Other current liabilities | 17.7 | 27.4 | 10.6 | |
Total current liabilities | 66.7 | 76.1 | 58.3 | |
Long-term debt | 1,936.3 | 1,499.5 | 2,185 | |
Distributions in excess of investment in unconsolidated affiliate | 0 | |||
Other liabilities | 1.4 | 2.5 | 2.5 | |
Equity investment in subsidiaries | 0 | 0 | 0 | |
Intercompany liabilities | 0 | 0 | 0 | |
Total liabilities | 2,004.4 | 1,578.1 | 2,245.8 | |
Total equity—controlling interest | 624.6 | 718.7 | 248.3 | |
Noncontrolling interest | 0 | 0 | 0 | |
Total equity | 624.6 | 718.7 | 248.3 | |
Total liabilities and equity | 2,629 | 2,296.8 | 2,494.1 | |
Reportable Legal Entities | Subsidiary Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 3.7 | 2.3 | 0.6 | |
Accounts receivable, net | 145.9 | 182 | 107.2 | |
Accounts receivable pledged | 43.3 | 84.5 | 44.4 | |
Inventories | 776.3 | 460 | 659.3 | |
Prepaid and other current assets | 193.1 | 166.8 | 79.2 | |
Total current assets | 1,162.3 | 895.6 | 890.7 | |
Investment in unconsolidated affiliates | 36.6 | |||
Property, plant and equipment, net | 485.4 | 485.5 | 458.8 | |
Goodwill | 421.9 | 421.9 | 420.1 | |
Intangible assets, net | 608.9 | 614.9 | 745.7 | |
Other assets | 261.4 | 146.9 | 163.5 | |
Equity investment in subsidiaries | 0 | 0 | 0 | |
Intercompany assets | 0 | 0 | 0 | |
Total assets | 2,939.9 | 2,564.8 | 2,715.4 | |
Current liabilities: | ||||
Current portion of debt | 84.8 | 119.4 | 81.7 | |
Accounts payable | 287.2 | 192.5 | 206.1 | |
Other current liabilities | 164 | 230 | 228.9 | |
Total current liabilities | 536 | 541.9 | 516.7 | |
Long-term debt | 1,165.2 | 779.9 | 1,438.7 | |
Distributions in excess of investment in unconsolidated affiliate | 21.9 | |||
Other liabilities | 208.2 | 135.5 | 140.4 | |
Equity investment in subsidiaries | 72 | 76.6 | 2.5 | |
Intercompany liabilities | 48.6 | 59.1 | 119.8 | |
Total liabilities | 2,030 | 1,593 | 2,240 | |
Total equity—controlling interest | 909.9 | 971.8 | 475.4 | |
Noncontrolling interest | 0 | 0 | 0 | |
Total equity | 909.9 | 971.8 | 475.4 | |
Total liabilities and equity | 2,939.9 | 2,564.8 | 2,715.4 | |
Reportable Legal Entities | Non-Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 23.7 | 16.5 | 22 | |
Accounts receivable, net | 46.8 | 41.9 | 56.6 | |
Accounts receivable pledged | 0 | 0 | 0 | |
Inventories | 89.8 | 80.3 | 86.1 | |
Prepaid and other current assets | 10.2 | 7.4 | 21.3 | |
Total current assets | 170.5 | 146.1 | 186 | |
Investment in unconsolidated affiliates | 0.7 | |||
Property, plant and equipment, net | 60 | 60.5 | 61 | |
Goodwill | 107.4 | 105.2 | 108 | |
Intangible assets, net | 86.9 | 86.3 | 93.9 | |
Other assets | 66.7 | 40.3 | 29.7 | |
Equity investment in subsidiaries | 0 | 0 | 0 | |
Intercompany assets | 0 | 0 | 2 | |
Total assets | 491.5 | 438.4 | 481.3 | |
Current liabilities: | ||||
Current portion of debt | 9 | 8.7 | 13.4 | |
Accounts payable | 22.2 | 21.7 | 30.9 | |
Other current liabilities | 24.8 | 20.8 | 23 | |
Total current liabilities | 56 | 51.2 | 67.3 | |
Long-term debt | 115.5 | 101.3 | 106.4 | |
Distributions in excess of investment in unconsolidated affiliate | 0 | |||
Other liabilities | 37.5 | 23.5 | 26.4 | |
Equity investment in subsidiaries | 0 | 0 | 0 | |
Intercompany liabilities | 87.3 | 74.3 | ||
Total liabilities | 296.3 | 250.3 | 200.1 | |
Total equity—controlling interest | 195.2 | 188.1 | 281.2 | |
Noncontrolling interest | 0 | 0 | 0 | |
Total equity | 195.2 | 188.1 | 281.2 | |
Total liabilities and equity | 491.5 | 438.4 | 481.3 | |
Eliminations/ Consolidations | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | |
Accounts receivable, net | 0 | 0 | 0 | |
Accounts receivable pledged | 0 | 0 | 0 | |
Inventories | 0 | 0 | 0 | |
Prepaid and other current assets | 0 | 0 | 0 | |
Total current assets | 0 | 0 | 0 | |
Investment in unconsolidated affiliates | 0 | |||
Property, plant and equipment, net | 0 | 0 | 0 | |
Goodwill | 11.6 | 11.6 | 11.6 | |
Intangible assets, net | 5.9 | 6.3 | 7.2 | |
Other assets | 0 | 0 | ||
Equity investment in subsidiaries | (1,164) | (1,223.4) | (746.1) | |
Intercompany assets | (1,457.9) | (1,065.8) | (1,738.3) | |
Total assets | (2,604.4) | (2,271.3) | (2,465.6) | |
Current liabilities: | ||||
Current portion of debt | (49) | (48.7) | (47.7) | |
Accounts payable | 0 | 0 | 0 | |
Other current liabilities | 0 | 0 | 0 | |
Total current liabilities | (49) | (48.7) | (47.7) | |
Long-term debt | (1,247.1) | (857.2) | (1,543.9) | |
Distributions in excess of investment in unconsolidated affiliate | 0 | |||
Other liabilities | 0 | 0 | ||
Equity investment in subsidiaries | (72) | (76.6) | (2.5) | |
Intercompany liabilities | (135.9) | (133.4) | (119.8) | |
Total liabilities | (1,504) | (1,115.9) | (1,713.9) | |
Total equity—controlling interest | (1,105.1) | (1,159.9) | (756.6) | |
Noncontrolling interest | 4.7 | 4.5 | 4.9 | |
Total equity | (1,100.4) | (1,155.4) | (751.7) | |
Total liabilities and equity | $ (2,604.4) | $ (2,271.3) | $ (2,465.6) |