Cover
Cover - USD ($) | 12 Months Ended | ||
Sep. 30, 2020 | Nov. 20, 2020 | Mar. 27, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Sep. 30, 2020 | ||
Document Transition Report | false | ||
Entity File Number | 001-11593 | ||
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 | FY | ||
Amendment Flag | false | ||
Entity Incorporation, State or Country Code | OH | ||
Entity Tax Identification Number | 31-1414921 | ||
Entity Address, Address Line One | 14111 Scottslawn Road, | ||
Entity Address, City or Town | Marysville, | ||
Entity Address, State or Province | OH | ||
Entity Address, Postal Zip Code | 43041 | ||
City Area Code | 937 | ||
Local Phone Number | 644-0011 | ||
Title of 12(b) Security | Common Shares, $0.01 stated value | ||
Trading Symbol | SMG | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 4,116,773,282 | ||
Entity Common Stock, Shares Outstanding | 55,739,813 | ||
Documents Incorporated by Reference | Portions of the definitive Proxy Statement for the registrant’s 2021 Annual Meeting of Shareholders are incorporated by reference into Part III of this Annual Report on Form 10-K. Such Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant’s fiscal year ended September 30, 2020. |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | |||
Net sales | $ 4,131.6 | $ 3,156 | $ 2,663.4 |
Cost of sales | 2,768.6 | 2,130.5 | 1,778.3 |
Cost of sales—impairment, restructuring and other | 16 | 5.9 | 20.5 |
Gross profit | 1,347 | 1,019.6 | 864.6 |
Operating expenses: | |||
Selling, general and administrative | 757.8 | 601.3 | 540.1 |
Impairment, restructuring and other | 0.8 | 7.4 | 132.3 |
Other (income) expense, net | 3.2 | 1.3 | (6.7) |
Income from operations | 585.2 | 409.6 | 198.9 |
Equity in income of unconsolidated affiliates | 0 | (3.3) | (4.9) |
Costs related to refinancing | 15.1 | 0 | 0 |
Interest expense | 79.6 | 101.8 | 86.4 |
Other non-operating (income) expense, net | (20.1) | (270.5) | 1.7 |
Income from continuing operations before income taxes | 510.6 | 581.6 | 115.7 |
Income tax expense (benefit) from continuing operations | 123.7 | 144.9 | (11.9) |
Income from continuing operations | 386.9 | 436.7 | 127.6 |
Income (loss) from discontinued operations, net of tax | 1.7 | 23.5 | (63.9) |
Net income | 388.6 | 460.2 | 63.7 |
Net (income) loss attributable to noncontrolling interest | (1.2) | 0.5 | 0 |
Net income attributable to controlling interest | $ 387.4 | $ 460.7 | $ 63.7 |
Basic income (loss) per common share: | |||
Income from continuing operations (USD per share) | $ 6.92 | $ 7.88 | $ 2.27 |
Income (loss) from discontinued operations (USD per share) | 0.04 | 0.42 | (1.14) |
Basic net income (loss) per common share (USD per share) | 6.96 | 8.30 | 1.13 |
Diluted income (loss) per common share: | |||
Income from continuing operations (USD per share) | 6.78 | 7.77 | 2.23 |
Income (loss) from discontinued operations (USD per share) | 0.03 | 0.41 | (1.11) |
Diluted net income (loss) per common share (USD per share) | $ 6.81 | $ 8.18 | $ 1.12 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 388.6 | $ 460.2 | $ 63.7 |
Other comprehensive income (loss): | |||
Net foreign currency translation adjustment, including reclassifications to net income of $0.8, $2.5 and $11.7 for fiscal 2020, fiscal 2019 and fiscal 2018, respectively | 11.3 | (8.7) | 9 |
Net unrealized gain (loss) on derivative instruments, net of tax of $(5.1), $(5.2) and $3.3 for fiscal 2020, fiscal 2019 and fiscal 2018, respectively | (14.6) | (14.9) | 9.3 |
Reclassification of net unrealized (gains) losses on derivative instruments to net income, net of tax of $2.6, $(0.5) and $(1.1) for fiscal 2020, fiscal 2019 and fiscal 2018, respectively | 7.5 | (1.5) | (3.1) |
Net unrealized gain (loss) in pension and other post-retirement benefits, net of tax of $(3.3), $(3.9) and $2.4 for fiscal 2020, fiscal 2019 and fiscal 2018, respectively | (9.6) | (11.1) | 6.7 |
Reclassification of net pension and other post-retirement benefit losses to net income, net of tax of $0.1, $0.7 and $0.4 for fiscal 2020, fiscal 2019 and fiscal 2018, respectively | 0.2 | 2.1 | 1.3 |
Total other comprehensive income (loss) | (5.2) | (34.1) | 23.2 |
Comprehensive income | 383.4 | 426.1 | 86.9 |
Comprehensive (income) loss attributable to noncontrolling interest | (1.2) | 0.5 | 0 |
Comprehensive income attributable to controlling interest | $ 382.2 | $ 426.6 | $ 86.9 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net foreign currency translation adjustment reclassifications to net income (loss) | $ 0.8 | $ 2.5 | $ 11.7 |
Net unrealized losses on derivative instruments, tax | (5.1) | (5.2) | 3.3 |
Reclassification of net unrealized losses on derivatives, tax | 2.6 | (0.5) | (1.1) |
Net unrealized gains (losses) in pension and other post retirment benefits, tax | (3.3) | (3.9) | 2.4 |
Reclassification net pension and postretirement benefit income (loss), tax | $ 0.1 | $ 0.7 | $ 0.4 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
OPERATING ACTIVITIES | |||
Net income | $ 388.6 | $ 460.2 | $ 63.7 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Impairment, restructuring and other | 0.6 | 0.7 | 121.5 |
Costs related to refinancing | 15.1 | 0 | 0 |
Share-based compensation expense | 57.9 | 38.4 | 40.4 |
Depreciation | 62.2 | 55.9 | 53.4 |
Amortization | 32.5 | 33.4 | 30 |
Deferred taxes | (11.1) | (33.3) | (87.6) |
(Gain) loss on long-lived assets | 2.8 | 1.1 | (0.6) |
(Gain) loss on sale of business / unconsolidated affiliate | 0 | (262.6) | 0.7 |
Recognition of accumulated foreign currency translation loss | 0.8 | 2.5 | 11.7 |
Equity in (income) loss and distributions from unconsolidated affiliates | 0 | 1.6 | (4.9) |
Changes in assets and liabilities, net of acquired businesses: | |||
Accounts receivable | (188.1) | 0.6 | (2.7) |
Inventories | (80.6) | (65) | 14.3 |
Prepaid and other assets | (19.4) | (11) | 18 |
Accounts payable | 172.2 | 54.3 | (3.9) |
Other current liabilities | 154.6 | 49.7 | 4.5 |
Restructuring and other | (6) | (100.2) | 100.1 |
Other non-current items | (24.8) | (0.3) | (13.6) |
Other, net | 0.7 | 0.8 | (2.5) |
Net cash provided by operating activities | 558 | 226.8 | 342.5 |
INVESTING ACTIVITIES | |||
Proceeds from sale of long-lived assets | 0.4 | 2.1 | 5.1 |
Post-closing working capital payment related to sale of International Business | 0 | 0 | (35.3) |
Investments in property, plant and equipment | (62.7) | (42.4) | (68.2) |
Investments in loans receivable | (3.4) | 0 | (17.1) |
Proceeds from loans receivable | 0 | 20.8 | 14.3 |
Proceeds from sale of brand extension assets | 115.5 | 0 | 0 |
Proceeds from sale of investment in unconsolidated affiliates | 0 | 274.3 | 0 |
Net distributions from unconsolidated affiliates | 0 | 0 | (0.1) |
Investments in acquired businesses, net of cash acquired | 0 | (6.6) | (492.9) |
Other investing, net | (2.9) | 7 | 13.5 |
Net cash provided by (used in) investing activities | 46.9 | 255.2 | (580.7) |
FINANCING ACTIVITIES | |||
Borrowings under revolving and bank lines of credit and term loans | 1,222.7 | 1,056.2 | 2,987 |
Repayments under revolving and bank lines of credit and term loans | (1,413.8) | (1,445.5) | (2,312.9) |
Proceeds from issuance of 4.500% Senior Notes | 450 | 0 | 0 |
Repayment of 6.000% Senior Notes | (400) | 0 | 0 |
Financing and issuance fees | (18.7) | (0.2) | (6.1) |
Dividends paid | (411.2) | (124.5) | (120) |
Purchase of Common Shares | (53.2) | (3.1) | (327.7) |
Payments on seller notes | (0.5) | (0.8) | (8.9) |
Cash received from exercise of stock options | 17.6 | 21.4 | 10.5 |
Acquisition of noncontrolling interests | 0 | 0 | (70.7) |
Net cash (used in) provided by financing activities | (607.1) | (496.5) | 151.2 |
Effect of exchange rate changes on cash | 0 | (0.6) | 0.4 |
Net increase (decrease) in cash and cash equivalents | (2.2) | (15.1) | (86.6) |
Cash and cash equivalents at beginning of year | 18.8 | 33.9 | 120.5 |
Cash and cash equivalents at end of year | $ 16.6 | $ 18.8 | $ 33.9 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) - Senior Notes | Sep. 30, 2020 | Oct. 22, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Oct. 13, 2015 |
Senior Notes - 4.500% | |||||
Interest rate (percent) | 4.50% | 4.50% | 4.50% | 4.50% | |
Senior Notes – 6.000% | |||||
Interest rate (percent) | 6.00% | 6.00% | 6.00% | 6.00% |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 16.6 | $ 18.8 |
Accounts receivable, less allowances of $7.5 in 2020 and $4.2 in 2019 | 474.8 | 223.9 |
Accounts receivable pledged | 22.3 | 84.5 |
Inventories | 621.9 | 540.3 |
Prepaid and other current assets | 81 | 174.2 |
Total current assets | 1,216.6 | 1,041.7 |
Property, plant and equipment, net | 560 | |
Property, plant and equipment, net | 546 | |
Goodwill | 544.1 | 538.7 |
Intangible assets, net | 679.2 | 707.5 |
Other assets | 380.6 | 194.8 |
Total assets | 3,380.5 | 3,028.7 |
Current liabilities: | ||
Current portion of debt | 66.4 | 128.1 |
Accounts payable | 391 | 214.2 |
Other current liabilities | 493 | 278.2 |
Total current liabilities | 950.4 | 620.5 |
Long-term debt | 1,455.1 | 1,523.5 |
Other liabilities | 272.1 | 161.5 |
Total liabilities | 2,677.6 | 2,305.5 |
Commitments and contingencies (Notes 18, 19 and 20) | ||
Equity: | ||
Common shares and capital in excess of $.01 stated value per share; shares outstanding of 55.8 in 2020 and 2019 | 482.5 | 442.2 |
Retained earnings | 1,235.6 | 1,274.7 |
Treasury shares, at cost; 12.4 shares in 2020 and 2019 | (921.8) | (904.3) |
Accumulated other comprehensive loss | (99.1) | (93.9) |
Total equity—controlling interest | 697.2 | 718.7 |
Noncontrolling interest | 5.7 | 4.5 |
Total equity | 702.9 | 723.2 |
Total liabilities and equity | $ 3,380.5 | $ 3,028.7 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Millions, $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 7.5 | $ 4.2 |
Common shares, stated value per share (USD per share) | $ 0.01 | $ 0.01 |
Common stock outstanding | $ 55.8 | $ 55.8 |
Treasury shares, at cost (in shares) | 12.4 | 12.4 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) shares in Millions, $ in Millions | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Shares | Capital in Excess of Stated Value | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | Treasury Shares | Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss)Cumulative Effect, Period of Adoption, Adjustment | Parent | ParentCumulative Effect, Period of Adoption, Adjustment | Non-controlling Interest |
Equity beginning balance (in shares) at Sep. 30, 2017 | 68.1 | |||||||||||
Equity beginning balance at Sep. 30, 2017 | $ 0.3 | $ 407.3 | $ 978.2 | $ (667.8) | $ (69.2) | $ 648.8 | ||||||
Treasury shares, beginning balance (in shares) at Sep. 30, 2017 | 10 | |||||||||||
Noncontrolling interest, beginning balance at Sep. 30, 2017 | $ 12.9 | |||||||||||
Total equity, beginning balance at Sep. 30, 2017 | $ 661.7 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income (loss) | 63.7 | 63.7 | 63.7 | |||||||||
Other comprehensive income (loss) | 23.2 | 23.2 | 23.2 | |||||||||
Share-based compensation | 40.5 | 40.5 | 40.5 | |||||||||
Dividends declared ($7.36 per share) during the period ended September 30, 2020, Dividends declared ($2.33 per share) during the period ended September 30, 2019, Dividends declared ($2.14 per share) during the period ended 2018 | (122) | (122) | (122) | |||||||||
Treasury share purchases (in shares) | (3.5) | |||||||||||
Treasury share purchases | (326.1) | $ (326.1) | (326.1) | |||||||||
Treasury share issuances (in shares) | (0.7) | |||||||||||
Treasury share issuances | 32.2 | (22.1) | $ 54.3 | 32.2 | ||||||||
Acquisition of remaining noncontrolling interest in Gavita | (13.6) | (5.7) | (5.7) | (7.9) | ||||||||
Equity ending balance (in shares) at Sep. 30, 2018 | 68.1 | |||||||||||
Equity ending balance at Sep. 30, 2018 | $ 0.3 | 420 | 919.9 | $ 22.9 | $ (939.6) | (46) | $ (13.8) | 354.6 | $ 9.1 | |||
Treasury shares, ending balance (in shares) at Sep. 30, 2018 | 12.8 | |||||||||||
Noncontrolling interest, ending balance at Sep. 30, 2018 | 5 | |||||||||||
Total equity, ending balance at Sep. 30, 2018 | 359.6 | $ 9.1 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income (loss) | 460.2 | 460.7 | 460.7 | (0.5) | ||||||||
Other comprehensive income (loss) | (34.1) | (34.1) | (34.1) | |||||||||
Share-based compensation | 38.4 | 38.4 | 38.4 | |||||||||
Dividends declared ($7.36 per share) during the period ended September 30, 2020, Dividends declared ($2.33 per share) during the period ended September 30, 2019, Dividends declared ($2.14 per share) during the period ended 2018 | (128.8) | (128.8) | (128.8) | |||||||||
Treasury share purchases | (2.7) | $ (2.7) | (2.7) | |||||||||
Treasury share issuances (in shares) | (0.4) | |||||||||||
Treasury share issuances | 21.5 | (16.5) | $ 38 | 21.5 | ||||||||
Equity ending balance (in shares) at Sep. 30, 2019 | 68.1 | |||||||||||
Equity ending balance at Sep. 30, 2019 | 718.7 | $ 0.3 | 441.9 | 1,274.7 | $ (904.3) | (93.9) | 718.7 | |||||
Treasury shares, ending balance (in shares) at Sep. 30, 2019 | 12.4 | |||||||||||
Noncontrolling interest, ending balance at Sep. 30, 2019 | 4.5 | 4.5 | ||||||||||
Total equity, ending balance at Sep. 30, 2019 | 723.2 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income (loss) | 388.6 | 387.4 | 387.4 | 1.2 | ||||||||
Other comprehensive income (loss) | (5.2) | (5.2) | (5.2) | |||||||||
Share-based compensation | 57.9 | 57.9 | 57.9 | |||||||||
Dividends declared ($7.36 per share) during the period ended September 30, 2020, Dividends declared ($2.33 per share) during the period ended September 30, 2019, Dividends declared ($2.14 per share) during the period ended 2018 | (426.5) | (426.5) | (426.5) | |||||||||
Treasury share purchases (in shares) | (0.4) | |||||||||||
Treasury share purchases | (53.2) | $ (53.2) | 53.2 | |||||||||
Treasury share issuances (in shares) | (0.4) | |||||||||||
Treasury share issuances | 18.1 | (17.6) | $ 35.7 | 18.1 | ||||||||
Equity ending balance (in shares) at Sep. 30, 2020 | 68.1 | |||||||||||
Equity ending balance at Sep. 30, 2020 | 697.2 | $ 0.3 | $ 482.2 | $ 1,235.6 | $ (921.8) | $ (99.1) | $ 697.2 | |||||
Treasury shares, ending balance (in shares) at Sep. 30, 2020 | 12.4 | |||||||||||
Noncontrolling interest, ending balance at Sep. 30, 2020 | 5.7 | $ 5.7 | ||||||||||
Total equity, ending balance at Sep. 30, 2020 | $ 702.9 |
Consolidated Statements of Sh_2
Consolidated Statements of Shareholders' Equity (Parenthetical) - $ / shares | Jul. 27, 2020 | Jul. 30, 2019 | Aug. 06, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Statement of Stockholders' Equity [Abstract] | ||||||
Dividends declared (USD per share) | $ 0.62 | $ 0.58 | $ 0.55 | $ 7.36 | $ 2.23 | $ 2.14 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [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 and hydroponic gardening. The Company’s products are sold in North America, Europe and Asia. The Company’s North America consumer lawn and garden business is highly seasonal, with more than 75% of its annual net sales occurring in the second and third fiscal quarters combined. Organization and Basis of Presentation The Company’s consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The consolidated financial statements include the accounts of Scotts Miracle-Gro and its subsidiaries. All intercompany transactions and accounts have been eliminated in consolidation. The Company’s consolidation criteria are based on majority ownership (as evidenced by a majority voting interest in the entity) and an objective evaluation and determination of effective management control. 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 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 Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income (Loss), respectively. The results of businesses acquired or disposed of are included in the consolidated financial statements from the date of each acquisition or up to the date of disposal, respectively. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes and related disclosures. Although these estimates are based on management’s best knowledge of current events and actions the Company may undertake in the future, actual results ultimately may differ from the estimates. Advertising Advertising costs incurred during the year are expensed to interim periods in relation to revenues. All advertising costs, except for external production costs, are expensed within the fiscal year in which such costs are incurred. External production costs for advertising programs are deferred until the period in which the advertising is first aired. Costs deferred at September 30, 2020 and 2019 were not material. Advertising expenses were $147.4, $120.3 and $104.2 for fiscal 2020, fiscal 2019 and fiscal 2018, respectively. Research and Development Costs associated with research and development are generally charged to expense as incurred. Expenses for fiscal 2020, fiscal 2019 and fiscal 2018 were $39.7, $39.6 and $42.5, respectively, including product registration costs of $11.0, $11.0 and $11.4, respectively. Environmental Costs The Company recognizes environmental liabilities when conditions requiring remediation are probable and the amounts can be reasonably estimated. Expenditures which extend the life of the related property or mitigate or prevent future environmental contamination are capitalized. Environmental liabilities are not discounted or reduced for possible recoveries from insurance carriers. Earnings per Common Share Basic income (loss) per common share of Scotts Miracle-Gro (“Common Share”) is computed by dividing income attributable to controlling interest from continuing operations, income (loss) from discontinued operations or net income attributable to controlling interest by the weighted average number of Common Shares outstanding each period. Diluted income (loss) per Common Share is computed by dividing income attributable to controlling interest from continuing operations, income (loss) from discontinued operations or net income attributable to controlling interest by the weighted average number of Common Shares outstanding plus all dilutive potential Common Shares (stock options, restricted stock units, deferred stock units and performance-based award units) outstanding each period. Share-Based Compensation Awards Scotts Miracle-Gro grants share-based awards annually to officers and certain other employees 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 award units. All of these share-based awards have been made under plans approved by the shareholders. The fair value of awards is expensed over the requisite service period which is typically the vesting period, generally three For restricted stock units, deferred stock units and performance-based award units, the fair value of each award is estimated on the date of grant based on the current market price of the Common Shares. The grant date fair value of stock option awards is estimated using a binomial model. Expected market price volatility is based on implied volatilities from traded options on Common Shares and historical volatility specific to the Common Shares. Historical data, including demographic factors impacting historical exercise behavior, is used to estimate stock option exercises and employee terminations within the valuation model. The risk-free rate for periods within the contractual life of the stock option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected life of stock options is based on historical experience and expectations for grants outstanding. Vesting of performance-based award units is dependent on service and achievement of specified performance targets. Based on the extent to which the targets are achieved, vested shares may range from 50 to 250 percent of the target award amount. The total amount of compensation expense recognized reflects management’s assessment of the probability that performance goals will be achieved. A cumulative adjustment is recognized to compensation expense in the current period to reflect any changes in the probability of achievement of performance goals. Restricted stock units, deferred stock units and performance-based award units receive dividend equivalents equal to the cash dividends earned during the vesting period that are only paid out upon vesting. Share-based award units are generally forfeited if a holder terminates employment or service with the Company prior to the vesting date, except in cases where employees are eligible for accelerated vesting based on having satisfied retirement requirements relating to age and years of service. The Company estimates that 15% to 20% of its share-based awards will be forfeited based on an analysis of historical trends. The Company evaluates the estimated forfeiture rate on an annual basis and makes adjustments as appropriate. Stock options have exercise prices equal to the market price of the underlying Common Shares on the date of grant and a term of 10 years. If available, Scotts Miracle-Gro typically uses treasury shares, or if not available, newly-issued Common Shares, to settle vested share-based awards. The Company classifies share-based compensation expense within selling, general and administrative expenses to correspond with the same line item as cash compensation paid to employees. Cash flows resulting from tax deductions in excess of the cumulative compensation cost recognized for share-based awards (excess tax benefits) are classified as operating cash inflows. Cash and Cash Equivalents Cash and cash equivalents were held in cash depository accounts with major financial institutions around the world or invested in high quality, short-term liquid investments. The Company considers all highly liquid financial instruments with original maturities of three months or less to be cash equivalents. The Company maintains cash deposits in banks which from time to time exceed the amount of deposit insurance available. Management periodically assesses the financial condition of the Company’s banks and believes that the risk of any potential credit loss is minimal. Accounts Receivable and Allowances Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Allowances for doubtful accounts reflect the Company’s estimate of amounts in its existing accounts receivable that may not be collected due to customer claims or customer inability or unwillingness to pay. The allowance is determined based on a combination of factors, including the Company’s risk assessment regarding the credit worthiness of its customers, historical collection experience and length of time the receivables are past due. Account balances are charged off against the allowance when the Company believes it is probable the receivable will not be recovered. Inventories Inventories are stated at the lower of cost or net realizable value and include the cost of raw materials, labor, manufacturing overhead and freight and inbound handling costs incurred to pre-position goods in the Company’s warehouse network. The Company makes provisions for obsolete or slow-moving inventories as necessary to properly reflect inventory at the lower of cost or net realizable value. Inventories are valued using the first in, first out method. Inventories acquired through the acquisition of or subsequently produced by Sunlight Supply (as defined below) 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 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. During fiscal 2018, the Company determined it was preferable to use the first in, first out inventory valuation method and adopted this method for the remaining U.S. Consumer segment inventories not subject to the first in, first out method. The impact of this change in accounting principle on inventory value and cost of goods sold was immaterial. Adjustments to reflect inventories at net realizable values were $31.3 and $8.8 at September 30, 2020 and 2019, respectively. Loans Receivable Loans receivable are carried at outstanding principal amount, and are recognized in the “Other assets” line in the Consolidated Balance Sheets. Loans receivable are impaired when, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. If it is determined that an impairment has occurred, an impairment loss is recognized for the amount by which the carrying value of the asset exceeds the present value of expected future cash flows. Interest income was $7.6, $8.6 and $10.0 for fiscal 2020, fiscal 2019 and fiscal 2018, respectively. Interest income is recorded on an accrual basis and is classified in the “Other non-operating (income) expense, net” line in the Consolidated Statements of Operations. Long-Lived Assets Property, plant and equipment are stated at cost. Interest capitalized in property, plant and equipment amounted to $0.4, $0.5 and $0.3 during fiscal 2020, fiscal 2019 and fiscal 2018, respectively. Expenditures for maintenance and repairs are charged to expense as incurred. When properties are retired or otherwise disposed of, the cost of the asset and the related accumulated depreciation are removed from the accounts with the resulting gain or loss being reflected in income from operations. Depreciation of property, plant and equipment is provided on the straight-line method and is based on the estimated useful economic lives of the assets as follows: Land improvements 10 – 25 years Buildings 10 – 40 years Machinery and equipment 3 – 15 years Furniture and fixtures 6 – 10 years Software 3 – 8 years Intangible assets subject to amortization include technology, patents, customer relationships, non-compete agreements and certain tradenames. These intangible assets are being amortized over their estimated useful economic lives, which typically range from 3 to 25 years. The Company’s fixed assets and intangible assets subject to amortization are required to be tested for recoverability whenever events or changes in circumstances indicate that carrying amounts may not be recoverable. If an evaluation of recoverability was required, the estimated undiscounted future cash flows associated with the asset group would be compared to the asset group carrying amount to determine if a write-down is required. If the undiscounted cash flows are less than the carrying amount, an impairment loss is recorded to the extent that the carrying amount exceeds fair value and classified as “Impairment, restructuring and other” within “Operating expenses” in the Consolidated Statements of Operations. The Company had non-cash investing activities of $26.4, $22.1 and $9.8 during fiscal 2020, fiscal 2019 and fiscal 2018, respectively, representing unpaid liabilities to acquire property, plant and equipment. Statements of Cash Flows Supplemental cash flow information was as follows: Year Ended September 30, 2020 2019 2018 Interest paid $ 75.9 $ 93.5 $ 81.6 Income taxes paid 124.2 166.2 56.3 During fiscal 2019, the Company paid a post-closing net working capital adjustment obligation of $6.6 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 Consolidated Statements of Cash Flows. During fiscal 2018, the Company paid contingent consideration of $3.0 related to the fiscal 2016 acquisition of Gavita Holdings B.V., and its subsidiaries (collectively, “Gavita”) and $5.8 related to the fiscal 2017 acquisition of Agrolux Holding B.V. (now known as Hawthorne Lighting B.V.), and its subsidiaries (collectively, “Agrolux”), which were classified as financing activities in the “Payments on seller notes” line in the Consolidated Statements of Cash Flows. The Company uses the “cumulative earnings” approach for determining cash flow presentation of distributions from unconsolidated affiliates. Distributions received are included in the Consolidated Statements of Cash Flows as operating activities, unless the cumulative distributions exceed the portion of the cumulative equity in the net earnings of the unconsolidated affiliate, in which case the excess distributions are deemed to be returns of the investment and are classified as investing activities in the Consolidated Statements of Cash Flows. Internal Use Software The costs of internal use software are expensed or capitalized depending on whether they are incurred in the preliminary project stage, application development stage or the post-implementation/operation stage. As of September 30, 2020 and 2019, the Company had $18.8 and $13.6, respectively, in unamortized capitalized internal use software costs. Amortization of these costs was $4.0, $2.9 and $3.9 during fiscal 2020, fiscal 2019 and fiscal 2018, respectively. Goodwill and Indefinite-lived Intangible Assets Goodwill and indefinite-lived intangible assets are not subject to amortization. Goodwill and indefinite-lived intangible assets are reviewed for impairment by applying a fair-value based test on an annual basis, as of the first day of the Company’s fiscal fourth quarter, or more frequently if circumstances indicate impairment may have occurred. With respect to goodwill, the Company performs either a qualitative or quantitative evaluation for each of its reporting units. Factors considered in the qualitative test include reporting unit specific operating results as well as new events and circumstances impacting the operations or cash flows of the reporting units. For the quantitative test, the Company assesses goodwill for impairment by comparing the carrying value of its reporting units to their respective fair values. A reporting unit is defined as an operating segment or one level below an operating segment. The Company determines the fair value of its reporting units using a combination of income-based and market-based approaches and incorporates assumptions it believes market participants would utilize. The income-based approach utilizes discounted cash flows while the market-based approach utilizes market multiples. These approaches depend upon internally-developed forecasts that are based upon annual budgets and longer-range strategic plans. The Company uses discount rates that are commensurate with the risks and uncertainties inherent in the respective reporting units and in the internally-developed forecasts. To further confirm fair value, the Company compares the aggregate fair value of the reporting units to the Company’s total market capitalization. With respect to indefinite-lived intangible assets, the Company performs either a qualitative or quantitative evaluation for each asset. Factors considered in the qualitative test include asset specific operating results as well as new events and circumstances impacting the cash flows of the assets. For the quantitative test, the fair value of the Company’s indefinite-lived intangible assets is determined under the income-based approach utilizing discounted cash flows and incorporating assumptions the Company believes market participants would utilize. For tradenames, fair value is determined using a royalty savings methodology similar to that employed when the associated businesses were acquired but using updated estimates of sales, cash flow and profitability. If it is determined that an impairment has occurred, an impairment loss is recognized for the amount by which the carrying value of the reporting unit or intangible asset exceeds its estimated fair value and classified as “Impairment, restructuring and other” within “Operating expenses” in the Consolidated Statements of Operations. Insurance and Self-Insurance The Company maintains insurance for certain risks, including workers’ compensation, general liability and vehicle liability, and is self-insured for employee-related health care benefits up to a specified level for individual claims. The Company accrues for the expected costs associated with these risks by considering historical claims experience, demographic factors, severity factors and other relevant information. Costs are recognized in the period the claim is incurred, and accruals include an actuarially determined estimate of claims incurred but not yet reported. Income Taxes The Company uses the asset and liability method to account for income taxes. Deferred tax assets and liabilities are recognized for the anticipated future tax consequences attributable to differences between financial statement amounts and their respective tax bases. Management reviews the Company’s deferred tax assets to determine whether their value can be realized based upon available evidence. A valuation allowance is established when management believes that it is more likely than not that some portion of its deferred tax assets will not be realized. Changes in valuation allowances from period to period are included in the Company’s tax provision in the period of change. The Company establishes a liability for tax return positions in which there is uncertainty as to whether or not the position will ultimately be sustained. Amounts for uncertain tax positions are adjusted in quarters when new information becomes available or when positions are effectively settled. The Company recognizes interest expense and penalties related to these unrecognized tax benefits within income tax expense. GAAP provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the position. The amount recognized is measured as the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement. U.S. income tax expense and foreign withholding taxes are provided on unremitted foreign earnings that are not indefinitely reinvested at the time the earnings are generated. Where foreign earnings are indefinitely reinvested, no provision for U.S. income or foreign withholding taxes is made. When circumstances change and the Company determines that some or all of the undistributed earnings will be remitted in the foreseeable future, the Company accrues an expense in the current period for U.S. income taxes and foreign withholding taxes attributable to the anticipated remittance. Translation of Foreign Currencies The functional currency for each Scotts Miracle-Gro subsidiary is generally its local currency. Assets and liabilities of these subsidiaries are translated at the exchange rate in effect at each fiscal year-end. Income and expense accounts are translated at the average rate of exchange prevailing during the year. Translation gains and losses arising from the use of differing exchange rates from period to period are included in accumulated other comprehensive loss (“AOCL”) within shareholders’ equity. Foreign exchange transaction gains and losses are included in the determination of net income and classified as “Other (income) expense, net” in the Consolidated Statements of Operations. The Company recognized foreign exchange transaction losses of $0.9, $1.6 and $0.9 during fiscal 2020, fiscal 2019 and fiscal 2018, respectively. Derivative Instruments The Company is exposed to market risks, such as changes in interest rates, currency exchange rates and commodity prices. A variety of financial instruments, including forwards, futures and swap contracts, are used to manage these exposures. These financial instruments are recognized at fair value in the Consolidated Balance Sheets, and all changes in fair value are recognized in net income or shareholders’ equity through AOCL. The Company’s objective in managing these exposures is to better control these elements of cost and mitigate the earnings and cash flow volatility associated with changes in the applicable rates and prices. The Company has established policies and procedures that encompass risk-management philosophy and objectives, guidelines for derivative instrument usage, counterparty credit approval, and the monitoring and reporting of derivative activity. The Company does not enter into derivative instruments for the purpose of speculation. The Company formally designates and documents instruments at inception that qualify for hedge accounting of underlying exposures in accordance with GAAP. The Company formally assesses, both at inception and at least quarterly, whether the financial instruments used in hedging transactions are effective at offsetting changes in cash flows of the related underlying exposure. Fluctuations in the value of these instruments generally are offset by changes in the cash flows of the underlying exposures being hedged. This offset is driven by the high degree of effectiveness between the exposure being hedged and the hedging instrument. The Company designates certain commodity hedges as cash flow hedges of forecasted purchases of commodities and interest rate swap agreements as cash flow hedges of interest payments on variable rate borrowings. Changes in the fair value of derivative contracts that qualify for hedge accounting are recorded in AOCL. For commodity hedges, realized gains or losses remain as a component of AOCL until the related inventory is sold. During the second quarter of fiscal 2016, the Company entered into definitive agreements with Bonnie Plants, Inc. (“Bonnie”) and its sole shareholder, Alabama Farmers Cooperative, Inc. (“AFC”), that include options beginning in fiscal 2020 that provide for either (i) the Company to increase its economic interest in Bonnie’s business of planting, growing, developing, manufacturing, distributing, marketing, and selling live plants, plant food, fertilizer and potting soil (the “Bonnie Business”) or (ii) AFC and Bonnie to repurchase the Company’s economic interest in the Bonnie Business (collectively, the “Bonnie Option”). The Bonnie Option is required to be accounted for as a derivative instrument and is recorded at fair value in the “Other assets” line in the Consolidated Balance Sheets, with changes in fair value recognized in the “Other non-operating (income) expense, net” line in the Consolidated Statements of Operations. 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 exclude any lease incentives received from the lessor. Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term. The lease term may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. As the Company’s leases typically do not contain a readily determinable implicit rate, the Company determines the present value of the lease liability using its incremental borrowing rate at the lease commencement date based on the lease term. The Company considers its credit rating and the current economic environment in determining this collateralized rate. Variable lease payments are the portion of lease payments that are not fixed over the lease term. Variable lease payments are expensed as incurred and include certain non-lease components, such as maintenance and other services provided by the lessor, and other charges included in the lease, as applicable. The Company elected to exclude short-term leases, defined as leases with initial terms of 12 months or less, from its Consolidated Balance Sheets. RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS In May 2014, the Financial Accounting Standards Board (“FASB”) issued amended accounting guidance that replaces most existing revenue recognition guidance under GAAP. The Company adopted this guidance effective October 1, 2018 under the modified retrospective approach. The Company’s revenue primarily consists of product sales, which are recognized at a point in time when title transfers to customers and the Company has no further obligation to provide services related to such products. The Company’s timing of recognition of revenue is substantially unchanged under the amended guidance. The new accounting guidance required the Company to recognize earlier certain deferred revenue associated with a license agreement related to the sale of the International Business (as defined in “NOTE 3. DISCONTINUED OPERATIONS”), resulting in a cumulative adjustment to its fiscal 2019 opening balance of retained earnings of $9.1, other current liabilities of $1.4 and other liabilities of $7.7. With the exception of this item, the adoption of the amended accounting guidance did not have a material impact on the Company’s consolidated financial statements. The additional disclosures required by this guidance are presented within “NOTE 2. REVENUE RECOGNITION” and “NOTE 21. SEGMENT INFORMATION.” In February 2018, the FASB issued an Accounting Standards Update (“ASU”) that allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the enactment of H.R.1 (the “Act,” formerly known as the “Tax Cuts and Jobs Act”). The Company elected to adopt this guidance effective October 1, 2018, resulting in a reclassification of $13.8 from AOCL to retained earnings upon adoption. In February 2016, the 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 Consolidated Balance Sheets. The Company’s adoption of the new standard resulted in the recognition of ROU assets of $129.6 in the “Other assets” line in the Consolidated Balance Sheets, liabilities of $45.4 in the “Other current liabilities” line in the Consolidated Balance Sheet and liabilities of $88.8 in the “Other liabilities” line in the Consolidated Balance Sheets 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 Consolidated Statements of Operations or Cash Flows. In connection with the adoption of this guidance, as required, the Company reclassified certain restructuring accruals (refer to “NOTE 4. IMPAIRMENT, RESTRUCTURING AND OTHER” for more information) and deferred rent liabilities as reductions to the ROU asset. Refer to “NOTE 18. LEASES” for more information. On March 2, 2020, the Securities and Exchange Commission (the “SEC”) issued a final rule that amends the financial disclosure requirements related to certain registered securities under SEC Regulation S-X, Rule 3-10, “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.” These amendments are generally effective for registration statements filed pursuant to the Securities Act of 1933, as amended, or the Securities Exchange of Act of 1934, as amended (the “Exchange Act”), on or after January 4, 2021 (or with fiscal periods ending after a registration statement that was required to comply with these amendments became effective) and periodic reports filed pursuant to the Exchange Act for fiscal periods ending after January 4, 2021. However, voluntary compliance in advance of these effective dates is permitted. The amendments permit the omission from the applicable filings of separate financial statements for each issuer of a registered security that is guaranteed and each guarantor of a registered security that would be required of a registrant under Regulation S-X if, subject to additional conditions, the parent company of such issuers and/or guarantors provides supplemental financial and non-financial disclosures about the subsidiary issuers and/or guarantors and the guarantees. Under the amended Rule 3-10, in lieu of separate financial statements, a parent company of the subsidiary issuers and/or guarantors may provide summarized financial information of the issuers and guarantors, as well as other qualitative disclosures about the guarantees and the issuers and guarantors, in the parent company’s Management’s Discussion and Analysis (“MD&A”) or its consolidate |
REVENUE RECOGNITION (Notes)
REVENUE RECOGNITION (Notes) | 12 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION Nature of Goods and Services The Company’s revenue is primarily generated from sales of branded and private label lawn and garden care and indoor and hydroponic gardening finished products to home centers, mass merchandisers, warehouse clubs, large hardware chains, independent hardware stores, nurseries, garden centers, e-commerce platforms, food and drug stores, indoor gardening and hydroponic product distributors, retailers and growers. In addition to product sales, the Company acts as the exclusive agent of Monsanto Company, a subsidiary of Bayer AG (“Monsanto”), for the marketing and distribution of certain of Monsanto’s consumer Roundup ® branded products in the United States and certain other specified countries, and performs certain other services under ancillary agreements with Monsanto. The Company also provides marketing, research and development and certain ancillary services to Bonnie. Refer to “NOTE 21. SEGMENT INFORMATION” for disaggregated revenue information and “NOTE 7. MARKETING AGREEMENT” for revenue information related to the Monsanto agreements. Identification and Satisfaction of Performance Obligations Product sales are recognized at a point in time when control of products transfers to customers and the Company has no further obligation to provide services related to such products. Control is the ability of customers to direct the “use of” and “obtain” the benefit from the Company’s products. In evaluating the timing of the transfer of control of products to customers, the Company considers several control indicators, including significant risks and rewards of products, the Company’s right to payment and the legal title of the products. Based on the assessment of control indicators, sales are typically recognized when products are delivered to or picked up by the customer. The Company is generally the principal in a transaction, therefore revenue is primarily recorded on a gross basis. When the Company is a principal in a transaction, it has determined that it controls the ability to direct the use of the product prior to transfer to a customer, is primarily responsible for fulfilling the promise to provide the product or service to the customer, has discretion in establishing prices, and ultimately controls the transfer of the product or services provided to the customer. Under the terms of the Second Amended and Restated Exclusive Agency and Marketing Agreement (the “Restated Marketing Agreement”), as amended by the Third Amended and Restated Exclusive Agency and Marketing Agreement (the “Third Restated Agreement”), pursuant to which the Company serves as the exclusive agent of Monsanto for the marketing and distribution of certain of Monsanto’s consumer Roundup ® branded products in the United States and certain other specified countries, the Company is entitled to receive an annual commission from Monsanto as consideration for the performance of the Company’s duties as agent. The Restated Marketing Agreement and Third Restated Agreement also require the Company to make annual payments to Monsanto as a contribution against the overall expenses of its consumer Roundup ® business. The gross commission earned under the Restated Marketing Agreement and Third Restated Agreement and the contribution payments to Monsanto are included in the “Net sales” line in the Consolidated Statements of Operations. The Company performs other services, including conversion services, pursuant to ancillary agreements with Monsanto. The actual costs incurred for these activities are charged to and reimbursed by Monsanto. The Company records costs incurred for which the Company is the primary obligor on a gross basis, recognizing such costs in the “Cost of sales” line and the reimbursement of these costs in the “Net sales” line in the Consolidated Statements of Operations, with no effect on gross profit dollars or net income. Under the terms of the Marketing, R&D and Ancillary Services Agreement (the “Services Agreement”) with Bonnie and AFC, the Company provides marketing, research and development and certain ancillary services to Bonnie. In exchange for these services, Bonnie reimburses the Company for certain costs and provides a commission fee earned based on a percentage of the growth in earnings before interest, income taxes and amortization of the Bonnie Business. The commission earned under the Services Agreement is included in the “Net sales” line in the Consolidated Statements of Operations. Additionally, the Company records costs incurred under the Services Agreement for which the Company is the primary obligor on a gross basis, recognizing such costs in the “Cost of sales” line and the reimbursement of these costs in the “Net sales” line in the Consolidated Statements of Operations, with no effect on gross profit dollars or net income. Transactional Price and Promotional Allowances Revenue for product sales is recorded net of sales returns and allowances. Revenues are measured based on the amount of consideration that the Company expects to receive as derived from a list price, reduced by estimates for variable consideration. Variable consideration includes the cost of current and continuing promotional programs and expected sales returns. Commission income related to the Monsanto and Bonnie agreements is recognized over the program year as the services are being performed based upon the commission income formula in the agreements. The Company’s promotional programs primarily include rebates based on sales volumes, in-store promotional allowances, cooperative advertising programs, direct consumer rebate programs and special purchasing incentives. The cost of promotional programs is estimated considering all reasonably available information, including current expectations and historical experience. Promotional costs (including allowances and rebates) incurred during the year are expensed to interim periods in relation to revenues and are recorded as a reduction of net sales. Accruals for expected payouts under these programs are included in the “Other current liabilities” line in the Consolidated Balance Sheets. Provisions for estimated returns and allowances are recorded at the time revenue is recognized based on historical rates and are periodically adjusted for known changes in return levels. Shipping and handling costs are accounted for as contract fulfillment costs and included in the “Cost of sales” line in the Consolidated Statements of Operations. The Company excludes from revenue any amounts collected from customers for sales or other taxes. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS International Business Prior to August 31, 2017, the Company operated consumer lawn and garden businesses located in Australia, Austria, Belgium, Luxembourg, Czech Republic, France, Germany, Poland and the United Kingdom (the “International Business”). On August 31, 2017, the Company completed the sale of the International Business. As a result, effective in its fourth quarter of fiscal 2017, the Company classified its results of operations for all periods presented to reflect the International Business as a discontinued operation. The sale proceeds were net of seller financing provided by the Company in the form of a $29.7 loan for seven years bearing interest at 5% for the first three years, with annual 2.5% increases thereafter. The transaction also included contingent consideration with a maximum payout of $23.8 and an initial fair value of $18.2, the payment of which will depend on the achievement of certain performance criteria by the International Business following the closing of the transaction through fiscal 2020. The Company has not yet established whether the International Business has achieved the performance criteria for fiscal 2020 and the recorded contingent consideration, which is based upon the best information available to the Company, will be adjusted once the results are determined. The seller financing loan receivable and the contingent consideration receivable are recorded in the “Other assets” line in the Consolidated Balance Sheets. 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. During fiscal 2019, the Company recognized a favorable adjustment of $22.5 as a result of the final resolution of the previously disclosed settlement agreement related to the In re Morning Song Bird Food Litigation legal matter. 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. In addition, during fiscal 2020 and fiscal 2019, the Company recognized insurance recoveries of $1.5 and $13.4, respectively, related to this matter. During fiscal 2018, the Company recognized a pre-tax charge of $85.0 for a probable loss related to this matter. Refer to “NOTE 20. CONTINGENCIES” for more information. The following table summarizes the results of discontinued operations described above and reflected within discontinued operations in the Company’s consolidated financial statements for each of the periods presented: Year Ended September 30, 2020 2019 2018 Operating and exit costs $ 1.3 $ 0.6 $ 1.9 Impairment, restructuring and other charges (recoveries) (3.1) (35.8) 86.8 Loss on sale / contribution of business — — 0.7 Income (loss) from discontinued operations before income taxes 1.8 35.2 (89.4) Income tax expense (benefit) from discontinued operations 0.1 11.7 (25.5) Income (loss) from discontinued operations, net of tax $ 1.7 $ 23.5 $ (63.9) The Consolidated Statements of Cash Flows do not present the cash flows from discontinued operations separately from cash flows from continuing operations. Cash provided by (used in) operating activities related to discontinued operations was |
IMPAIRMENT, RESTRUCTURING AND O
IMPAIRMENT, RESTRUCTURING AND OTHER | 12 Months Ended |
Sep. 30, 2020 | |
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 (loss) from discontinued operations, net of tax” lines in the Consolidated Statements of Operations. The following table details impairment, restructuring and other charges (recoveries) for each of the periods presented: Year Ended September 30, 2020 2019 2018 Cost of sales—impairment, restructuring and other: COVID-19 related costs $ 15.5 $ — $ — Restructuring and other charges (recoveries) (0.1) 5.1 12.3 Intangible asset and property, plant and equipment impairments 0.6 0.8 8.2 Operating expenses: COVID-19 related costs 3.9 — — Restructuring and other charges (recoveries), net (3.1) 7.4 20.2 Goodwill and intangible asset impairments — — 112.1 Impairment, restructuring and other charges from continuing operations 16.8 13.3 152.8 Restructuring and other charges (recoveries), net, from discontinued operations (3.1) (35.8) 86.8 Total impairment, restructuring and other charges (recoveries) $ 13.7 $ (22.5) $ 239.6 The following table summarizes the activity related to liabilities associated with restructuring and other, excluding insurance reimbursement recoveries, for each of the periods presented: Year Ended September 30, 2020 2019 2018 Amounts accrued for restructuring and other at beginning of year $ 11.6 $ 112.2 $ 12.1 Restructuring and other charges from continuing operations 20.0 13.4 32.7 Restructuring and other charges (recoveries) from discontinued operations — (22.4) 86.8 Payments and other (27.7) (91.6) (19.4) Amounts accrued for restructuring and other at end of year $ 3.9 $ 11.6 $ 112.2 In connection with the adoption of ASC 842 on October 1, 2019, the Company reclassified restructuring accruals of $1.7 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 18. LEASES” for more information. Included in restructuring accruals, as of September 30, 2020, is $0.8 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. COVID-19 The World Health Organization recognized COVID-19 as a public health emergency of international concern on January 30, 2020 and as a global pandemic on March 11, 2020. In response to the COVID-19 pandemic, the Company has implemented additional measures intended to both protect the health and safety of its employees and maintain its ability to provide products to its customers, including (i) requiring a significant part of its workforce to work from home, (ii) monitoring its employees for COVID-19 symptoms, (iii) making additional personal protective equipment available to its operations team, (iv) requiring all manufacturing and warehousing associates to take their temperatures before beginning a shift, (v) modifying work methods and schedules of its manufacturing and field associates to create distance or add barriers between associates, consumers and others, (vi) expanding cleaning efforts at its operation centers, (vii) modifying attendance policies so that associates may elect to stay home if they have symptoms, (viii) prioritizing production for goods that are more essential to its customers and (ix) implementing an interim premium pay allowance for certain associates in its field sales force or working in manufacturing or distribution centers. In addition, to help address the critical shortage of personal protective equipment in the fight against COVID-19, the Company shifted production in its Temecula, California manufacturing plant for a period of time to produce face shields to help protect healthcare workers and first responders in critical need areas across the country. During fiscal 2020, the Company incurred costs of $19.4 associated with the COVID-19 pandemic primarily related to premium pay. The Company incurred costs of $12.4 in its U.S. Consumer segment, $2.6 in its Hawthorne segment and $0.5 in its Other segment in the “Cost of sales—impairment, restructuring and other” line in the Consolidated Statements of Operations during fiscal 2020. The Company incurred costs of $3.8 in its U.S. Consumer segment and $0.1 in its Other segment in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations during fiscal 2020. 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. Costs incurred during fiscal 2020 related to Project Catalyst were not material. Costs incurred to date since the inception of Project Catalyst are $25.1 for the Hawthorne segment, $13.5 for the U.S. Consumer segment, $1.3 for the Other segment and $2.8 for Corporate. Additionally, during fiscal 2020, the Company received $2.6 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 Consolidated Statements of Operations. During fiscal 2019, the Company incurred charges of $13.7 related to Project Catalyst. The Company incurred charges of $1.1 in its U.S. Consumer segment, $4.2 in its Hawthorne segment and $0.6 in its Other segment in the “Cost of sales—impairment, restructuring and other” line in the Consolidated Statements of Operations during fiscal 2019 related to employee termination benefits, facility closure costs and impairment of property, plant and equipment. The Company incurred charges of $0.5 in its U.S. Consumer segment, $3.9 in its Hawthorne segment, $0.6 in its Other segment and $2.8 at Corporate in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations during fiscal 2019 related to employee termination benefits and facility closure costs. During fiscal 2018, the Company incurred charges of $29.4 related to Project Catalyst. The Company incurred charges of $8.2 in its U.S. Consumer segment and $12.4 in its Hawthorne segment in the “Cost of sales—impairment, restructuring and other” line in the Consolidated Statements of Operations during fiscal 2018 related to employee termination benefits, facility closure costs and impairment of property, plant and equipment. The Company incurred charges of $3.4 in its U.S. Consumer segment and $5.4 in its Hawthorne segment in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations during fiscal 2018 related to employee termination benefits. Other The Company recognized insurance recoveries related to the previously disclosed legal matter In re Morning Song Bird Food Litigation of $1.5 and $13.4 during fiscal 2020 and fiscal 2019, respectively, in the “Income (loss) from discontinued operations, net of tax” line in the Consolidated Statements of Operations. In addition, during fiscal 2019, the Company recognized a favorable adjustment of $22.5 in the “Income (loss) from discontinued operations, net of tax” line in the Consolidated Statements of Operations as a result of the final resolution of the previously disclosed settlement agreement related to this matter. During fiscal 2018, the Company recognized a pre-tax charge of $85.0 for a probable loss related to this matter in the “Income (loss) from discontinued operations, net of tax” line in the Consolidated Statements of Operations. Refer to “NOTE 20. CONTINGENCIES” for more information. During fiscal 2019, the Company recognized a favorable adjustment of $0.4 related to the previously disclosed legal matter In re Scotts EZ Seed Litigation in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations. During fiscal 2018, the Company recognized a charge of $11.7 for a probable loss related to this matter in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations. Refer to “NOTE 20. CONTINGENCIES” for more information. During fiscal 2018, the Company recognized a non-cash impairment charge of $94.6 related to a goodwill impairment in the Hawthorne segment in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations as a result of the Company’s annual fourth quarter quantitative goodwill impairment test. Refer to “NOTE 5. GOODWILL AND INTANGIBLE ASSETS, NET” for more information. During fiscal 2018, the Company recognized a non-cash impairment charge of $17.5 related to the settlement of a portion of certain previously acquired customer relationships due to the acquisition of Sunlight Supply in the “Impairment, restructuring and other” line in the Consolidated Statement of Operations. Refer to “NOTE 8. ACQUISITIONS AND INVESTMENTS” for more information. |
GOODWILL AND INTANGIBLE ASSETS,
GOODWILL AND INTANGIBLE ASSETS, NET | 12 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS, NET | GOODWILL AND INTANGIBLE ASSETS, NET The following table displays a rollforward of the carrying amount of goodwill by reportable segment: U.S. Consumer Hawthorne Other Total Goodwill $ 229.9 $ 398.7 $ 10.8 $ 639.4 Accumulated impairment losses (1.8) (94.6) — (96.4) Balance at September 30, 2018 228.1 304.1 10.8 543.0 Acquisitions, net of purchase price adjustments — 1.3 — 1.3 Foreign currency translation — (5.4) (0.2) (5.6) Goodwill $ 229.9 $ 394.6 $ 10.6 $ 635.1 Accumulated impairment losses (1.8) (94.6) — (96.4) Balance at September 30, 2019 228.1 300.0 10.6 538.7 Foreign currency translation — 5.5 (0.1) 5.4 Goodwill $ 229.9 $ 400.1 $ 10.5 $ 640.5 Accumulated impairment losses (1.8) (94.6) — (96.4) Balance at September 30, 2020 $ 228.1 $ 305.5 $ 10.5 $ 544.1 The Company performed annual impairment testing as of the first day of its fourth fiscal quarter in fiscal 2020, 2019 and 2018 and, with the exception of the Hawthorne reporting unit in fiscal 2018, concluded that there were no impairments of goodwill as the estimated fair value of each reporting unit exceeded its carrying value. During the fourth quarter of fiscal 2018, the Company recognized a non-cash goodwill impairment charge of $94.6 related to the Hawthorne reporting unit in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations. The impairment was primarily driven by a downturn in the U.S. retail hydroponic market. This impairment charge did not impact the Company’s liquidity, cash flows from operations or compliance with debt covenants. The fair value estimates utilize significant unobservable inputs and thus represent Level 3 nonrecurring fair value measurements. The following table presents intangible assets, net: September 30, 2020 September 30, 2019 Gross Accumulated Net Gross Accumulated Net Finite-lived intangible assets: Tradenames $ 258.8 $ (61.7) $ 197.1 $ 254.1 $ (48.9) $ 205.2 Customer accounts 212.6 (77.6) 135.0 210.7 (60.6) 150.1 Technology 49.2 (39.3) 9.9 49.8 (36.7) 13.1 Other 24.3 (11.0) 13.3 24.4 (9.2) 15.2 Total finite-lived intangible assets, net 355.3 383.6 Indefinite-lived intangible assets: Indefinite-lived tradenames 168.2 168.2 Roundup ® marketing agreement amendment 155.7 155.7 Total indefinite-lived intangible assets 323.9 323.9 Total intangible assets, net $ 679.2 $ 707.5 During the third quarter of fiscal 2018, the Company’s Hawthorne segment recognized a non-cash impairment charge of $17.5 related to the settlement of a portion of certain previously acquired customer relationships due to the acquisition of Sunlight Supply. Total amortization expense was $32.5, $33.4 and $30.0 for fiscal 2020, fiscal 2019 and fiscal 2018, respectively. Amortization expense is estimated to be as follows for the years ending September 30: 2021 $ 29.4 2022 27.0 2023 24.3 2024 21.6 2025 20.5 |
DETAIL OF CERTAIN FINANCIAL STA
DETAIL OF CERTAIN FINANCIAL STATEMENT ACCOUNTS | 12 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DETAIL OF CERTAIN FINANCIAL STATEMENT ACCOUNTS | DETAIL OF CERTAIN FINANCIAL STATEMENT ACCOUNTS The following is detail of certain financial statement accounts: September 30, 2020 2019 INVENTORIES: Finished goods $ 390.3 $ 344.9 Raw materials 164.8 131.8 Work-in-progress 66.8 63.6 $ 621.9 $ 540.3 September 30, 2020 2019 PROPERTY, PLANT AND EQUIPMENT, NET: Land and improvements $ 139.0 $ 129.4 Buildings 260.0 255.9 Machinery and equipment 571.0 554.5 Furniture and fixtures 47.9 45.7 Software 112.8 107.0 Finance / capital leases 39.8 26.6 Aircraft 16.6 16.6 Construction in progress 55.0 38.3 1,242.1 1,174.0 Less: accumulated depreciation (682.1) (628.0) $ 560.0 $ 546.0 OTHER ASSETS: Operating lease right-of-use assets $ 156.0 $ — Loans receivable 100.0 95.1 Accrued pension, postretirement and executive retirement assets 64.3 50.8 Bonnie Option 23.3 11.3 Contingent consideration receivable 17.9 16.7 Unamortized debt issuance costs 5.6 7.7 Other 13.5 13.2 $ 380.6 $ 194.8 September 30, 2020 2019 OTHER CURRENT LIABILITIES: Payroll and other compensation accruals $ 144.6 $ 73.2 Advertising and promotional accruals 117.4 74.0 Current operating lease liabilities 47.5 — Accrued taxes 42.8 22.4 Accrued dividends 21.8 7.1 Accrued interest 15.4 16.7 Accrued insurance and claims 12.2 11.7 Accrued restructuring and other 3.1 8.5 Other 88.2 64.6 $ 493.0 $ 278.2 OTHER NON-CURRENT LIABILITIES: Non-current operating lease liabilities $ 113.3 $ — Accrued pension, postretirement and executive retirement liabilities 96.2 86.9 Deferred tax liabilities 25.2 36.3 Other 37.4 38.3 $ 272.1 $ 161.5 |
MARKETING AGREEMENT
MARKETING AGREEMENT | 12 Months Ended |
Sep. 30, 2020 | |
Marketing Agreement [Abstract] | |
MARKETING AGREEMENT | MARKETING AGREEMENT The Scotts Company LLC (“Scotts LLC”) is the exclusive agent of Monsanto, for the marketing and distribution of certain of Monsanto’s consumer Roundup ® branded products in the United States and certain other specified countries. Effective August 1, 2019, the Company entered into the Third Restated Agreement which amended, among other things, the provisions of 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 by the Restated Marketing Agreement 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 by the Restated Marketing Agreement in excess of $40.0 for program year 2019. The Third Restated Agreement also requires the Company to make annual payments of $18.0 to Monsanto as a contribution against the overall expenses of its consumer Roundup ® business, subject to reduction pursuant to the Third Restated Agreement for any program year in which the Program EBIT does not equal or exceed $36.0. During fiscal 2019, Monsanto agreed to reimburse the Company for $20.0 of additional expenses incurred by the Company for certain activities connected to the Roundup ® marketing agreement and this payment was recognized in the “Net sales” line in the Consolidated Statements of Operations. Unless Monsanto terminates the Third Restated Agreement due to an event of default by the Company, termination rights under the Third Restated Agreement include the following: • The Company may terminate the Third Restated Agreement (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 may terminate the Third Restated Agreement in the event that Monsanto decides to decommission the permits, licenses and registrations needed for, and the trademarks, trade names, packages, copyrights and designs used in, the sale of the Roundup ® products in the lawn and garden market (a “Brand Decommissioning Termination”); and • Each party may terminate the Third Restated Agreement if Program EBIT falls below $50.0 and, in such case, no termination fee would be payable to either party. The termination fee structure requires Monsanto to pay a termination fee to the Company in an amount equal to (i) $175.0 upon a Convenience Termination, (ii) $375.0 upon a Brand Decommissioning Termination, and (iii) the greater of $175.0 or four times an amount equal to the average of the Program EBIT for the three program years before the year of termination, minus $186.4, if Monsanto or its successor terminates the Third Restated Agreement as a result of a Roundup Sale or Change of Control of Monsanto (each, as defined in the Third Restated Agreement). In connection with the signing of the Third Restated Agreement, the Company also entered into the Brand Extension Agreement Asset Purchase Agreement (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 paid by Monsanto was $112.0 plus the value of finished goods inventory of $3.5. This consideration was recorded in the “Prepaid and other current assets” line in the Consolidated Balance Sheets until it 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, 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 the “Net sales” line in the Consolidated Statements of Operations are as follows: Year Ended September 30 2020 2019 2018 Gross commission $ 90.4 $ 58.4 $ 80.5 Contribution expenses (18.0) (18.0) (18.0) Amortization of marketing fee — — (0.8) Net commission 72.4 40.4 61.7 Reimbursements associated with Roundup ® marketing agreement 61.6 73.4 54.5 Total net sales associated with Roundup ® marketing agreement $ 134.0 $ 113.8 $ 116.2 |
ACQUISITIONS AND INVESTMENTS
ACQUISITIONS AND INVESTMENTS | 12 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
ACQUISITIONS AND INVESTMENTS | ACQUISITIONS AND INVESTMENTS FISCAL 2018 Sunlight Supply On June 4, 2018, the Company’s Hawthorne segment acquired substantially all of the assets and certain liabilities of Sunlight Supply. At the time of acquisition, Sunlight Supply was a leading developer, manufacturer, marketer and distributor of horticultural, organics, lighting and hydroponic gardening products. Prior to the transaction, Sunlight Supply served as a non-exclusive distributor of the Company. The purchase price of Sunlight Supply was $459.1, a portion of which was paid by the issuance of 0.3 million Common Shares, a non-cash investing and financing activity, with a fair value of $23.4 based on the average share price at the time of payment. The purchase price included contingent consideration, a non-cash investing activity, with an initial fair value of $3.1 and a maximum payout of $20.0, which was finalized during the third quarter of fiscal 2019 and resulted in no additional payment by the Company. The purchase price was also subject to a post-closing net working capital adjustment which was paid during the first quarter of fiscal 2019. The valuation of the acquired assets included (i) $5.3 of cash, prepaid and other current assets, (ii) $19.3 of accounts receivable, (iii) $84.3 of inventory, (iv) $64.4 of fixed assets, (v) $11.7 of accounts payable and other current liabilities, (vi) $151.1 of finite-lived identifiable intangible assets, and (vii) $146.4 of tax-deductible goodwill. Identifiable intangible assets included tradenames of $65.1, customer relationships of $84.1 and non-competes of $1.9 with useful lives ranging between 5 and 25 years. The estimated fair values of the identifiable intangible assets were determined using an income-based approach, which includes market participant expectations of cash flows that an asset will generate over the remaining useful life discounted to present value using an appropriate discount rate. The contingent consideration related to the Sunlight Supply acquisition was required to be accounted for as a derivative instrument and was recorded at fair value in the “Other current liabilities” line in the Consolidated Balance Sheets, with changes in fair value recognized in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations. The acquisition of Sunlight Supply also resulted in the settlement of a portion of certain previously acquired customer relationships, which resulted in a non-cash impairment charge of $17.5 recognized in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations during the third quarter of fiscal 2018 to reduce the carrying value of these previously acquired customer relationship intangible assets to an estimated fair value of $30.9. The estimated fair value was determined using an income-based approach, which includes market participant expectations of cash flows that an asset will generate over the remaining useful life discounted to present value using an appropriate discount rate, and has been included as part of goodwill. Additionally, the Company reduced the value of deferred tax liabilities associated with the write-off of these previously acquired customer relationship intangible assets by $7.3, which was recognized in the “Income tax expense (benefit) from continuing operations” line in the Consolidated Statement of Operations for fiscal 2018. The following unaudited pro forma information presents the combined results of operations as if the acquisition of Sunlight Supply had occurred at the beginning of fiscal 2017. Sunlight Supply’s pre-acquisition results have been added to the Company’s historical results. The pro forma results contained in the table below include adjustments for (i) the elimination of intercompany sales, (ii) amortization of acquired intangibles, (iii) increased depreciation expense as a result of acquisition date fair value adjustments, (iv) decreased cost of goods sold for fiscal 2018 related to the acquisition date inventory fair value adjustment, (v) increased interest expense related to the financing of the acquisition, (vi) removal of the non-cash impairment charge of $17.5 during the third quarter of fiscal 2018 related to the settlement of a portion of certain previously acquired customer relationships due to the acquisition of Sunlight Supply, (vii) adjustments to tax expense based on condensed consolidated pro forma results, and (viii) the impact of additional Common Shares issued as a result of the acquisition. The pro forma information does not reflect the realization of any potential cost savings or other synergies from the acquisition as a result of restructuring activities and other cost savings initiatives. These pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the results of operations as they would have been had the acquisitions occurred on the assumed dates, nor are they necessarily an indication of future operating results. Year Ended September 30 Unaudited Consolidated Pro Forma Results 2018 Proforma net sales $ 2,879.7 Proforma net income attributable to controlling interest 90.0 Proforma diluted net income per common share 1.57 Gavita On May 26, 2016, the Company’s Hawthorne segment acquired majority control and a 75% economic interest in Gavita. Gavita’s former ownership group initially retained a 25% noncontrolling interest in Gavita consisting of ownership of 5% of the outstanding shares of Gavita and a loan with interest payable based on distributions by Gavita. On October 2, 2017, the Company’s Hawthorne segment acquired the remaining 25% noncontrolling interest in Gavita, including Agrolux, for $69.2, plus payment of contingent consideration of $3.0. The carrying value of the 25% noncontrolling interest consisted of long-term debt of $55.6 and noncontrolling interest of $7.9. The difference between purchase price and carrying value of $5.7 was recognized in the “Common shares and capital in excess of $0.01 stated value per share” line within “Total equity—controlling interest” in the Consolidated Balance Sheets. Can-Filters On October 11, 2017, the Company’s Hawthorne segment completed the acquisition of substantially all of the U.S. and Canadian assets of Can-Filters Group Inc. (“Can-Filters”), a wholesaler of ventilation products for indoor and hydroponic gardening and industrial market customers, for $74.1. The valuation of the acquired assets included (i) $1.5 of cash, prepaid and other current assets, (ii) $7.7 of inventory and accounts receivable, (iii) $4.4 of fixed assets, (iv) $0.7 of accounts payable and other current liabilities, (v) $39.7 of finite-lived identifiable intangible assets, and (vi) $21.5 of tax-deductible goodwill. Identifiable intangible assets included tradenames and customer relationships with useful lives of 25 years. The estimated fair value of the identifiable intangible assets were determined using an income-based approach, which includes market participant expectations of cash flows that an asset will generate over the remaining useful life discounted to present value using an appropriate discount rate. Net sales for Can-Filters included within the Hawthorne segment for fiscal 2018 were $10.7. |
INVESTMENT IN UNCONSOLIDATED AF
INVESTMENT IN UNCONSOLIDATED AFFILIATES | 12 Months Ended |
Sep. 30, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN UNCONSOLIDATED AFFILIATES | INVESTMENT IN UNCONSOLIDATED AFFILIATES On April 13, 2016, pursuant to the terms of the Contribution and Distribution Agreement (the “Contribution Agreement”) between the Company and TruGreen Holding Corporation (“TruGreen Holdings”), the Company completed the contribution of the Scotts LawnService ® business (the “SLS Business”) to Outdoor Home Services Holdings LLC, a lawn services joint venture between the Company and TruGreen Holding Corporation (the “TruGreen Joint Venture”), in exchange for a minority equity interest of approximately 30% in the TruGreen Joint Venture. The Company’s interest had an initial fair value of $294.0 and was accounted for using the equity method of accounting. In connection with the closing of the transactions contemplated by the Contribution Agreement on April 13, 2016, the TruGreen Joint Venture obtained debt financing and made a distribution of $196.2 to the Company and the Company invested $18.0 in second lien term loan financing to the TruGreen Joint Venture. The Company was reimbursed $1.4 during fiscal 2018 for expenses incurred pursuant to a short-term transition services agreement, payments on claims associated with insurance programs and an employee leasing agreement. In the first quarter of fiscal 2018, the Company’s net investment and advances were reduced to a liability and subsequently the Company no longer recorded its proportionate share of the TruGreen Joint Venture earnings in the Consolidated Statements of Operations. |
RETIREMENT PLANS
RETIREMENT PLANS | 12 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
RETIREMENT PLANS | RETIREMENT PLANS The Company sponsors a defined contribution 401(k) plan for substantially all U.S. associates. The Company matches 200% of associates’ initial 3% contribution and 50% of their remaining contribution up to 6%. The Company may make additional discretionary profit sharing matching contributions to eligible employees on their initial 4% contribution. The Company recorded charges of $27.7, $18.9 and $15.3 under the plan in fiscal 2020, fiscal 2019 and fiscal 2018, respectively. The Company sponsors two defined benefit pension plans for certain U.S. associates and three defined benefit pension plans associated with the former businesses in the United Kingdom and Germany. Benefits under these plans have been frozen and closed to new associates since 1997 for the U.S. plans, 2010 for the United Kingdom plans and 2017 for the Germany plan. The benefits under the plans are based on years of service and compensation levels. The Company’s funding policy, consistent with statutory requirements and tax considerations, is based on actuarial computations using the Projected Unit Credit method. The following tables present information about benefit obligations, plan assets, annual expense, assumptions and other information about the Company’s defined benefit pension plans. The defined benefit pension plans are valued using a September 30 measurement date. U.S. Defined International 2020 2019 2020 2019 Change in projected benefit obligation: Benefit obligation at beginning of year $ 108.0 $ 100.1 $ 185.2 $ 175.0 Interest cost 2.6 3.5 2.7 4.0 Actuarial (gain) loss 6.4 11.6 4.0 21.9 Benefits paid (7.2) (7.2) (7.7) (7.3) Other — — — 2.6 Foreign currency translation — — 9.5 (11.0) Projected benefit obligation at end of year $ 109.8 $ 108.0 $ 193.7 $ 185.2 Accumulated benefit obligation at end of year $ 109.8 $ 108.0 $ 193.7 $ 185.2 Change in plan assets: Fair value of plan assets at beginning of year $ 81.3 $ 80.7 $ 196.6 $ 181.5 Actual return on plan assets 5.1 7.6 3.9 26.5 Employer contribution 2.3 0.2 7.3 7.4 Benefits paid (7.2) (7.2) (7.7) (7.3) Foreign currency translation — — 9.8 (11.5) Fair value of plan assets at end of year $ 81.5 $ 81.3 $ 209.9 $ 196.6 Overfunded (underfunded) status at end of year $ (28.3) $ (26.7) $ 16.2 $ 11.4 U.S. Defined International 2020 2019 2020 2019 Information for pension plans with an accumulated benefit obligation in excess of plan assets: Projected benefit obligation $ 109.8 $ 108.0 $ 18.3 $ 18.1 Accumulated benefit obligation 109.8 108.0 18.3 18.1 Fair value of plan assets 81.5 81.3 — — Amounts recognized in the Consolidated Balance Sheets consist of: Noncurrent assets $ — $ — $ 34.5 $ 29.5 Current liabilities (0.2) (0.2) (0.9) (0.9) Noncurrent liabilities (28.1) (26.5) (17.4) (17.2) Total amount accrued $ (28.3) $ (26.7) $ 16.2 $ 11.4 Amounts recognized in AOCL consist of: Actuarial loss $ 47.9 $ 44.4 $ 50.2 $ 41.8 Prior service cost — — 2.6 2.5 Total amount recognized $ 47.9 $ 44.4 $ 52.8 $ 44.3 U.S. Defined International 2020 2019 2020 2019 Total change in other comprehensive loss attributable to: Pension benefit loss during the period $ (5.3) $ (8.0) $ (7.0) $ (2.5) Reclassification of pension benefit losses to net income 1.8 1.5 1.0 0.8 Prior service cost recognized during the period — — — (2.6) Foreign currency translation — — (2.5) 2.6 Total change in other comprehensive loss $ (3.5) $ (6.5) $ (8.5) $ (1.7) Amounts in AOCL expected to be recognized as components of net periodic benefit cost in fiscal 2021 are as follows: Actuarial loss $ 2.1 $ 1.2 Prior service cost — 0.1 Amount to be amortized into net periodic benefit cost $ 2.1 $ 1.3 Weighted average assumptions used in development of projected benefit obligation: Discount rate 2.05 % 2.77 % 1.51 % 1.60 % U.S. Defined International 2020 2019 2018 2020 2019 2018 Components of net periodic benefit cost (income): Interest cost $ 2.6 $ 3.5 $ 3.1 $ 2.7 $ 4.0 $ 4.2 Expected return on plan assets (3.9) (4.0) (4.6) (6.9) (7.1) (7.2) Net amortization 1.8 1.4 1.5 1.0 0.8 1.1 Net periodic benefit cost (income) $ 0.5 $ 0.9 $ — $ (3.2) $ (2.3) $ (1.9) Weighted average assumptions used in development of net periodic benefit cost (income): Weighted average discount rate - interest cost 2.44 % 3.67 % 2.87 % 1.42 % 2.34 % 2.21 % Expected return on plan assets 5.00 % 5.25 % 5.50 % 3.39 % 3.94 % 4.45 % Investment Strategy Target allocation percentages among various asset classes are maintained based on an individual investment policy established for each of the various pension plans. Asset allocations are designed to achieve long-term objectives of return while mitigating against downside risk considering expected cash requirements necessary to fund benefit payments. However, the Company cannot predict future investment returns and therefore cannot determine whether future pension plan funding requirements could materially and adversely affect its financial condition, results of operations or cash flows. Basis for Long-Term Rate of Return on Asset Assumptions The Company’s expected long-term rate of return on asset assumptions are derived from studies conducted by third parties. The studies include a review of anticipated future long-term performance of individual asset classes and consideration of the appropriate asset allocation strategy given the anticipated requirements of the plans to determine the average rate of earnings expected. While the studies give appropriate consideration to recent fund performance and historical returns, the assumptions primarily represent expectations about future rates of return over the long term. U.S. Defined International Other information: Plan asset allocations: Target for September 30, 2021: Equity securities 22 % 20 % Debt securities 74 % 80 % Real estate securities 4 % — % Cash and cash equivalents — % — % September 30, 2020 Equity securities 21 % 27 % Debt securities 73 % 73 % Real estate securities 4 % — % Cash and cash equivalents 2 % — % September 30, 2019 Equity securities 21 % 27 % Debt securities 72 % 72 % Real estate securities 4 % — % Cash and cash equivalents 3 % 1 % Expected company contributions in fiscal 2021 $ 2.9 $ 6.6 Expected future benefit payments: 2021 $ 7.7 $ 5.9 2022 7.4 6.1 2023 7.4 6.3 2024 7.3 6.6 2025 7.1 6.9 2026 – 2030 32.3 31.9 The following tables set forth the fair value of the Company’s pension plan assets, segregated by level within the fair value hierarchy: U.S. Defined International Fair Value Hierarchy Level 2020 2019 2020 2019 Cash and cash equivalents Level 1 $ 1.8 $ 2.6 $ 0.5 $ 1.1 Total assets in the fair value hierarchy $ 1.8 $ 2.6 $ 0.5 $ 1.1 Common collective trusts measured at net asset value Real estate $ 2.9 $ 3.2 $ — $ — Equities 17.5 16.6 57.3 53.3 Fixed income 59.3 58.9 152.1 142.2 Total common collective trusts measured at net asset value 79.7 78.7 209.4 195.5 Total assets at fair value $ 81.5 $ 81.3 $ 209.9 $ 196.6 The carrying value of cash equivalents approximated their aggregate fair value as of September 30, 2020 and 2019. Common collective trusts are not publicly traded and were valued at a net asset value unit price determined by the portfolio’s sponsor based on the fair value of underlying assets held by the common collective trust on September 30, 2020 and 2019. The common collective trusts hold underlying investments that have prices derived from quoted prices in active markets. The |
ASSOCIATE MEDICAL BENEFITS
ASSOCIATE MEDICAL BENEFITS | 12 Months Ended |
Sep. 30, 2020 | |
Defined Benefit Plan, Postretirement Medical Plan with Prescription Drug Benefits [Abstract] | |
ASSOCIATE MEDICAL BENEFITS | ASSOCIATE MEDICAL BENEFITS The Company provides comprehensive major medical benefits to its associates. The Company is self-insured for certain health benefits up to $0.7 per occurrence per individual. The cost of such benefits is recognized as expense in the period the claim is incurred. This cost was $34.2, $31.4 and $31.2 in fiscal 2020, fiscal 2019 and fiscal 2018, respectively. The Company also provides comprehensive major medical benefits to certain retired associates and their dependents. Substantially all of the Company’s domestic associates who were hired before January 1, 1998 become eligible for these benefits if they retire at age 55 or older with more than ten years of service. The retiree medical plan requires certain minimum contributions from retired associates and includes provisions to limit the overall cost increases the Company is required to cover. The Company funds its portion of retiree medical benefits as claims are paid. The following tables set forth information about the retiree medical plan for domestic associates. The retiree medical plan is valued using a September 30 measurement date. 2020 2019 Change in Accumulated Plan Benefit Obligation (APBO): Benefit obligation at beginning of year $ 22.8 $ 21.4 Service cost 0.2 0.2 Interest cost 0.6 0.8 Plan participants’ contributions 0.4 0.3 Actuarial (gain) loss 0.7 1.9 Benefits paid (2.3) (1.8) Benefit obligation at end of year $ 22.4 $ 22.8 Change in plan assets: Fair value of plan assets at beginning of year $ — $ — Employer contribution 1.9 1.5 Plan participants’ contributions 0.4 0.3 Gross benefits paid (2.3) (1.8) Fair value of plan assets at end of year $ — $ — Unfunded status at end of year $ (22.4) $ (22.8) 2020 2019 Amounts recognized in the Consolidated Balance Sheets consist of: Current liabilities $ (1.6) $ (1.7) Noncurrent liabilities (20.8) (21.1) Total amount accrued $ (22.4) $ (22.8) Amounts recognized in AOCL consist of: Actuarial loss $ 3.6 $ 3.1 Prior service credit (2.5) (3.6) Total amount recognized $ 1.1 $ (0.5) Total change in other comprehensive loss attributable to: Benefit loss during the period $ (0.7) $ (1.9) Reclassification of benefit loss and prior service credit to net income (0.9) (1.1) Total change in other comprehensive loss $ (1.6) $ (3.0) Discount rate used in development of APBO 2.48 % 3.05 % Net periodic benefit cost (income) was $(0.1) during fiscal 2020 and fiscal 2019 and $0.1 during fiscal 2018. The estimated actuarial loss and prior service credit that will be amortized from AOCL into net periodic benefit cost over the next fiscal year is $0.3 and $1.1, respectively. For measurement as of September 30, 2020, management has assumed that health care costs will increase at an annual rate of 6.00%, and thereafter decreasing to an ultimate trend rate of 4.75% in 2026. A 100 basis point change in health cost trend rate assumptions would not have a material effect on service costs, interest costs or the APBO. The following benefit payments under the plan are expected to be paid by the Company and the retirees for the fiscal years indicated: Gross Retiree Net 2021 $ 2.1 $ (0.4) $ 1.7 2022 2.2 (0.5) 1.7 2023 2.3 (0.6) 1.7 2024 2.2 (0.6) 1.6 2025 2.1 (0.6) 1.5 2026 – 2030 10.6 (3.4) 7.2 |
DEBT
DEBT | 12 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The components of debt are as follows: September 30, 2020 2019 Credit Facilities: Revolving loans $ 64.0 $ 147.2 Term loans 710.0 750.0 Senior Notes – 5.250% 250.0 250.0 Senior Notes – 6.000% — 400.0 Senior Notes – 4.500% 450.0 — Receivables facility 20.0 76.0 Finance / capital lease obligations 36.1 25.8 Other 1.1 10.3 Total debt 1,531.2 1,659.3 Less current portions 66.4 128.1 Less unamortized debt issuance costs 9.7 7.7 Long-term debt $ 1,455.1 $ 1,523.5 The Company’s aggregate scheduled maturities of debt, excluding finance lease obligations, are as follows: 2021 $ 61.1 2022 40.0 2023 694.0 2024 — 2025 — Thereafter 700.0 $ 1,495.1 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 $2,300.0, comprised of a revolving credit facility of $1,500.0 and a term loan in the original principal amount of $800.0 (the “Fifth A&R Credit Facilities”). At September 30, 2020, the Company had letters of credit outstanding in the aggregate principal amount of $20.3, and $1,415.7 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 3.3%, 4.6% and 4.0% for fiscal 2020, fiscal 2019 and fiscal 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 was 4.75 for the second quarter of fiscal 2020 through the fourth quarter of fiscal 2020 and is 4.50 for the first quarter of fiscal 2021 and thereafter. The Company’s leverage ratio was 2.48 at September 30, 2020. 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 September 30, 2020. The Company’s interest coverage ratio was 10.12 for the twelve months ended September 30, 2020. 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 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 for fiscal 2020 and thereafter. Senior Notes On December 15, 2016, Scotts Miracle-Gro issued $250.0 aggregate principal amount of 5.250% Senior Notes due 2026 (the “5.250% Senior Notes”). 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 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. 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, comprised of $0.5 of accrued and unpaid interest, $12.0 of redemption premium, and $400.0 for outstanding principal amount. The $12.0 redemption premium was recognized in the “Costs related to refinancing” line on the Consolidated Statements of Operations during the first quarter of fiscal 2020. Additionally, the Company had $3.1 in unamortized bond issuance costs associated with the 6.000% Senior Notes, which were written-off during the first quarter of fiscal 2020 and were recognized in the “Costs related to refinancing” line in the 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 and the commitment amount during the seasonal commitment period beginning on February 26, 2021 and ending on June 18, 2021 is $160.0. The Receivables Facility expires on August 20, 2021. The Company accounts for the sale of receivables under the Receivables Facility as short-term debt and continues to carry the receivables on its Consolidated Balance Sheets, primarily as a result of the Company’s requirement to repurchase receivables sold. As of September 30, 2020 and 2019, there were $20.0 and $76.0, respectively, in borrowings on receivables pledged as collateral under the Receivables Facility, and the carrying value of the receivables pledged as collateral was $22.3 and $84.5, respectively. 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 $600.0 and $850.0 at September 30, 2020 and 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 September 30, 2020 are shown in the table below: Notional Amount Effective Expiration Fixed $ 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 % 100 12/21/2020 6/20/2023 1.36 % 300 (b) 1/7/2021 6/7/2023 1.34 % 200 10/7/2021 6/7/2023 1.37 % 200 (b) 1/20/2022 6/20/2024 0.58 % 200 6/7/2023 6/8/2026 0.85 % (a) The effective date refers to the date on which interest payments are first hedged by the applicable swap agreement. (b) Notional amount adjusts in accordance with a specified seasonal schedule. This represents the maximum notional amount at any point in time. Weighted Average Interest Rate The weighted average interest rates on the Company’s debt were 4.3%, 4.8% and 4.3% for fiscal 2020, fiscal 2019 and fiscal 2018, respectively. |
EQUITY
EQUITY | 12 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
EQUITY | EQUITY Authorized and issued shares consisted of the following (in millions): September 30, 2020 2019 Preferred shares, no par value: Authorized 0.2 shares 0.2 shares Issued 0.0 shares 0.0 shares Common shares, no par value, $0.01 stated value per share: Authorized 100.0 shares 100.0 shares Issued 68.1 shares 68.1 shares In fiscal 1995, The Scotts Company merged with Stern’s Miracle-Gro Products, Inc. (“Miracle-Gro”). At September 30, 2020, the former shareholders of Miracle-Gro, including the Hagedorn Partnership, L.P., owned approximately 25% of Scotts Miracle-Gro’s outstanding Common Shares on a fully diluted basis and, thus, have the ability to significantly influence the election of directors and other actions requiring the approval of Scotts Miracle-Gro’s shareholders. Under the terms of the merger agreement with Miracle-Gro, the former shareholders of Miracle-Gro may not collectively acquire, directly or indirectly, beneficial ownership of Voting Stock (as that term is defined in the Miracle-Gro merger agreement) representing more than 49% of the total voting power of the outstanding Voting Stock, except pursuant to a tender offer for 100% of that total voting power, which tender offer is made at a price per share which is not less than the market price per share on the last trading day before the announcement of the tender offer and is conditioned upon the receipt of at least 50% of the Voting Stock beneficially owned by shareholders of Scotts Miracle-Gro other than the former shareholders of Miracle-Gro and their affiliates and associates. Accumulated Other Comprehensive Loss Changes in AOCL by component were as follows for the fiscal years ended September 30: Foreign Currency Translation Adjustments Net Unrealized Gain (Loss) On Derivative Instruments Net Unrealized Gain (Loss) in Pension and Other Post-Retirement Benefits Accumulated Other Comprehensive Income (Loss) Balance at September 30, 2017 $ (16.7) $ 2.0 $ (54.5) $ (69.2) Other comprehensive income (loss) before reclassifications (3.7) 12.7 10.0 19.0 Amounts reclassified from accumulated other comprehensive net income (loss) 11.7 (4.2) 1.7 9.2 Income tax benefit (expense) — (2.2) (2.8) (5.0) Net current period other comprehensive income (loss) 8.0 6.3 8.9 23.2 Balance at September 30, 2018 (8.7) 8.3 (45.6) (46.0) Other comprehensive income (loss) before reclassifications (11.2) (20.1) (15.0) (46.3) Amounts reclassified from accumulated other comprehensive net income (loss) 2.5 (2.0) 2.8 3.3 Income tax benefit (expense) — 5.7 3.2 8.9 Net current period other comprehensive income (loss) (8.7) (16.4) (9.0) (34.1) Adoption of new accounting pronouncements (see Note 1) — — (13.8) (13.8) Balance at September 30, 2019 (17.4) (8.1) (68.4) (93.9) Other comprehensive income (loss) before reclassifications 10.5 (19.7) (12.9) (22.1) Amounts reclassified from accumulated other comprehensive net income (loss) 0.8 10.1 0.3 11.2 Income tax benefit (expense) — 2.5 3.2 5.7 Net current period other comprehensive income (loss) 11.3 (7.1) (9.4) (5.2) Balance at September 30, 2020 $ (6.2) $ (15.1) $ (77.8) $ (99.1) The sum of the components may not equal due to rounding. During the second quarter of fiscal 2019, the Company recognized a charge of $2.5 in the “Other non-operating (income) expense, net” line in the Consolidated Statements of Operations related to the write-off of accumulated foreign currency translation loss adjustments of a foreign subsidiary that was substantially liquidated. During the second quarter of fiscal 2018, the Company repatriated cash from a foreign subsidiary resulting in the liquidation of substantially all of the assets of the subsidiary and the write-off of accumulated foreign currency translation loss adjustments of $11.7 within the “Other non-operating (income) expense, net” line in the Consolidated Statements of Operations. 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. On July 27, 2020, the Scotts Miracle-Gro Board of Directors approved an increase in the Company’s quarterly cash dividend from $0.58 to $0.62 per Common Share. In addition, on July 27, 2020, the Scotts Miracle-Gro Board of Directors approved a special cash dividend of $5.00 per Common Share, which was paid on September 10, 2020 to all shareholders of record at the close of business on August 27, 2020. Share Repurchases On August 11, 2014, Scotts Miracle-Gro announced that its Board of Directors authorized the repurchase of up to $500.0 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 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 share repurchase authorization through March 28, 2020. The amended authorization allowed for repurchases of Common Shares of up to an aggregate amount of $1,000.0 through March 28, 2020. During fiscal 2020 through March 28, 2020, Scotts Miracle-Gro repurchased 0.4 million Common Shares under the share repurchase authorization for $48.2. There wer e no sh are repurchases under the share repurchase authorization during fiscal 2019. During fiscal 2018, Scotts Miracle-Gro repurchased 3.5 million Common Shares for $323.1. From the effective date of the share repurchase authorization in the fourth quarter of fiscal 2014 through March 28, 2020, Scotts Miracle-Gro repurchased approximately 8.7 million Common Shares for $762.8. On February 6, 2020, the Company announced a new share repurchase program allowing for repurchases of up to $750.0 of Common Shares from April 30, 2020 through March 25, 2023. 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. Effective March 30, 2020, management elected to temporarily suspend share repurchase activity in order to enhance the Company’s financial flexibility in response to the COVID-19 pandemic. Accordingly, there were no share repurchases under this share repurchase authorization during fiscal 2020. Subsequent to September 30, 2020, management has elected to commence share repurchase activity. The “Treasury share purchases” lines in the Consolidated Statements of Shareholders’ Equity includes cash paid to tax authorities to satisfy statutory income tax withholding obligations related to share-based compensation of $4.9, $2.7 and $3.0 for fiscal 2020, fiscal 2019 and fiscal 2018, respectively. Acquisition of Sunlight Supply On June 4, 2018, Scotts Miracle-Gro issued 0.3 million Common Shares, which represented a carrying value of $20.7, out of its treasury shares for payment of a portion of the purchase price for the acquisition of Sunlight Supply. Gavita On October 2, 2017, the Company’s Hawthorne segment acquired the remaining 25% noncontrolling interest in Gavita, including Agrolux, for $69.2, plus payment of contingent consideration of $3.0. The carrying value of the 25% noncontrolling interest consisted of long-term debt of $55.6 and noncontrolling interest of $7.9. The difference between purchase price and carrying value of $5.7 was recognized in the “Common shares and capital in excess of $0.01 stated value per share” line within “Total equity—controlling interest” in the Consolidated Balance Sheets. Share-Based Awards On January 30, 2017, the Company issued 0.5 million upfront performance-based award units, covering a five-year performance period, with an estimated fair value of $43.3 on the date of grant to certain senior executives as part of its Project Focus initiative. These awards provide for a five-year vesting period based on achievement of specific performance goals aligned with the strategic objectives of the Company’s Project Focus initiatives. Based on the extent to which the targets are achieved, vested shares may range from 50 to 250 percent of the target award amount. The performance goals include a combination of five year cumulative operating cash flow less capital expenditures; five year average annual non-GAAP diluted EPS growth; and dividend yield. A maximum of 7.3 million Common Shares are available for issuance under share-based award plans. At September 30, 2020, approximately 2.7 million Common Shares were not subject to outstanding awards and were available to underlie the grant of new share-based awards. Common Shares held in treasury totaling 0.4 million, 0.5 million and 0.4 million were reissued in support of share-based compensation awards and employee purchases under the employee stock purchase plan during fiscal 2020, fiscal 2019 and fiscal 2018, respectively. The following is a summary of the share-based awards granted during each of the periods indicated: Year Ended September 30, 2020 2019 2018 Employees Options 37,255 — — Restricted stock units 119,726 166,534 198,807 Performance units 37,570 131,644 246,430 Non-Employee Directors Restricted and deferred stock units 18,948 32,101 25,858 Total share-based awards 213,499 330,279 471,095 Aggregate fair value at grant dates $ 21.5 $ 25.5 $ 43.5 Total share-based compensation was as follows for each of the periods indicated: Year Ended September 30, 2020 2019 2018 Share-based compensation $ 57.9 $ 38.4 $ 40.5 Related tax benefit recognized 14.6 9.5 10.5 Excess tax benefits related to share-based compensation were $5.8, $2.8 and $4.5 for fiscal 2020, fiscal 2019 and fiscal 2018, respectively. Stock Options Aggregate stock option activity was as follows: No. of Wtd. Awards outstanding at September 30, 2019 862,388 $ 59.52 Granted 37,255 57.89 Exercised (280,418) 55.19 Awards outstanding at September 30, 2020 619,225 57.90 Exercisable 619,225 57.90 At September 30, 2020, the total pre-tax compensation cost, net of estimated forfeitures, related to nonvested stock options not yet recognized was zero. The total intrinsic value of stock options exercised was $21.9, $17.5 and $17.2 during fiscal 2020, fiscal 2019 and fiscal 2018, respectively. Cash received from the exercise of stock options, including amounts received from employee purchases under the employee stock purchase plan, was $17.6, $21.4 and $10.5 for fiscal 2020, fiscal 2019 and fiscal 2018, respectively. The following summarizes certain information pertaining to stock option awards outstanding and exercisable at September 30, 2020 (options in millions): Awards Outstanding Awards Exercisable Range of No. of Wtd. Wtd. No. of Wtd. Wtd. $42.60 - $42.60 0.1 1.30 $ 42.60 0.1 1.30 $ 42.60 $59.62 - $64.55 0.5 4.90 62.47 0.5 4.90 62.47 0.6 4.07 57.90 0.6 4.07 57.90 The intrinsic values of the stock option awards outstanding and exercisable at September 30, 2020 were as follows: 2020 Outstanding $ 58.8 Exercisable 58.8 Restricted share-based awards Restricted share-based award activity (including restricted stock units and deferred stock units) was as follows: No. of Wtd. Avg. Awards outstanding at September 30, 2019 488,409 $ 85.94 Granted 138,674 121.78 Vested (126,096) 91.21 Forfeited (750) 100.12 Awards outstanding at September 30, 2020 500,237 94.53 At September 30, 2020, the total pre-tax compensation cost, net of estimated forfeitures, related to nonvested restricted share units not yet recognized was $10.7, which is expected to be recognized over a weighted-average period of 1.6 years. The total fair value of restricted stock units and deferred stock units vested was $15.2 during fiscal 2020 and $6.3 during fiscal 2019 and fiscal 2018. Performance-based awards Performance-based award activity was as follows (based on target award amounts): No. of Wtd. Avg. Awards outstanding at September 30, 2019 648,131 $ 90.13 Granted 37,570 123.82 Vested (a) (19,421) 92.73 Forfeited (152) 98.81 Awards outstanding at September 30, 2020 666,128 92.85 (a) Vested at a weighted average of 166 percent of the target performance share units granted. |
EARNINGS PER COMMON SHARE
EARNINGS PER COMMON SHARE | 12 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
EARNINGS PER COMMON SHARE | EARNINGS PER COMMON SHARE The following table presents information necessary to calculate basic and diluted income per Common Share. Year Ended September 30, 2020 2019 2018 Income from continuing operations $ 386.9 $ 436.7 $ 127.6 Net (income) loss attributable to noncontrolling interest (1.2) 0.5 — Income attributable to controlling interest from continuing operations 385.7 437.2 127.6 Income (loss) from discontinued operations, net of tax 1.7 23.5 (63.9) Net income attributable to controlling interest $ 387.4 $ 460.7 $ 63.7 BASIC INCOME PER COMMON SHARE: Weighted-average Common Shares outstanding 55.7 55.5 56.2 Income from continuing operations $ 6.92 $ 7.88 $ 2.27 Income (loss) from discontinued operations 0.04 0.42 (1.14) Net income $ 6.96 $ 8.30 $ 1.13 DILUTED INCOME PER COMMON SHARE: Weighted-average Common Shares outstanding 55.7 55.5 56.2 Dilutive potential Common Shares 1.2 0.8 0.9 Weighted-average number of Common Shares outstanding and dilutive potential Common Shares 56.9 56.3 57.1 Income from continuing operations $ 6.78 $ 7.77 $ 2.23 Income (loss) from discontinued operations 0.03 0.41 (1.11) Net income $ 6.81 $ 8.18 $ 1.12 Stock options with exercise prices greater than the average market price of the underlying Common Shares are excluded from the computation of diluted income per Common Share because they are out-of-the-money and the effect of their inclusion would be anti-dilutive. There were no out-of-the-money options for the year ended September 30, 2020, 2019 or 2018. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The provision (benefit) for income taxes allocated to continuing operations consisted of the following: Year Ended September 30, 2020 2019 2018 Current: Federal $ 104.3 $ 169.3 $ 47.7 State 25.3 20.3 10.3 Foreign 0.3 4.2 0.2 Total Current 129.9 193.8 58.2 Deferred: Federal (1.6) (40.6) (58.4) State (2.0) (5.4) (2.0) Foreign (2.6) (2.9) (9.7) Total Deferred (6.2) (48.9) (70.1) Income tax expense (benefit) from continuing operations $ 123.7 $ 144.9 $ (11.9) The domestic and foreign components of income from continuing operations before income taxes were as follows: Year Ended September 30, 2020 2019 2018 Domestic $ 483.7 $ 554.7 $ 159.5 Foreign 26.9 26.9 (43.8) Income from continuing operations before income taxes $ 510.6 $ 581.6 $ 115.7 A reconciliation of the federal corporate income tax rate and the effective tax rate on income from continuing operations before income taxes is summarized below: Year Ended September 30, 2020 2019 2018 Statutory income tax rate 21.0 % 21.0 % 24.5 % Effect of foreign operations (0.7) 0.3 7.4 State taxes, net of federal benefit 3.5 1.8 6.5 Domestic Production Activities Deduction permanent difference — — (4.4) Effect of other permanent differences — (0.2) (3.0) Research and Experimentation and other federal tax credits (0.3) (0.3) (1.7) Effect of tax contingencies 0.1 1.9 1.3 Effect of tax reform — — (38.7) Other 0.6 0.4 (2.2) Effective income tax rate 24.2 % 24.9 % (10.3) % On December 22, 2017, the Act was signed into law. The Act made broad and complex changes to the Code that affected the Company’s financial results in two primary ways. First, effective January 1, 2018, the Act reduced the U.S. federal corporate statutory income tax rate from 35% to 21%. As the Company’s fiscal year end falls on September 30, the federal corporate statutory tax rate for fiscal 2018 was prorated to 24.5%, with the statutory rate for fiscal 2019 and beyond at 21%. As a result of the lower tax rate, the Company remeasured its U.S. deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future and recognized a one-time $44.6 net tax benefit adjustment reflecting the revaluation of its net deferred tax liability at the lower tax rate. Second, due to the move to a territorial tax system, the Act required companies to pay a mandatory one-time U.S. transition tax on deemed repatriation of certain undistributed earnings of foreign subsidiaries. The Company recorded a provisional U.S. transition tax of $21.2 for the year ended September 30, 2018 based on $97.8 of undistributed earnings of foreign subsidiaries. This expense was largely offset by $18.2 of foreign tax credits, $0.5 of which was carried forward from prior periods and offset by a full valuation allowance. The transitional impact was finalized during the fiscal year ended September 30, 2019, with no material change to tax expense. In addition, the Act established new tax provisions that became effective for the Company beginning October 1, 2018, including (i) eliminating the U.S. manufacturing deduction; (ii) establishing new limitations on deductible interest expense and certain executive compensation; (iii) creating the base erosion anti-abuse tax (“BEAT”); (iv) creating a new provision designed to tax global intangible low-tax income (“GILTI”); (v) establishing a deduction for foreign-derived intangible income (“FDII”); and (vi) generally eliminating U.S. federal income taxes on dividends from foreign subsidiaries. The net effects of these provisions of the Act were immaterial to the Company’s tax provision for the year ended September 30, 2019. Deferred income taxes arise from temporary differences between financial reporting and tax reporting bases of assets and liabilities, and operating loss and tax credit carryforwards for tax purposes. The components of the deferred income tax assets and liabilities were as follows: September 30, 2020 2019 DEFERRED TAX ASSETS Accrued liabilities $ 63.0 $ 46.7 Lease liabilities 37.0 — Foreign tax credit carryovers 17.2 16.8 Inventories 15.1 10.2 Net operating loss carryovers 14.7 17.6 Postretirement benefits 6.5 8.4 Accounts receivable 5.9 5.1 Other 7.2 4.5 Gross deferred tax assets 166.6 109.3 Valuation allowance (33.8) (35.8) Total deferred tax assets 132.8 73.5 DEFERRED TAX LIABILITIES Intangible assets (65.6) (65.5) Property, plant and equipment (52.7) (40.2) Lease right-of-use assets (35.9) — Other (3.8) (4.1) Total deferred tax liabilities (158.0) (109.8) Net deferred tax liability $ (25.2) $ (36.3) GAAP requires that a valuation allowance be recorded against a deferred tax asset if it is more likely than not that the tax benefit associated with the asset will not be realized in the future. As shown in the table above, valuation allowances were recorded against $33.8 and $35.8 of deferred tax assets as of September 30, 2020 and 2019, respectively. Most of these valuation allowances relate to certain credits and net operating losses (“NOLs”), as explained further below. Deferred tax assets related to foreign tax credits were $17.2 and $16.8 at September 30, 2020 and 2019, respectively. A full valuation allowance has been established against these foreign tax credits at September 30, 2020 as the Company does not expect to utilize them prior to their expiration. Tax benefits associated with state tax credits will also expire if not utilized and amounted to $1.4 and $1.7 at September 30, 2020 and 2019, respectively. A valuation allowance in the amount of $1.2 has been established at September 30, 2020 related to state credits the Company does not expect to utilize. Deferred tax assets related to certain federal NOLs subject to limitation under IRC §382 from current and prior ownership changes were $10.8 and $10.9 at September 30, 2020 and 2019, respectively. These NOLs will be subject to expiration gradually from fiscal year end 2022 through fiscal year end 2032. The Company determined that $10.5 of these deferred tax assets will expire unutilized due to the closing of statutes of limitation and has established a valuation allowance accordingly at September 30, 2020. Deferred tax assets related to foreign NOLs of certain controlled foreign corporations were $2.1 as of September 30, 2020, the majority of which have indefinite carryforward periods. Due to a history of losses in many of these entities, a valuation allowance has been established against $1.8 of these deferred tax assets at September 30, 2020. A valuation allowance has also been established against deferred tax assets related to other foreign items of $2.0 at September 30, 2020. Deferred tax assets related to state NOLs were $1.8 as of September 30, 2020, with carryforward periods ranging from 5 to 20 years. Any losses not utilized within a specific state’s carryforward period will expire. A valuation allowance was recorded against $1.1 of these deferred tax assets as of September 30, 2020 for state NOLs that the Company does not expect to realize within their respective carryforward periods. As of September 30, 2020, the Company maintains its assertions of indefinite reinvestment of the earnings of all material foreign subsidiaries with the exception of the cumulative earnings of Scotts Luxembourg Sarl, which have generally been taxed on a current basis under “Subpart F” of the Code which prevents deferral of recognition of U.S. taxable income through the use of foreign entities. As of September 30, 2020, Scotts Luxembourg Sarl is disregarded as separate from its U.S. parent due to the filing of an entity classification election as part of a plan of liquidation. The Company had $30.2, $29.5 and $13.9 of gross unrecognized tax benefits related to uncertain tax positions at September 30, 2020, 2019 and 2018, respectively. Of these amounts, $6.4, $6.7 and $4.8 of gross unrecognized tax benefits are related to discontinued operations at September 30, 2020, 2019 and 2018, respectively. Included in the September 30, 2020, 2019 and 2018 balances were $25.9, $25.2 and $12.6, respectively, of unrecognized tax benefits that, if recognized, would have an impact on the effective tax rate. A reconciliation of the unrecognized tax benefits is as follows: Year Ended September 30, 2020 2019 2018 Balance at beginning of year $ 29.5 $ 13.9 $ 10.2 Additions for tax positions of the current year 0.3 13.8 0.9 Additions for tax positions of prior years 4.5 4.4 6.1 Reductions for tax positions of prior years (2.4) (1.7) (0.8) Settlements with tax authorities 0.3 (0.7) (1.9) Expiration of statutes of limitation (2.0) (0.2) (0.6) Balance at end of year $ 30.2 $ 29.5 $ 13.9 The Company continues to recognize accrued interest and penalties related to unrecognized tax benefits as a component of the provision for income taxes. As of September 30, 2020, 2019 and 2018, the Company had $2.8, $2.1 and $1.5, respectively, accrued for the payment of interest that, if recognized, would impact the effective tax rate. As of September 30, 2020, 2019 and 2018, the Company had $1.6, $0.4 and $0.4, respectively, accrued for the payment of penalties. Scotts Miracle-Gro or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction and various state, local and foreign jurisdictions. Subject to the following exceptions, the Company is no longer subject to examination by these tax authorities for fiscal years prior to 2017. There are currently no ongoing audits with respect to the U.S. federal jurisdiction. With respect to the foreign jurisdictions, a German audit covering fiscal years 2014 through 2017 is underway with no known material impact to the financial statements. The Company is currently under examination by certain U.S. state and local tax authorities covering various periods from fiscal years 2011 through 2019. In addition to the aforementioned audits, certain other tax deficiency notices and refund claims for previous years remain unresolved. |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | 12 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES The Company is exposed to market risks, such as changes in interest rates, currency exchange rates and commodity prices. To manage a portion of the volatility related to these exposures, the Company enters into various financial transactions. The utilization of these financial transactions is governed by policies covering acceptable counterparty exposure, instrument types and other hedging practices. The Company does not hold or issue derivative financial instruments for speculative trading purposes. Exchange Rate Risk Management The Company uses currency forward contracts to manage the exchange rate risk associated with intercompany loans and certain other balances denominated in foreign currencies. Currency forward contracts are valued using observable forward rates in commonly quoted intervals for the full term of the contracts. The notional amount of outstanding currency forward contracts was $160.1 and $120.0 at September 30, 2020 and 2019, respectively. Contracts outstanding at September 30, 2020 will mature over the next fiscal quarter. Interest Rate Risk Management The Company enters into interest rate swap agreements as a means to hedge its variable interest rate risk on debt instruments. Net amounts to be received or paid under the swap agreements are reflected as adjustments to interest expense. The Company has outstanding interest rate swap agreements with major financial institutions that effectively convert a portion of the Company’s variable-rate debt to a fixed rate. Interest rate swap agreements are valued based on the present value of the estimated future net cash flows using implied rates in the applicable yield curve as of the valuation date. The swap agreements had a maximum total U.S. dollar equivalent notional amount of $600.0 and $850.0 at September 30, 2020 and 2019, respectively. Refer to “NOTE 12. DEBT” for the terms of the swap agreements outstanding at September 30, 2020. Included in the AOCL balance at September 30, 2020 was a loss of $7.6 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. Commodity contracts are measured using observable commodity exchange prices in active markets. Included in the AOCL balance at September 30, 2020 was a loss of $0.8 related to commodity hedges that is expected to be reclassified to earnings during the next twelve months, consistent with the timing of the underlying hedged transactions. The Company had the following outstanding commodity contracts that were entered into to hedge forecasted purchases: September 30, 2020 2019 Commodity Urea 76,500 tons 78,500 tons Resin 9,100,000 pounds 14,900,000 pounds Diesel 5,838,000 gallons 4,956,000 gallons Heating Oil 2,142,000 gallons 1,344,000 gallons Fair Values of Derivative Instruments The fair values of the Company’s derivative instruments, which represent Level 2 fair value measurements, were as follows: Assets / (Liabilities) 2020 2019 Derivatives Designated As Hedging Instruments Balance Sheet Location Fair Value Interest rate swap agreements Other current liabilities $ (10.4) $ (5.5) Other liabilities (9.7) (5.3) Commodity hedging instruments Prepaid and other current assets 0.9 — Other current liabilities (0.7) (0.8) Total derivatives designated as hedging instruments $ (19.9) $ (11.6) Derivatives Not Designated As Hedging Instruments Balance Sheet Location Currency forward contracts Prepaid and other current assets $ 0.5 $ 1.7 Other current liabilities (1.9) (0.4) Commodity hedging instruments Other current liabilities (0.9) (0.4) Total derivatives not designated as hedging instruments (2.3) 0.9 Total derivatives $ (22.2) $ (10.7) The effect of derivative instruments on AOCL, net of tax, and the Consolidated Statements of Operations for the years ended September 30 was as follows: Amount Of Gain / (Loss) Derivatives In Cash Flow Hedging Relationships 2020 2019 Interest rate swap agreements $ (13.3) $ (11.1) Commodity hedging instruments (1.3) (3.8) Total $ (14.6) $ (14.9) Reclassified From AOCL Into Amount Of Gain / (Loss) Derivatives In Cash Flow Hedging Relationships Statement Of Operations 2020 2019 Interest rate swap agreements Interest expense $ (6.6) $ (0.4) Commodity hedging instruments Cost of sales (0.9) 1.9 Total $ (7.5) $ 1.5 Recognized In Amount Of Gain / (Loss) Derivatives Not Designated As Hedging Instruments Statement of Operations 2020 2019 Currency forward contracts Other income / expense, net $ (5.3) $ 9.1 Commodity hedging instruments Cost of sales (3.1) (2.9) Total $ (8.4) $ 6.2 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or the most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The following describes the valuation methodologies used for financial assets and liabilities measured or disclosed at fair value on a recurring basis, as well as the general classification within the valuation hierarchy. Cash Equivalents Cash equivalents consist of highly liquid financial instruments with original maturities of three months or less. The carrying value of these cash equivalents approximates fair value due to their short-term maturities. Other Investment securities in non-qualified retirement plan assets are valued using observable market prices in active markets. The fair value of the Bonnie Option is determined using a simulation approach, whereby the total value of the loan receivable and optional exchange for additional equity is estimated considering a distribution of possible future cash flows discounted to present value using an appropriate discount rate. The value of the equity of the Bonnie Business is an important assumption in the fair value estimate and is developed using a combination of income-based and market-based approaches and incorporates assumptions the Company believes market participants would utilize. These approaches depend upon internally-developed forecasts that are based upon annual budgets and longer-range strategic plans and require significant judgment with respect to revenue and profitability growth rates. The Company uses discount rates that are commensurate with the risks and uncertainties inherent in the underlying business and in the internally-developed forecasts. These and other assumptions are impacted by economic conditions and expectations of management and may change in the future based on period specific facts and circumstances. During the fourth quarter of fiscal 2020, the Company recognized an increase in the fair value of the Bonnie Option of $12.0 in the “Other non-operating (income) expense, net” line in the Consolidated Statements of Operations driven by an increase in sales and profits of the Bonnie Business. Loans receivable are carried at outstanding principal amount. The estimated fair value is determined using an income-based approach, which includes market participant expectations of cash flows over the remaining useful life discounted to present value using an appropriate discount rate. The estimate requires subjective assumptions to be made, including those related to credit risk and discount rates. Debt Instruments Debt instruments are recorded at cost. The interest rate on borrowings under the Fifth A&R Credit Agreement fluctuates in accordance with the terms of the Fifth A&R Credit Agreement and thus the carrying value is a reasonable estimate of fair value. The fair values of the 4.500% Senior Notes, 5.250% Senior Notes and 6.000% Senior Notes were determined based on quoted market prices. The interest rate on the short-term debt associated with accounts receivable pledged under the Receivables Facility fluctuates in accordance with the terms of the Receivables Facility and thus the carrying value is a reasonable estimate of fair value. The following table summarizes the fair value of the Company’s assets and liabilities for which disclosure of fair value is required: 2020 2019 Fair Value Hierarchy Level Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets Cash equivalents Level 1 $ 2.4 $ 2.4 $ 2.0 $ 2.0 Other Investment securities in non-qualified retirement plan assets Level 1 29.8 29.8 21.6 21.6 Bonnie Option Level 3 23.3 23.3 11.3 11.3 Loans receivable Level 3 100.0 112.8 95.1 105.4 Liabilities Debt instruments Credit facilities – revolving loans Level 2 64.0 64.0 147.2 147.2 Credit facilities – term loans Level 2 710.0 710.0 750.0 750.0 Senior Notes – 4.500% Level 2 450.0 476.4 — — Senior Notes – 5.250% Level 2 250.0 266.6 250.0 263.4 Senior Notes – 6.000% Level 2 — — 400.0 412.5 Receivables facility Level 2 20.0 20.0 76.0 76.0 Other debt Level 2 1.1 1.1 10.3 10.3 |
LEASES
LEASES | 12 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
LEASES AND OTHER COMMITMENTS | LEASES The Company leases certain property and equipment from third parties under various non-cancelable lease agreements, including industrial, commercial and office properties and equipment that support the management, manufacturing, distribution and research and development of products marketed and sold by the Company. The lease agreements generally require that the Company pay taxes, insurance and maintenance expenses related to the leased assets. At September 30, 2020, the Company had entered into operating leases that were yet to commence with a combined total expected lease liability of $19.6. From time to time, the Company will sublease portions of its facilities, resulting in sublease income. Sublease income and the related cash flows were not material to the consolidated financial statements for fiscal 2020. 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 September 30, 2020, the Company’s residual value guarantee would have approximated $4.1. Supplemental balance sheet information related to the Company’s leases was as follows: Balance Sheet Location September 30, 2020 Operating leases: Right-of-use assets Other assets $ 156.0 Current lease liabilities Other current liabilities 47.5 Non-current lease liabilities Other liabilities 113.3 Total operating lease liabilities $ 160.8 Finance leases: Right-of-use assets Property, plant and equipment, net $ 34.7 Current lease liabilities Current portion of debt 5.2 Non-current lease liabilities Long-term debt 30.9 Total finance lease liabilities $ 36.1 Components of lease cost were as follows: Twelve Months Ended September 30, 2020 Operating lease cost (a) $ 54.3 Variable lease cost 11.3 Finance lease cost Amortization of right-of-use assets 5.1 Interest on lease liabilities 1.4 Total finance lease cost $ 6.5 (a) Operating lease cost for fiscal 2020 includes amortization of ROU assets of $48.4. Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows: Twelve Months Ended September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases, net $ 54.4 Operating cash flows from finance leases 1.4 Financing cash flows from finance leases 3.8 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 72.3 Finance leases 14.4 Weighted-average remaining lease term and discount rate for the Company’s leases were as follows: September 30, 2020 Weighted-average remaining lease term (in years): Operating leases 4.6 Finance leases 8.4 Weighted-average discount rate: Operating leases 3.7 % Finance leases 4.2 % Maturities of lease liabilities by fiscal year for the Company’s leases as of September 30, 2020 were as follows: Year Operating Leases Finance Leases 2021 $ 52.5 $ 6.5 2022 42.8 6.5 2023 28.5 6.6 2024 20.4 6.6 2025 14.6 2.4 Thereafter 17.1 14.8 Total lease payments 175.9 43.4 Less: Imputed interest (15.1) (7.3) Total lease liabilities $ 160.8 $ 36.1 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: Year Operating Leases Finance 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 Rent expense for operating leases under ASC 840 for fiscal 2019 and fiscal 2018 totaled $68.4 and $62.5, respectively. |
LEASES AND OTHER COMMITMENTS | LEASES The Company leases certain property and equipment from third parties under various non-cancelable lease agreements, including industrial, commercial and office properties and equipment that support the management, manufacturing, distribution and research and development of products marketed and sold by the Company. The lease agreements generally require that the Company pay taxes, insurance and maintenance expenses related to the leased assets. At September 30, 2020, the Company had entered into operating leases that were yet to commence with a combined total expected lease liability of $19.6. From time to time, the Company will sublease portions of its facilities, resulting in sublease income. Sublease income and the related cash flows were not material to the consolidated financial statements for fiscal 2020. 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 September 30, 2020, the Company’s residual value guarantee would have approximated $4.1. Supplemental balance sheet information related to the Company’s leases was as follows: Balance Sheet Location September 30, 2020 Operating leases: Right-of-use assets Other assets $ 156.0 Current lease liabilities Other current liabilities 47.5 Non-current lease liabilities Other liabilities 113.3 Total operating lease liabilities $ 160.8 Finance leases: Right-of-use assets Property, plant and equipment, net $ 34.7 Current lease liabilities Current portion of debt 5.2 Non-current lease liabilities Long-term debt 30.9 Total finance lease liabilities $ 36.1 Components of lease cost were as follows: Twelve Months Ended September 30, 2020 Operating lease cost (a) $ 54.3 Variable lease cost 11.3 Finance lease cost Amortization of right-of-use assets 5.1 Interest on lease liabilities 1.4 Total finance lease cost $ 6.5 (a) Operating lease cost for fiscal 2020 includes amortization of ROU assets of $48.4. Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows: Twelve Months Ended September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases, net $ 54.4 Operating cash flows from finance leases 1.4 Financing cash flows from finance leases 3.8 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 72.3 Finance leases 14.4 Weighted-average remaining lease term and discount rate for the Company’s leases were as follows: September 30, 2020 Weighted-average remaining lease term (in years): Operating leases 4.6 Finance leases 8.4 Weighted-average discount rate: Operating leases 3.7 % Finance leases 4.2 % Maturities of lease liabilities by fiscal year for the Company’s leases as of September 30, 2020 were as follows: Year Operating Leases Finance Leases 2021 $ 52.5 $ 6.5 2022 42.8 6.5 2023 28.5 6.6 2024 20.4 6.6 2025 14.6 2.4 Thereafter 17.1 14.8 Total lease payments 175.9 43.4 Less: Imputed interest (15.1) (7.3) Total lease liabilities $ 160.8 $ 36.1 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: Year Operating Leases Finance 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 Rent expense for operating leases under ASC 840 for fiscal 2019 and fiscal 2018 totaled $68.4 and $62.5, respectively. |
COMMITMENTS
COMMITMENTS | 12 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS | COMMITMENTS The Company has the following unconditional purchase obligations due during each of the next five fiscal years that have not been recognized in the Consolidated Balance Sheet at September 30, 2020: 2021 $ 283.1 2022 124.1 2023 54.5 2024 28.5 2025 15.2 Thereafter 7.4 $ 512.8 |
CONTINGENCIES
CONTINGENCIES | 12 Months Ended |
Sep. 30, 2020 | |
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 September 30, 2020, $4.2 was accrued in the “Other liabilities” line in the 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. In connection with the sale of wild bird food products that were the subject of a voluntary recall in 2008, the Company, along with its Chief Executive Officer, had been named as defendants in four actions filed on and after June 27, 2012, which were consolidated, and, on March 31, 2017, certified as a class action in the United States District Court for the Southern District of California as In re Morning Song Bird Food Litigation , Lead Case No. 3:12-cv-01592-JAH-AGS. The plaintiffs alleged various statutory and common law claims associated with the Company’s sale of wild bird food products and a plea agreement entered into in previously pending government proceedings associated with such sales. The plaintiffs alleged, among other things, a class action on behalf of all persons and entities in the United States who purchased certain bird food products. The plaintiffs asserted: (i) hundreds of millions of dollars in monetary damages (actual, compensatory, consequential, and restitution); (ii) punitive and treble damages; (iii) injunctive and declaratory relief; (iv) pre-judgment and post-judgment interest; and (v) costs and attorneys’ fees. The Company and its Chief Executive Officer disputed the plaintiffs’ assertions and have vigorously defended the consolidated action. The parties reached an agreement to settle this matter, which the parties memorialized in a settlement agreement submitted to the Court for approval on December 7, 2018. On January 31, 2019, the Court preliminarily approved the settlement, and on June 11, 2019, the Court granted final approval of the settlement. The settlement became effective on July 12, 2019. During the second quarter of fiscal 2019, the Company paid $42.5 to the settlement fund in accordance with the settlement agreement, and the final payment of $20.0 was made during the fourth quarter of fiscal 2019. During fiscal 2018, the Company recognized a pre-tax charge of $85.0 for a probable loss related to this matter in the “Income (loss) from discontinued operations, net of tax” line in the Consolidated Statements of Operations. During fiscal 2019, the Company recognized a favorable adjustment of $22.5 in the “Income (loss) from discontinued operations, net of tax” line in the Consolidated Statements of Operations as a result of the final resolution of the previously disclosed settlement agreement. In addition, during fiscal 2020 and fiscal 2019, the Company recognized insurance recoveries of $1.5 and $13.4, respectively, related to this matter in the “Income (loss) from discontinued operations, net of tax” line in the Consolidated Statements of Operations. The Company was named as a defendant in In re Scotts EZ Seed Litigation , Case No. 12-cv-4727 (VB), a New York and California class action lawsuit filed August 9, 2012 in the United States District Court for the Southern District of New York that asserted claims under false advertising and other legal theories based on a marketing statement on the Company’s EZ Seed grass seed product from 2009 to 2012. The plaintiffs sought, on behalf of themselves and purported class members, various forms of monetary and non-monetary relief, including statutory damages that they contend could amount to hundreds of millions of dollars. The Company defended the action vigorously, and disputed the plaintiffs’ claims and theories, including the recoverability of statutory damages. In 2017, the Court eliminated certain claims, narrowed the case in certain respects, and permitted the case to continue proceeding as a class action. On August 7, 2017, the Court requested briefs on the Company’s request for interlocutory review of issues relating to the recoverability of statutory damages in a class action by the United States Court of Appeals for the Second Circuit and, on August 31, 2017, approved that request. On January 8, 2018, however, the Second Circuit denied the interlocutory appeal request. The parties engaged in mediation on April 9, 2018 and agreed in principle to a preliminary settlement of the outstanding claims on April 10, 2018. The preliminary settlement required the Company to pay certain attorneys’ and administrative fees and provide certain payments to the class members. The preliminary settlement was approved by the court on December 19, 2018. This case is now settled and the Company made final payment of the claims made by class members during the second quarter of fiscal 2019. During fiscal 2018, the Company recognized a charge of $11.7 for a probable loss related to this matter in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations. During fiscal 2019, the Company recognized a favorable adjustment of $0.4 related to this matter in the “Impairment, restructuring and other” line in the Consolidated Statements of Operations as a result of the final payment of the claims made by class members. 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. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Sep. 30, 2020 | |
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 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 for the periods indicated: Year Ended September 30, 2020 2019 2018 Net sales: U.S. Consumer $ 2,823.1 $ 2,281.1 $ 2,109.6 Hawthorne 1,083.5 671.2 344.9 Other 225.0 203.7 208.9 Consolidated $ 4,131.6 $ 3,156.0 $ 2,663.4 Segment Profit (Loss): U.S. Consumer $ 686.1 $ 527.8 $ 496.6 Hawthorne 120.1 53.5 (6.1) Other 11.7 10.3 11.2 Total Segment Profit 817.9 591.6 501.7 Corporate (183.4) (135.3) (120.8) Intangible asset amortization (32.5) (33.4) (29.2) Impairment, restructuring and other (16.8) (13.3) (152.8) Equity in income of unconsolidated affiliates — 3.3 4.9 Costs related to refinancing (15.1) — — Interest expense (79.6) (101.8) (86.4) Other non-operating income (expense), net 20.1 270.5 (1.7) Income from continuing operations before income taxes $ 510.6 $ 581.6 $ 115.7 Depreciation and amortization: U.S. Consumer $ 46.0 $ 44.4 $ 46.7 Hawthorne 33.7 35.3 27.8 Other 7.5 5.9 5.6 Corporate 7.5 3.7 3.3 $ 94.7 $ 89.3 $ 83.4 Capital expenditures: U.S. Consumer $ 50.8 $ 27.6 $ 53.2 Hawthorne 9.3 11.1 8.7 Other 2.6 3.7 6.3 $ 62.7 $ 42.4 $ 68.2 September 30, 2020 2019 Total assets: U.S. Consumer $ 1,957.0 $ 1,765.1 Hawthorne 1,100.1 958.5 Other 166.6 155.1 Corporate 156.8 150.0 Consolidated $ 3,380.5 $ 3,028.7 The following table presents net sales by product category for the periods indicated: Year Ended September 30, 2020 2019 2018 U.S. Consumer: Growing media and mulch $ 1,164.0 $ 942.5 $ 846.9 Lawn care 943.3 781.6 706.1 Controls 383.7 310.8 309.0 Roundup ® marketing agreement 132.7 112.1 114.4 Other, primarily gardening 199.4 134.1 133.2 Hawthorne: Lighting 328.7 214.8 135.2 Nutrients 232.6 154.5 103.2 Growing media 148.9 91.1 24.0 Other, primarily hardware and growing environments 373.3 210.8 82.5 Other: Growing media 90.6 77.8 81.7 Lawn care 73.7 69.2 65.6 Other, primarily gardening and controls 60.7 56.7 61.6 Total net sales $ 4,131.6 $ 3,156.0 $ 2,663.4 The Company’s two largest customers accounted for the following percentages of net sales for the fiscal years ended September 30: Percentage of Net Sales 2020 2019 2018 Home Depot 26 % 30 % 35 % Lowe’s 18 % 19 % 17 % Accounts receivable for these two largest customers as a percentage of consolidated accounts receivable were 58% and 53% as of September 30, 2020 and 2019, respectively. The following table presents net sales by geographic area for the periods indicated: Year Ended September 30, 2020 2019 2018 Net sales: United States $ 3,773.4 $ 2,851.9 $ 2,375.5 International 358.2 304.1 287.9 $ 4,131.6 $ 3,156.0 $ 2,663.4 Other than the United States, no other country accounted for more than 10% of the Company’s net sales for any period presented above. The following table presents long-lived assets (property, plant and equipment and finite-lived intangibles) by geographic area: September 30, 2020 2019 Long-lived assets: United States $ 773.5 $ 784.1 International 141.8 145.5 $ 915.3 $ 929.6 |
QUARTERLY CONSOLIDATED FINANCIA
QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Sep. 30, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) | QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) The following is a summary of the unaudited quarterly results of operations: First Second Third Fourth Full Year FISCAL 2020 Net sales $ 365.8 $ 1,382.8 $ 1,492.7 $ 890.3 $ 4,131.6 Gross profit 54.2 550.2 526.7 216.0 1,347.0 Income (loss) from continuing operations (71.3) 249.8 204.3 4.2 386.9 Income (loss) from discontinued operations, net of tax — 2.6 (1.0) — 1.7 Net income (loss) (71.3) 252.4 203.3 4.2 388.6 Net income (loss) attributable to controlling interest (71.4) 252.2 202.8 3.9 387.4 Basic income (loss) per Common Share: Income (loss) from continuing operations $ (1.28) $ 4.48 $ 3.67 $ 0.07 $ 6.92 Income (loss) from discontinued operations — 0.05 (0.02) — 0.04 Basic net income (loss) per Common Share $ (1.28) $ 4.53 $ 3.65 $ 0.07 $ 6.96 Common Shares used in basic EPS calculation 55.8 55.7 55.6 55.8 55.7 Diluted income (loss) per Common Share: Income (loss) from continuing operations $ (1.28) $ 4.43 $ 3.57 $ 0.07 $ 6.78 Income (loss) from discontinued operations — 0.04 (0.02) — 0.03 Diluted net income (loss) per Common Share $ (1.28) $ 4.47 $ 3.55 $ 0.07 $ 6.81 Common Shares and dilutive potential Common Shares used in diluted EPS calculation 55.8 56.4 57.1 57.6 56.9 FISCAL 2019 Net sales $ 298.1 $ 1,189.9 $ 1,170.3 $ 497.7 $ 3,156.0 Gross profit 34.5 472.1 423.4 89.5 1,019.6 Income (loss) from continuing operations (82.6) 396.9 178.0 (55.5) 436.7 Income (loss) from discontinued operations, net of tax 2.9 (0.5) 23.6 (2.6) 23.5 Net income (loss) (79.7) 396.4 201.6 (58.1) 460.2 Net income (loss) attributable to controlling interest (79.6) 396.5 201.7 (57.9) 460.7 Basic income (loss) per Common Share: Income (loss) from continuing operations $ (1.49) $ 7.17 $ 3.21 $ (0.99) $ 7.88 Income (loss) from discontinued operations 0.05 (0.01) 0.42 (0.05) 0.42 Basic net income (loss) per Common Share $ (1.44) $ 7.16 $ 3.63 $ (1.04) $ 8.30 Common Shares used in basic EPS calculation 55.3 55.4 55.5 55.7 55.5 Diluted income (loss) per Common Share: Income (loss) from continuing operations $ (1.49) $ 7.10 $ 3.15 $ (0.99) $ 7.77 Income (loss) from discontinued operations 0.05 (0.01) 0.41 (0.05) 0.41 Diluted net income (loss) per Common Share $ (1.44) $ 7.09 $ 3.56 $ (1.04) $ 8.18 Common Shares and dilutive potential Common Shares used in diluted EPS calculation 55.3 55.9 56.6 55.7 56.3 The sum of the quarters may not equal full year due to rounding. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Sep. 30, 2020 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | Schedule II—Valuation and Qualifying Accounts for the fiscal year ended September 30, 2020 Column A Column B Column C Column D Column E Column F Classification Balance Reserves Additions Deductions Balance (In millions) Valuation and qualifying accounts deducted from the assets to which they apply: Allowance for doubtful accounts $ 4.2 $ — $ 7.2 $ (3.9) $ 7.5 Income tax valuation allowance 35.8 — 0.5 (2.5) 33.8 Schedule II—Valuation and Qualifying Accounts for the fiscal year ended September 30, 2019 Column A Column B Column C Column D Column E Column F Classification Balance Reserves Additions Deductions Balance (In millions) Valuation and qualifying accounts deducted from the assets to which they apply: Allowance for doubtful accounts $ 3.6 $ — $ 1.4 $ (0.8) $ 4.2 Income tax valuation allowance 33.6 — 2.4 (0.2) 35.8 Schedule II—Valuation and Qualifying Accounts for the fiscal year ended September 30, 2018 Column A Column B Column C Column D Column E Column F Classification Balance Reserves Additions Deductions Balance (In millions) Valuation and qualifying accounts deducted from the assets to which they apply: Allowance for doubtful accounts $ 3.1 $ — $ 0.8 $ (0.3) $ 3.6 Income tax valuation allowance 29.7 — 12.3 (8.4) 33.6 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Nature of Operations | 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 and hydroponic gardening. The Company’s products are sold in North America, Europe and Asia. |
Organization and Basis of Presentation | Organization and Basis of PresentationThe Company’s consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The consolidated financial statements include the accounts of Scotts Miracle-Gro and its subsidiaries. All intercompany transactions and accounts have been eliminated in consolidation. The Company’s consolidation criteria are based on majority ownership (as evidenced by a majority voting interest in the entity) and an objective evaluation and determination of effective management control. 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 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 Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income (Loss), respectively. The results of businesses acquired or disposed of are included in the consolidated financial statements from the date of each acquisition or up to the date of disposal, respectively. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes and related disclosures. Although these estimates are based on management’s best knowledge of current events and actions the Company may undertake in the future, actual results ultimately may differ from the estimates. |
Advertising | AdvertisingAdvertising costs incurred during the year are expensed to interim periods in relation to revenues. All advertising costs, except for external production costs, are expensed within the fiscal year in which such costs are incurred. External production costs for advertising programs are deferred until the period in which the advertising is first aired. |
Research and Development | Research and DevelopmentCosts associated with research and development are generally charged to expense as incurred. |
Environmental Costs | Environmental Costs The Company recognizes environmental liabilities when conditions requiring remediation are probable and the amounts can be reasonably estimated. Expenditures which extend the life of the related property or mitigate or prevent future environmental contamination are capitalized. Environmental liabilities are not discounted or reduced for possible recoveries from insurance carriers. |
Earnings per Common Share | Earnings per Common ShareBasic income (loss) per common share of Scotts Miracle-Gro (“Common Share”) is computed by dividing income attributable to controlling interest from continuing operations, income (loss) from discontinued operations or net income attributable to controlling interest by the weighted average number of Common Shares outstanding each period. Diluted income (loss) per Common Share is computed by dividing income attributable to controlling interest from continuing operations, income (loss) from discontinued operations or net income attributable to controlling interest by the weighted average number of Common Shares outstanding plus all dilutive potential Common Shares (stock options, restricted stock units, deferred stock units and performance-based award units) outstanding each period. |
Share-Based Compensation Awards | Share-Based Compensation 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 award units. All of these share-based awards have been made under plans approved by the shareholders. The fair value of awards is expensed over the requisite service period which is typically the vesting period, generally three For restricted stock units, deferred stock units and performance-based award units, the fair value of each award is estimated on the date of grant based on the current market price of the Common Shares. The grant date fair value of stock option awards is estimated using a binomial model. Expected market price volatility is based on implied volatilities from traded options on Common Shares and historical volatility specific to the Common Shares. Historical data, including demographic factors impacting historical exercise behavior, is used to estimate stock option exercises and employee terminations within the valuation model. The risk-free rate for periods within the contractual life of the stock option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected life of stock options is based on historical experience and expectations for grants outstanding. Vesting of performance-based award units is dependent on service and achievement of specified performance targets. Based on the extent to which the targets are achieved, vested shares may range from 50 to 250 percent of the target award amount. The total amount of compensation expense recognized reflects management’s assessment of the probability that performance goals will be achieved. A cumulative adjustment is recognized to compensation expense in the current period to reflect any changes in the probability of achievement of performance goals. Restricted stock units, deferred stock units and performance-based award units receive dividend equivalents equal to the cash dividends earned during the vesting period that are only paid out upon vesting. Share-based award units are generally forfeited if a holder terminates employment or service with the Company prior to the vesting date, except in cases where employees are eligible for accelerated vesting based on having satisfied retirement requirements relating to age and years of service. The Company estimates that 15% to 20% of its share-based awards will be forfeited based on an analysis of historical trends. The Company evaluates the estimated forfeiture rate on an annual basis and makes adjustments as appropriate. Stock options have exercise prices equal to the market price of the underlying Common Shares on the date of grant and a term of 10 years. If available, Scotts Miracle-Gro typically uses treasury shares, or if not available, newly-issued Common Shares, to settle vested share-based awards. The Company classifies share-based compensation expense within selling, general and administrative expenses to correspond with the same line item as cash compensation paid to employees. Cash flows resulting from tax deductions in excess of the cumulative compensation cost recognized for share-based awards (excess tax benefits) are classified as operating cash inflows. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents were held in cash depository accounts with major financial institutions around the world or invested in high quality, short-term liquid investments. The Company considers all highly liquid financial instruments with original maturities of three months or less to be cash equivalents. The Company maintains cash deposits in banks which from time to time exceed the amount of deposit insurance available. Management periodically assesses the financial condition of the Company’s banks and believes that the risk of any potential credit loss is minimal. |
Accounts Receivable and Allowances | Accounts Receivable and Allowances Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Allowances for doubtful accounts reflect the Company’s estimate of amounts in its existing accounts receivable that may not be collected due to customer claims or customer inability or unwillingness to pay. The allowance is determined based on a combination of factors, including the Company’s risk assessment regarding the credit worthiness of its customers, historical collection experience and length of time the receivables are past due. Account balances are charged off against the allowance when the Company believes it is probable the receivable will not be recovered. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value and include the cost of raw materials, labor, manufacturing overhead and freight and inbound handling costs incurred to pre-position goods in the Company’s warehouse network. The Company makes provisions for obsolete or slow-moving inventories as necessary to properly reflect inventory at the lower of cost or net realizable value. Inventories are valued using the first in, first out method. Inventories acquired through the acquisition of or subsequently produced by Sunlight Supply (as defined below) 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 |
Loans Receivable | Loans Receivable Loans receivable are carried at outstanding principal amount, and are recognized in the “Other assets” line in the Consolidated Balance Sheets. Loans receivable are impaired when, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. If it is determined that an impairment has occurred, an impairment loss is recognized for the amount by which the carrying value of the asset exceeds the present value of expected future cash flows. Interest income was $7.6, $8.6 and $10.0 for fiscal 2020, fiscal 2019 and fiscal 2018, respectively. Interest income is recorded on an accrual basis and is classified in the “Other non-operating (income) expense, net” line in the Consolidated Statements of Operations. |
Long-lived Assets | Long-Lived Assets Property, plant and equipment are stated at cost. Interest capitalized in property, plant and equipment amounted to $0.4, $0.5 and $0.3 during fiscal 2020, fiscal 2019 and fiscal 2018, respectively. Expenditures for maintenance and repairs are charged to expense as incurred. When properties are retired or otherwise disposed of, the cost of the asset and the related accumulated depreciation are removed from the accounts with the resulting gain or loss being reflected in income from operations. |
Internal Use Software | Internal Use SoftwareThe costs of internal use software are expensed or capitalized depending on whether they are incurred in the preliminary project stage, application development stage or the post-implementation/operation stage. |
Goodwill and Indefinite-lived Intangible Assets | Goodwill and Indefinite-lived Intangible Assets Goodwill and indefinite-lived intangible assets are not subject to amortization. Goodwill and indefinite-lived intangible assets are reviewed for impairment by applying a fair-value based test on an annual basis, as of the first day of the Company’s fiscal fourth quarter, or more frequently if circumstances indicate impairment may have occurred. With respect to goodwill, the Company performs either a qualitative or quantitative evaluation for each of its reporting units. Factors considered in the qualitative test include reporting unit specific operating results as well as new events and circumstances impacting the operations or cash flows of the reporting units. For the quantitative test, the Company assesses goodwill for impairment by comparing the carrying value of its reporting units to their respective fair values. A reporting unit is defined as an operating segment or one level below an operating segment. The Company determines the fair value of its reporting units using a combination of income-based and market-based approaches and incorporates assumptions it believes market participants would utilize. The income-based approach utilizes discounted cash flows while the market-based approach utilizes market multiples. These approaches depend upon internally-developed forecasts that are based upon annual budgets and longer-range strategic plans. The Company uses discount rates that are commensurate with the risks and uncertainties inherent in the respective reporting units and in the internally-developed forecasts. To further confirm fair value, the Company compares the aggregate fair value of the reporting units to the Company’s total market capitalization. With respect to indefinite-lived intangible assets, the Company performs either a qualitative or quantitative evaluation for each asset. Factors considered in the qualitative test include asset specific operating results as well as new events and circumstances impacting the cash flows of the assets. For the quantitative test, the fair value of the Company’s indefinite-lived intangible assets is determined under the income-based approach utilizing discounted cash flows and incorporating assumptions the Company believes market participants would utilize. For tradenames, fair value is determined using a royalty savings methodology similar to that employed when the associated businesses were acquired but using updated estimates of sales, cash flow and profitability. If it is determined that an impairment has occurred, an impairment loss is recognized for the amount by which the carrying value of the reporting unit or intangible asset exceeds its estimated fair value and classified as “Impairment, restructuring and other” within “Operating expenses” in the Consolidated Statements of Operations. |
Insurance and Self-Insurance | Insurance and Self-Insurance The Company maintains insurance for certain risks, including workers’ compensation, general liability and vehicle liability, and is self-insured for employee-related health care benefits up to a specified level for individual claims. The Company accrues for the expected costs associated with these risks by considering historical claims experience, demographic factors, severity factors and other relevant information. Costs are recognized in the period the claim is incurred, and accruals include an actuarially determined estimate of claims incurred but not yet reported. |
Income Taxes | Income Taxes The Company uses the asset and liability method to account for income taxes. Deferred tax assets and liabilities are recognized for the anticipated future tax consequences attributable to differences between financial statement amounts and their respective tax bases. Management reviews the Company’s deferred tax assets to determine whether their value can be realized based upon available evidence. A valuation allowance is established when management believes that it is more likely than not that some portion of its deferred tax assets will not be realized. Changes in valuation allowances from period to period are included in the Company’s tax provision in the period of change. The Company establishes a liability for tax return positions in which there is uncertainty as to whether or not the position will ultimately be sustained. Amounts for uncertain tax positions are adjusted in quarters when new information becomes available or when positions are effectively settled. The Company recognizes interest expense and penalties related to these unrecognized tax benefits within income tax expense. GAAP provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the position. The amount recognized is measured as the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement. U.S. income tax expense and foreign withholding taxes are provided on unremitted foreign earnings that are not indefinitely reinvested at the time the earnings are generated. Where foreign earnings are indefinitely reinvested, no provision for U.S. income or foreign withholding taxes is made. When circumstances change and the Company determines that some or all of the undistributed earnings will be remitted in the foreseeable future, the Company accrues an expense in the current period for U.S. income taxes and foreign withholding taxes attributable to the anticipated remittance. |
Translation of Foreign Currencies | Translation of Foreign CurrenciesThe functional currency for each Scotts Miracle-Gro subsidiary is generally its local currency. Assets and liabilities of these subsidiaries are translated at the exchange rate in effect at each fiscal year-end. Income and expense accounts are translated at the average rate of exchange prevailing during the year. Translation gains and losses arising from the use of differing exchange rates from period to period are included in accumulated other comprehensive loss (“AOCL”) within shareholders’ equity. Foreign exchange transaction gains and losses are included in the determination of net income and classified as “Other (income) expense, net” in the Consolidated Statements of Operations. |
Derivative Instruments | Derivative Instruments The Company is exposed to market risks, such as changes in interest rates, currency exchange rates and commodity prices. A variety of financial instruments, including forwards, futures and swap contracts, are used to manage these exposures. These financial instruments are recognized at fair value in the Consolidated Balance Sheets, and all changes in fair value are recognized in net income or shareholders’ equity through AOCL. The Company’s objective in managing these exposures is to better control these elements of cost and mitigate the earnings and cash flow volatility associated with changes in the applicable rates and prices. The Company has established policies and procedures that encompass risk-management philosophy and objectives, guidelines for derivative instrument usage, counterparty credit approval, and the monitoring and reporting of derivative activity. The Company does not enter into derivative instruments for the purpose of speculation. |
Lessee, Leases | 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 exclude any lease incentives received from the lessor. Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term. The lease term may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. As the Company’s leases typically do not contain a readily determinable implicit rate, the Company determines the present value of the lease liability using its incremental borrowing rate at the lease commencement date based on the lease term. The Company considers its credit rating and the current economic environment in determining this collateralized rate. Variable lease payments are the portion of lease payments that are not fixed over the lease term. Variable lease payments are expensed as incurred and include certain non-lease components, such as maintenance and other services provided by the lessor, and other charges included in the lease, as applicable. The Company elected to exclude short-term leases, defined as leases with initial terms of 12 months or less, from its Consolidated Balance Sheets. |
Recently Adopted Accounting Pronouncements | RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS In May 2014, the Financial Accounting Standards Board (“FASB”) issued amended accounting guidance that replaces most existing revenue recognition guidance under GAAP. The Company adopted this guidance effective October 1, 2018 under the modified retrospective approach. The Company’s revenue primarily consists of product sales, which are recognized at a point in time when title transfers to customers and the Company has no further obligation to provide services related to such products. The Company’s timing of recognition of revenue is substantially unchanged under the amended guidance. The new accounting guidance required the Company to recognize earlier certain deferred revenue associated with a license agreement related to the sale of the International Business (as defined in “NOTE 3. DISCONTINUED OPERATIONS”), resulting in a cumulative adjustment to its fiscal 2019 opening balance of retained earnings of $9.1, other current liabilities of $1.4 and other liabilities of $7.7. With the exception of this item, the adoption of the amended accounting guidance did not have a material impact on the Company’s consolidated financial statements. The additional disclosures required by this guidance are presented within “NOTE 2. REVENUE RECOGNITION” and “NOTE 21. SEGMENT INFORMATION.” In February 2018, the FASB issued an Accounting Standards Update (“ASU”) that allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the enactment of H.R.1 (the “Act,” formerly known as the “Tax Cuts and Jobs Act”). The Company elected to adopt this guidance effective October 1, 2018, resulting in a reclassification of $13.8 from AOCL to retained earnings upon adoption. In February 2016, the 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 Consolidated Balance Sheets. The Company’s adoption of the new standard resulted in the recognition of ROU assets of $129.6 in the “Other assets” line in the Consolidated Balance Sheets, liabilities of $45.4 in the “Other current liabilities” line in the Consolidated Balance Sheet and liabilities of $88.8 in the “Other liabilities” line in the Consolidated Balance Sheets 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 Consolidated Statements of Operations or Cash Flows. In connection with the adoption of this guidance, as required, the Company reclassified certain restructuring accruals (refer to “NOTE 4. IMPAIRMENT, RESTRUCTURING AND OTHER” for more information) and deferred rent liabilities as reductions to the ROU asset. Refer to “NOTE 18. LEASES” for more information. On March 2, 2020, the Securities and Exchange Commission (the “SEC”) issued a final rule that amends the financial disclosure requirements related to certain registered securities under SEC Regulation S-X, Rule 3-10, “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.” These amendments are generally effective for registration statements filed pursuant to the Securities Act of 1933, as amended, or the Securities Exchange of Act of 1934, as amended (the “Exchange Act”), on or after January 4, 2021 (or with fiscal periods ending after a registration statement that was required to comply with these amendments became effective) and periodic reports filed pursuant to the Exchange Act for fiscal periods ending after January 4, 2021. However, voluntary compliance in advance of these effective dates is permitted. The amendments permit the omission from the applicable filings of separate financial statements for each issuer of a registered security that is guaranteed and each guarantor of a registered security that would be required of a registrant under Regulation S-X if, subject to additional conditions, the parent company of such issuers and/or guarantors provides supplemental financial and non-financial disclosures about the subsidiary issuers and/or guarantors and the guarantees. Under the amended Rule 3-10, in lieu of separate financial statements, a parent company of the subsidiary issuers and/or guarantors may provide summarized financial information of the issuers and guarantors, as well as other qualitative disclosures about the guarantees and the issuers and guarantors, in the parent company’s Management’s Discussion and Analysis (“MD&A”) or its consolidated financial statements. As permitted under these amendments, the Company elected to begin providing the summarized financial information and qualitative disclosures permitted under the amended Rule 3-10 during the second quarter of fiscal 2020 and has provided such information and disclosures within the “Liquidity and Capital Resources” section of the MD&A. On March 12, 2020, the FASB issued ASU No. 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The Company may elect to apply the contract modification provisions as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020 up until December 31, 2022. The hedge accounting expedients may be applied, on an individual hedging relationship basis, to eligible hedge accounting relationships that existed as of the beginning of the interim period that includes March 12, 2020 and to new eligible hedging relationships entered into after the beginning of the interim period that includes March 12, 2020; however, those expedients generally cannot be applied to hedging relationships evaluated for periods after December 31, 2022. The Company adopted certain optional hedge accounting expedients provided by ASU 2020-04 during fiscal 2020. The adoption of this guidance did not have a material impact on the Company’s consolidated financial position, results of operations or cash flows. The Company is continuing to assess other optional expedients and exceptions available within the amended guidance. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326),” which 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. Adoption of this guidance is not expected to have a material impact on the Company’s consolidated financial position, results of operations or cash flows. In August 2018, the FASB issued ASU No. 2018-14, “Compensation-Retirement Benefits-Defined Benefit Plans-General (Topic 715): Disclosure Framework–Changes to the Disclosure Requirements for Defined Benefit Plans,” which 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. Adoption of this guidance is not expected to have a material impact on the Company’s consolidated financial position, results of operations or cash flows. In August 2018, the FASB issued ASU No. 2018-15, “Intangibles-Goodwill and Other-Internal-Use Software (Topic 350): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract,” which 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. Adoption of this guidance is not expected to have a material impact on the Company’s consolidated financial position, results of operations or cash flows. In December 2019, the FASB issued ASU No. 2019-12, “Income taxes (Topic 740): Simplifying the Accounting for Income Taxes,” which simplifies the accounting for income taxes by removing certain exceptions to the general principles in ASC 740 and also clarifies and amends existing guidance to improve consistent application. The provisions are effective for the |
Revenue Recognition | Nature of Goods and Services The Company’s revenue is primarily generated from sales of branded and private label lawn and garden care and indoor and hydroponic gardening finished products to home centers, mass merchandisers, warehouse clubs, large hardware chains, independent hardware stores, nurseries, garden centers, e-commerce platforms, food and drug stores, indoor gardening and hydroponic product distributors, retailers and growers. In addition to product sales, the Company acts as the exclusive agent of Monsanto Company, a subsidiary of Bayer AG (“Monsanto”), for the marketing and distribution of certain of Monsanto’s consumer Roundup ® branded products in the United States and certain other specified countries, and performs certain other services under ancillary agreements with Monsanto. The Company also provides marketing, research and development and certain ancillary services to Bonnie. Refer to “NOTE 21. SEGMENT INFORMATION” for disaggregated revenue information and “NOTE 7. MARKETING AGREEMENT” for revenue information related to the Monsanto agreements. Identification and Satisfaction of Performance Obligations Product sales are recognized at a point in time when control of products transfers to customers and the Company has no further obligation to provide services related to such products. Control is the ability of customers to direct the “use of” and “obtain” the benefit from the Company’s products. In evaluating the timing of the transfer of control of products to customers, the Company considers several control indicators, including significant risks and rewards of products, the Company’s right to payment and the legal title of the products. Based on the assessment of control indicators, sales are typically recognized when products are delivered to or picked up by the customer. The Company is generally the principal in a transaction, therefore revenue is primarily recorded on a gross basis. When the Company is a principal in a transaction, it has determined that it controls the ability to direct the use of the product prior to transfer to a customer, is primarily responsible for fulfilling the promise to provide the product or service to the customer, has discretion in establishing prices, and ultimately controls the transfer of the product or services provided to the customer. Under the terms of the Second Amended and Restated Exclusive Agency and Marketing Agreement (the “Restated Marketing Agreement”), as amended by the Third Amended and Restated Exclusive Agency and Marketing Agreement (the “Third Restated Agreement”), pursuant to which the Company serves as the exclusive agent of Monsanto for the marketing and distribution of certain of Monsanto’s consumer Roundup ® branded products in the United States and certain other specified countries, the Company is entitled to receive an annual commission from Monsanto as consideration for the performance of the Company’s duties as agent. The Restated Marketing Agreement and Third Restated Agreement also require the Company to make annual payments to Monsanto as a contribution against the overall expenses of its consumer Roundup ® business. The gross commission earned under the Restated Marketing Agreement and Third Restated Agreement and the contribution payments to Monsanto are included in the “Net sales” line in the Consolidated Statements of Operations. The Company performs other services, including conversion services, pursuant to ancillary agreements with Monsanto. The actual costs incurred for these activities are charged to and reimbursed by Monsanto. The Company records costs incurred for which the Company is the primary obligor on a gross basis, recognizing such costs in the “Cost of sales” line and the reimbursement of these costs in the “Net sales” line in the Consolidated Statements of Operations, with no effect on gross profit dollars or net income. Under the terms of the Marketing, R&D and Ancillary Services Agreement (the “Services Agreement”) with Bonnie and AFC, the Company provides marketing, research and development and certain ancillary services to Bonnie. In exchange for these services, Bonnie reimburses the Company for certain costs and provides a commission fee earned based on a percentage of the growth in earnings before interest, income taxes and amortization of the Bonnie Business. The commission earned under the Services Agreement is included in the “Net sales” line in the Consolidated Statements of Operations. Additionally, the Company records costs incurred under the Services Agreement for which the Company is the primary obligor on a gross basis, recognizing such costs in the “Cost of sales” line and the reimbursement of these costs in the “Net sales” line in the Consolidated Statements of Operations, with no effect on gross profit dollars or net income. Transactional Price and Promotional Allowances Revenue for product sales is recorded net of sales returns and allowances. Revenues are measured based on the amount of consideration that the Company expects to receive as derived from a list price, reduced by estimates for variable consideration. Variable consideration includes the cost of current and continuing promotional programs and expected sales returns. Commission income related to the Monsanto and Bonnie agreements is recognized over the program year as the services are being performed based upon the commission income formula in the agreements. The Company’s promotional programs primarily include rebates based on sales volumes, in-store promotional allowances, cooperative advertising programs, direct consumer rebate programs and special purchasing incentives. The cost of promotional programs is estimated considering all reasonably available information, including current expectations and historical experience. Promotional costs (including allowances and rebates) incurred during the year are expensed to interim periods in relation to revenues and are recorded as a reduction of net sales. Accruals for expected payouts under these programs are included in the “Other current liabilities” line in the Consolidated Balance Sheets. Provisions for estimated returns and allowances are recorded at the time revenue is recognized based on historical rates and are periodically adjusted for known changes in return levels. Shipping and handling costs are accounted for as contract fulfillment costs and included in the “Cost of sales” line in the Consolidated Statements of Operations. The Company excludes from revenue any amounts collected from customers for sales or other taxes. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of estimated useful economic lives of Property, Plant and Equipment | Depreciation of property, plant and equipment is provided on the straight-line method and is based on the estimated useful economic lives of the assets as follows: Land improvements 10 – 25 years Buildings 10 – 40 years Machinery and equipment 3 – 15 years Furniture and fixtures 6 – 10 years Software 3 – 8 years |
Schedule of supplemental cash flow information | Supplemental cash flow information was as follows: Year Ended September 30, 2020 2019 2018 Interest paid $ 75.9 $ 93.5 $ 81.6 Income taxes paid 124.2 166.2 56.3 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Results of discontinued operations and schedule of the major classes of assets and liabilities | The following table summarizes the results of discontinued operations described above and reflected within discontinued operations in the Company’s consolidated financial statements for each of the periods presented: Year Ended September 30, 2020 2019 2018 Operating and exit costs $ 1.3 $ 0.6 $ 1.9 Impairment, restructuring and other charges (recoveries) (3.1) (35.8) 86.8 Loss on sale / contribution of business — — 0.7 Income (loss) from discontinued operations before income taxes 1.8 35.2 (89.4) Income tax expense (benefit) from discontinued operations 0.1 11.7 (25.5) Income (loss) from discontinued operations, net of tax $ 1.7 $ 23.5 $ (63.9) |
IMPAIRMENT, RESTRUCTURING AND_2
IMPAIRMENT, RESTRUCTURING AND OTHER (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Impairment, Restructuring, and Other Charges | The following table details impairment, restructuring and other charges (recoveries) for each of the periods presented: Year Ended September 30, 2020 2019 2018 Cost of sales—impairment, restructuring and other: COVID-19 related costs $ 15.5 $ — $ — Restructuring and other charges (recoveries) (0.1) 5.1 12.3 Intangible asset and property, plant and equipment impairments 0.6 0.8 8.2 Operating expenses: COVID-19 related costs 3.9 — — Restructuring and other charges (recoveries), net (3.1) 7.4 20.2 Goodwill and intangible asset impairments — — 112.1 Impairment, restructuring and other charges from continuing operations 16.8 13.3 152.8 Restructuring and other charges (recoveries), net, from discontinued operations (3.1) (35.8) 86.8 Total impairment, restructuring and other charges (recoveries) $ 13.7 $ (22.5) $ 239.6 |
Schedule of Reserve | The following table summarizes the activity related to liabilities associated with restructuring and other, excluding insurance reimbursement recoveries, for each of the periods presented: Year Ended September 30, 2020 2019 2018 Amounts accrued for restructuring and other at beginning of year $ 11.6 $ 112.2 $ 12.1 Restructuring and other charges from continuing operations 20.0 13.4 32.7 Restructuring and other charges (recoveries) from discontinued operations — (22.4) 86.8 Payments and other (27.7) (91.6) (19.4) Amounts accrued for restructuring and other at end of year $ 3.9 $ 11.6 $ 112.2 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Rollforward of Carrying Amount of Goodwill by Reportable Segment | The following table displays a rollforward of the carrying amount of goodwill by reportable segment: U.S. Consumer Hawthorne Other Total Goodwill $ 229.9 $ 398.7 $ 10.8 $ 639.4 Accumulated impairment losses (1.8) (94.6) — (96.4) Balance at September 30, 2018 228.1 304.1 10.8 543.0 Acquisitions, net of purchase price adjustments — 1.3 — 1.3 Foreign currency translation — (5.4) (0.2) (5.6) Goodwill $ 229.9 $ 394.6 $ 10.6 $ 635.1 Accumulated impairment losses (1.8) (94.6) — (96.4) Balance at September 30, 2019 228.1 300.0 10.6 538.7 Foreign currency translation — 5.5 (0.1) 5.4 Goodwill $ 229.9 $ 400.1 $ 10.5 $ 640.5 Accumulated impairment losses (1.8) (94.6) — (96.4) Balance at September 30, 2020 $ 228.1 $ 305.5 $ 10.5 $ 544.1 |
Schedule of Finite-lived Intangible Assets | The following table presents intangible assets, net: September 30, 2020 September 30, 2019 Gross Accumulated Net Gross Accumulated Net Finite-lived intangible assets: Tradenames $ 258.8 $ (61.7) $ 197.1 $ 254.1 $ (48.9) $ 205.2 Customer accounts 212.6 (77.6) 135.0 210.7 (60.6) 150.1 Technology 49.2 (39.3) 9.9 49.8 (36.7) 13.1 Other 24.3 (11.0) 13.3 24.4 (9.2) 15.2 Total finite-lived intangible assets, net 355.3 383.6 Indefinite-lived intangible assets: Indefinite-lived tradenames 168.2 168.2 Roundup ® marketing agreement amendment 155.7 155.7 Total indefinite-lived intangible assets 323.9 323.9 Total intangible assets, net $ 679.2 $ 707.5 |
Schedule of Indefinite-lived Intangible Assets | The following table presents intangible assets, net: September 30, 2020 September 30, 2019 Gross Accumulated Net Gross Accumulated Net Finite-lived intangible assets: Tradenames $ 258.8 $ (61.7) $ 197.1 $ 254.1 $ (48.9) $ 205.2 Customer accounts 212.6 (77.6) 135.0 210.7 (60.6) 150.1 Technology 49.2 (39.3) 9.9 49.8 (36.7) 13.1 Other 24.3 (11.0) 13.3 24.4 (9.2) 15.2 Total finite-lived intangible assets, net 355.3 383.6 Indefinite-lived intangible assets: Indefinite-lived tradenames 168.2 168.2 Roundup ® marketing agreement amendment 155.7 155.7 Total indefinite-lived intangible assets 323.9 323.9 Total intangible assets, net $ 679.2 $ 707.5 |
Schedule of Future Estimates of Amortization Expense | Amortization expense is estimated to be as follows for the years ending September 30: 2021 $ 29.4 2022 27.0 2023 24.3 2024 21.6 2025 20.5 |
DETAIL OF CERTAIN FINANCIAL S_2
DETAIL OF CERTAIN FINANCIAL STATEMENT ACCOUNTS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Balance Sheet Accounts | The following is detail of certain financial statement accounts: September 30, 2020 2019 INVENTORIES: Finished goods $ 390.3 $ 344.9 Raw materials 164.8 131.8 Work-in-progress 66.8 63.6 $ 621.9 $ 540.3 September 30, 2020 2019 PROPERTY, PLANT AND EQUIPMENT, NET: Land and improvements $ 139.0 $ 129.4 Buildings 260.0 255.9 Machinery and equipment 571.0 554.5 Furniture and fixtures 47.9 45.7 Software 112.8 107.0 Finance / capital leases 39.8 26.6 Aircraft 16.6 16.6 Construction in progress 55.0 38.3 1,242.1 1,174.0 Less: accumulated depreciation (682.1) (628.0) $ 560.0 $ 546.0 OTHER ASSETS: Operating lease right-of-use assets $ 156.0 $ — Loans receivable 100.0 95.1 Accrued pension, postretirement and executive retirement assets 64.3 50.8 Bonnie Option 23.3 11.3 Contingent consideration receivable 17.9 16.7 Unamortized debt issuance costs 5.6 7.7 Other 13.5 13.2 $ 380.6 $ 194.8 September 30, 2020 2019 OTHER CURRENT LIABILITIES: Payroll and other compensation accruals $ 144.6 $ 73.2 Advertising and promotional accruals 117.4 74.0 Current operating lease liabilities 47.5 — Accrued taxes 42.8 22.4 Accrued dividends 21.8 7.1 Accrued interest 15.4 16.7 Accrued insurance and claims 12.2 11.7 Accrued restructuring and other 3.1 8.5 Other 88.2 64.6 $ 493.0 $ 278.2 OTHER NON-CURRENT LIABILITIES: Non-current operating lease liabilities $ 113.3 $ — Accrued pension, postretirement and executive retirement liabilities 96.2 86.9 Deferred tax liabilities 25.2 36.3 Other 37.4 38.3 $ 272.1 $ 161.5 |
MARKETING AGREEMENT (Tables)
MARKETING AGREEMENT (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Marketing Agreement [Abstract] | |
Marketing Agreement Table | The elements of the net commission and reimbursements earned under the Restated Marketing Agreement and Third Restated Agreement and included in the “Net sales” line in the Consolidated Statements of Operations are as follows: Year Ended September 30 2020 2019 2018 Gross commission $ 90.4 $ 58.4 $ 80.5 Contribution expenses (18.0) (18.0) (18.0) Amortization of marketing fee — — (0.8) Net commission 72.4 40.4 61.7 Reimbursements associated with Roundup ® marketing agreement 61.6 73.4 54.5 Total net sales associated with Roundup ® marketing agreement $ 134.0 $ 113.8 $ 116.2 |
ACQUISITIONS AND INVESTMENTS (T
ACQUISITIONS AND INVESTMENTS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Pro Forma Information | These pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the results of operations as they would have been had the acquisitions occurred on the assumed dates, nor are they necessarily an indication of future operating results. Year Ended September 30 Unaudited Consolidated Pro Forma Results 2018 Proforma net sales $ 2,879.7 Proforma net income attributable to controlling interest 90.0 Proforma diluted net income per common share 1.57 |
RETIREMENT PLANS (Tables)
RETIREMENT PLANS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of Defined Benefit Pension Plans | The defined benefit pension plans are valued using a September 30 measurement date. U.S. Defined International 2020 2019 2020 2019 Change in projected benefit obligation: Benefit obligation at beginning of year $ 108.0 $ 100.1 $ 185.2 $ 175.0 Interest cost 2.6 3.5 2.7 4.0 Actuarial (gain) loss 6.4 11.6 4.0 21.9 Benefits paid (7.2) (7.2) (7.7) (7.3) Other — — — 2.6 Foreign currency translation — — 9.5 (11.0) Projected benefit obligation at end of year $ 109.8 $ 108.0 $ 193.7 $ 185.2 Accumulated benefit obligation at end of year $ 109.8 $ 108.0 $ 193.7 $ 185.2 Change in plan assets: Fair value of plan assets at beginning of year $ 81.3 $ 80.7 $ 196.6 $ 181.5 Actual return on plan assets 5.1 7.6 3.9 26.5 Employer contribution 2.3 0.2 7.3 7.4 Benefits paid (7.2) (7.2) (7.7) (7.3) Foreign currency translation — — 9.8 (11.5) Fair value of plan assets at end of year $ 81.5 $ 81.3 $ 209.9 $ 196.6 Overfunded (underfunded) status at end of year $ (28.3) $ (26.7) $ 16.2 $ 11.4 U.S. Defined International 2020 2019 2020 2019 Information for pension plans with an accumulated benefit obligation in excess of plan assets: Projected benefit obligation $ 109.8 $ 108.0 $ 18.3 $ 18.1 Accumulated benefit obligation 109.8 108.0 18.3 18.1 Fair value of plan assets 81.5 81.3 — — Amounts recognized in the Consolidated Balance Sheets consist of: Noncurrent assets $ — $ — $ 34.5 $ 29.5 Current liabilities (0.2) (0.2) (0.9) (0.9) Noncurrent liabilities (28.1) (26.5) (17.4) (17.2) Total amount accrued $ (28.3) $ (26.7) $ 16.2 $ 11.4 Amounts recognized in AOCL consist of: Actuarial loss $ 47.9 $ 44.4 $ 50.2 $ 41.8 Prior service cost — — 2.6 2.5 Total amount recognized $ 47.9 $ 44.4 $ 52.8 $ 44.3 U.S. Defined International 2020 2019 2020 2019 Total change in other comprehensive loss attributable to: Pension benefit loss during the period $ (5.3) $ (8.0) $ (7.0) $ (2.5) Reclassification of pension benefit losses to net income 1.8 1.5 1.0 0.8 Prior service cost recognized during the period — — — (2.6) Foreign currency translation — — (2.5) 2.6 Total change in other comprehensive loss $ (3.5) $ (6.5) $ (8.5) $ (1.7) Amounts in AOCL expected to be recognized as components of net periodic benefit cost in fiscal 2021 are as follows: Actuarial loss $ 2.1 $ 1.2 Prior service cost — 0.1 Amount to be amortized into net periodic benefit cost $ 2.1 $ 1.3 Weighted average assumptions used in development of projected benefit obligation: Discount rate 2.05 % 2.77 % 1.51 % 1.60 % |
Components of Net Periodic Benefit Cost | U.S. Defined International 2020 2019 2018 2020 2019 2018 Components of net periodic benefit cost (income): Interest cost $ 2.6 $ 3.5 $ 3.1 $ 2.7 $ 4.0 $ 4.2 Expected return on plan assets (3.9) (4.0) (4.6) (6.9) (7.1) (7.2) Net amortization 1.8 1.4 1.5 1.0 0.8 1.1 Net periodic benefit cost (income) $ 0.5 $ 0.9 $ — $ (3.2) $ (2.3) $ (1.9) Weighted average assumptions used in development of net periodic benefit cost (income): Weighted average discount rate - interest cost 2.44 % 3.67 % 2.87 % 1.42 % 2.34 % 2.21 % Expected return on plan assets 5.00 % 5.25 % 5.50 % 3.39 % 3.94 % 4.45 % |
Schedule of Other Information | U.S. Defined International Other information: Plan asset allocations: Target for September 30, 2021: Equity securities 22 % 20 % Debt securities 74 % 80 % Real estate securities 4 % — % Cash and cash equivalents — % — % September 30, 2020 Equity securities 21 % 27 % Debt securities 73 % 73 % Real estate securities 4 % — % Cash and cash equivalents 2 % — % September 30, 2019 Equity securities 21 % 27 % Debt securities 72 % 72 % Real estate securities 4 % — % Cash and cash equivalents 3 % 1 % Expected company contributions in fiscal 2021 $ 2.9 $ 6.6 Expected future benefit payments: 2021 $ 7.7 $ 5.9 2022 7.4 6.1 2023 7.4 6.3 2024 7.3 6.6 2025 7.1 6.9 2026 – 2030 32.3 31.9 |
Fair Value of The Company's Pension Plan Asset | The following tables set forth the fair value of the Company’s pension plan assets, segregated by level within the fair value hierarchy: U.S. Defined International Fair Value Hierarchy Level 2020 2019 2020 2019 Cash and cash equivalents Level 1 $ 1.8 $ 2.6 $ 0.5 $ 1.1 Total assets in the fair value hierarchy $ 1.8 $ 2.6 $ 0.5 $ 1.1 Common collective trusts measured at net asset value Real estate $ 2.9 $ 3.2 $ — $ — Equities 17.5 16.6 57.3 53.3 Fixed income 59.3 58.9 152.1 142.2 Total common collective trusts measured at net asset value 79.7 78.7 209.4 195.5 Total assets at fair value $ 81.5 $ 81.3 $ 209.9 $ 196.6 |
ASSOCIATE MEDICAL BENEFITS (Tab
ASSOCIATE MEDICAL BENEFITS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Defined Benefit Plan, Postretirement Medical Plan with Prescription Drug Benefits [Abstract] | |
Schedule of Changes in Accumulated Postemployment Benefit Obligations | The following tables set forth information about the retiree medical plan for domestic associates. The retiree medical plan is valued using a September 30 measurement date. 2020 2019 Change in Accumulated Plan Benefit Obligation (APBO): Benefit obligation at beginning of year $ 22.8 $ 21.4 Service cost 0.2 0.2 Interest cost 0.6 0.8 Plan participants’ contributions 0.4 0.3 Actuarial (gain) loss 0.7 1.9 Benefits paid (2.3) (1.8) Benefit obligation at end of year $ 22.4 $ 22.8 Change in plan assets: Fair value of plan assets at beginning of year $ — $ — Employer contribution 1.9 1.5 Plan participants’ contributions 0.4 0.3 Gross benefits paid (2.3) (1.8) Fair value of plan assets at end of year $ — $ — Unfunded status at end of year $ (22.4) $ (22.8) 2020 2019 Amounts recognized in the Consolidated Balance Sheets consist of: Current liabilities $ (1.6) $ (1.7) Noncurrent liabilities (20.8) (21.1) Total amount accrued $ (22.4) $ (22.8) Amounts recognized in AOCL consist of: Actuarial loss $ 3.6 $ 3.1 Prior service credit (2.5) (3.6) Total amount recognized $ 1.1 $ (0.5) Total change in other comprehensive loss attributable to: Benefit loss during the period $ (0.7) $ (1.9) Reclassification of benefit loss and prior service credit to net income (0.9) (1.1) Total change in other comprehensive loss $ (1.6) $ (3.0) Discount rate used in development of APBO 2.48 % 3.05 % |
Schedule of Expected Benefit Payments | The following benefit payments under the plan are expected to be paid by the Company and the retirees for the fiscal years indicated: Gross Retiree Net 2021 $ 2.1 $ (0.4) $ 1.7 2022 2.2 (0.5) 1.7 2023 2.3 (0.6) 1.7 2024 2.2 (0.6) 1.6 2025 2.1 (0.6) 1.5 2026 – 2030 10.6 (3.4) 7.2 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Components of Long-Term Debt | The components of debt are as follows: September 30, 2020 2019 Credit Facilities: Revolving loans $ 64.0 $ 147.2 Term loans 710.0 750.0 Senior Notes – 5.250% 250.0 250.0 Senior Notes – 6.000% — 400.0 Senior Notes – 4.500% 450.0 — Receivables facility 20.0 76.0 Finance / capital lease obligations 36.1 25.8 Other 1.1 10.3 Total debt 1,531.2 1,659.3 Less current portions 66.4 128.1 Less unamortized debt issuance costs 9.7 7.7 Long-term debt $ 1,455.1 $ 1,523.5 |
Schedule of Company's Debt Maturities | The Company’s aggregate scheduled maturities of debt, excluding finance lease obligations, are as follows: 2021 $ 61.1 2022 40.0 2023 694.0 2024 — 2025 — Thereafter 700.0 $ 1,495.1 |
Schedule of Derivative Instruments | The notional amount, effective date, expiration date and rate of each of these swap agreements outstanding at September 30, 2020 are shown in the table below: Notional Amount Effective Expiration Fixed $ 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 % 100 12/21/2020 6/20/2023 1.36 % 300 (b) 1/7/2021 6/7/2023 1.34 % 200 10/7/2021 6/7/2023 1.37 % 200 (b) 1/20/2022 6/20/2024 0.58 % 200 6/7/2023 6/8/2026 0.85 % (a) The effective date refers to the date on which interest payments are first hedged by the applicable swap agreement. (b) Notional amount adjusts in accordance with a specified seasonal schedule. This represents the maximum notional amount at any point in time. |
EQUITY (Tables)
EQUITY (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Schedule of Authorized and Issued Shares | Authorized and issued shares consisted of the following (in millions): September 30, 2020 2019 Preferred shares, no par value: Authorized 0.2 shares 0.2 shares Issued 0.0 shares 0.0 shares Common shares, no par value, $0.01 stated value per share: Authorized 100.0 shares 100.0 shares Issued 68.1 shares 68.1 shares |
Schedule of Accumulated Other Comprehensive Loss | Changes in AOCL by component were as follows for the fiscal years ended September 30: Foreign Currency Translation Adjustments Net Unrealized Gain (Loss) On Derivative Instruments Net Unrealized Gain (Loss) in Pension and Other Post-Retirement Benefits Accumulated Other Comprehensive Income (Loss) Balance at September 30, 2017 $ (16.7) $ 2.0 $ (54.5) $ (69.2) Other comprehensive income (loss) before reclassifications (3.7) 12.7 10.0 19.0 Amounts reclassified from accumulated other comprehensive net income (loss) 11.7 (4.2) 1.7 9.2 Income tax benefit (expense) — (2.2) (2.8) (5.0) Net current period other comprehensive income (loss) 8.0 6.3 8.9 23.2 Balance at September 30, 2018 (8.7) 8.3 (45.6) (46.0) Other comprehensive income (loss) before reclassifications (11.2) (20.1) (15.0) (46.3) Amounts reclassified from accumulated other comprehensive net income (loss) 2.5 (2.0) 2.8 3.3 Income tax benefit (expense) — 5.7 3.2 8.9 Net current period other comprehensive income (loss) (8.7) (16.4) (9.0) (34.1) Adoption of new accounting pronouncements (see Note 1) — — (13.8) (13.8) Balance at September 30, 2019 (17.4) (8.1) (68.4) (93.9) Other comprehensive income (loss) before reclassifications 10.5 (19.7) (12.9) (22.1) Amounts reclassified from accumulated other comprehensive net income (loss) 0.8 10.1 0.3 11.2 Income tax benefit (expense) — 2.5 3.2 5.7 Net current period other comprehensive income (loss) 11.3 (7.1) (9.4) (5.2) Balance at September 30, 2020 $ (6.2) $ (15.1) $ (77.8) $ (99.1) 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: Year Ended September 30, 2020 2019 2018 Employees Options 37,255 — — Restricted stock units 119,726 166,534 198,807 Performance units 37,570 131,644 246,430 Non-Employee Directors Restricted and deferred stock units 18,948 32,101 25,858 Total share-based awards 213,499 330,279 471,095 Aggregate fair value at grant dates $ 21.5 $ 25.5 $ 43.5 |
Schedule of Share-Based Compensation | Total share-based compensation was as follows for each of the periods indicated: Year Ended September 30, 2020 2019 2018 Share-based compensation $ 57.9 $ 38.4 $ 40.5 Related tax benefit recognized 14.6 9.5 10.5 |
Schedule of Aggregate Stock Option Activity | Aggregate stock option activity was as follows: No. of Wtd. Awards outstanding at September 30, 2019 862,388 $ 59.52 Granted 37,255 57.89 Exercised (280,418) 55.19 Awards outstanding at September 30, 2020 619,225 57.90 Exercisable 619,225 57.90 |
Summary of Certain Information Pertaining to Stock Option Awards Outstanding and Exercisable | The following summarizes certain information pertaining to stock option awards outstanding and exercisable at September 30, 2020 (options in millions): Awards Outstanding Awards Exercisable Range of No. of Wtd. Wtd. No. of Wtd. Wtd. $42.60 - $42.60 0.1 1.30 $ 42.60 0.1 1.30 $ 42.60 $59.62 - $64.55 0.5 4.90 62.47 0.5 4.90 62.47 0.6 4.07 57.90 0.6 4.07 57.90 |
Schedule of Intrinsic Value of Stock Option Awards Outstanding and Exercisable | The intrinsic values of the stock option awards outstanding and exercisable at September 30, 2020 were as follows: 2020 Outstanding $ 58.8 Exercisable 58.8 |
Schedule of Restricted Share-Based Award Activity | Restricted share-based award activity (including restricted stock units and deferred stock units) was as follows: No. of Wtd. Avg. Awards outstanding at September 30, 2019 488,409 $ 85.94 Granted 138,674 121.78 Vested (126,096) 91.21 Forfeited (750) 100.12 Awards outstanding at September 30, 2020 500,237 94.53 |
Schedule of Performance-Based Award Activity | Performance-based award activity was as follows (based on target award amounts): No. of Wtd. Avg. Awards outstanding at September 30, 2019 648,131 $ 90.13 Granted 37,570 123.82 Vested (a) (19,421) 92.73 Forfeited (152) 98.81 Awards outstanding at September 30, 2020 666,128 92.85 |
EARNINGS PER COMMON SHARE (Tabl
EARNINGS PER COMMON SHARE (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Information to Calculate Basic and Diluted Earnings (Loss) Per Common Share | The following table presents information necessary to calculate basic and diluted income per Common Share. Year Ended September 30, 2020 2019 2018 Income from continuing operations $ 386.9 $ 436.7 $ 127.6 Net (income) loss attributable to noncontrolling interest (1.2) 0.5 — Income attributable to controlling interest from continuing operations 385.7 437.2 127.6 Income (loss) from discontinued operations, net of tax 1.7 23.5 (63.9) Net income attributable to controlling interest $ 387.4 $ 460.7 $ 63.7 BASIC INCOME PER COMMON SHARE: Weighted-average Common Shares outstanding 55.7 55.5 56.2 Income from continuing operations $ 6.92 $ 7.88 $ 2.27 Income (loss) from discontinued operations 0.04 0.42 (1.14) Net income $ 6.96 $ 8.30 $ 1.13 DILUTED INCOME PER COMMON SHARE: Weighted-average Common Shares outstanding 55.7 55.5 56.2 Dilutive potential Common Shares 1.2 0.8 0.9 Weighted-average number of Common Shares outstanding and dilutive potential Common Shares 56.9 56.3 57.1 Income from continuing operations $ 6.78 $ 7.77 $ 2.23 Income (loss) from discontinued operations 0.03 0.41 (1.11) Net income $ 6.81 $ 8.18 $ 1.12 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Provision (Benefit) For Income Taxes Allocated to Continuing Operations | The provision (benefit) for income taxes allocated to continuing operations consisted of the following: Year Ended September 30, 2020 2019 2018 Current: Federal $ 104.3 $ 169.3 $ 47.7 State 25.3 20.3 10.3 Foreign 0.3 4.2 0.2 Total Current 129.9 193.8 58.2 Deferred: Federal (1.6) (40.6) (58.4) State (2.0) (5.4) (2.0) Foreign (2.6) (2.9) (9.7) Total Deferred (6.2) (48.9) (70.1) Income tax expense (benefit) from continuing operations $ 123.7 $ 144.9 $ (11.9) |
The Domestic and Foreign Components of Income From Continuing Operations Before Income Taxes | The domestic and foreign components of income from continuing operations before income taxes were as follows: Year Ended September 30, 2020 2019 2018 Domestic $ 483.7 $ 554.7 $ 159.5 Foreign 26.9 26.9 (43.8) Income from continuing operations before income taxes $ 510.6 $ 581.6 $ 115.7 |
Reconciliation of the Federal Corporate Income Tax Rate and the Effective Tax Rate | A reconciliation of the federal corporate income tax rate and the effective tax rate on income from continuing operations before income taxes is summarized below: Year Ended September 30, 2020 2019 2018 Statutory income tax rate 21.0 % 21.0 % 24.5 % Effect of foreign operations (0.7) 0.3 7.4 State taxes, net of federal benefit 3.5 1.8 6.5 Domestic Production Activities Deduction permanent difference — — (4.4) Effect of other permanent differences — (0.2) (3.0) Research and Experimentation and other federal tax credits (0.3) (0.3) (1.7) Effect of tax contingencies 0.1 1.9 1.3 Effect of tax reform — — (38.7) Other 0.6 0.4 (2.2) Effective income tax rate 24.2 % 24.9 % (10.3) % |
Components of Deferred Income Tax Assets and Liabilities | Deferred income taxes arise from temporary differences between financial reporting and tax reporting bases of assets and liabilities, and operating loss and tax credit carryforwards for tax purposes. The components of the deferred income tax assets and liabilities were as follows: September 30, 2020 2019 DEFERRED TAX ASSETS Accrued liabilities $ 63.0 $ 46.7 Lease liabilities 37.0 — Foreign tax credit carryovers 17.2 16.8 Inventories 15.1 10.2 Net operating loss carryovers 14.7 17.6 Postretirement benefits 6.5 8.4 Accounts receivable 5.9 5.1 Other 7.2 4.5 Gross deferred tax assets 166.6 109.3 Valuation allowance (33.8) (35.8) Total deferred tax assets 132.8 73.5 DEFERRED TAX LIABILITIES Intangible assets (65.6) (65.5) Property, plant and equipment (52.7) (40.2) Lease right-of-use assets (35.9) — Other (3.8) (4.1) Total deferred tax liabilities (158.0) (109.8) Net deferred tax liability $ (25.2) $ (36.3) |
Reconciliation of the Unrecognized Tax Benefits | A reconciliation of the unrecognized tax benefits is as follows: Year Ended September 30, 2020 2019 2018 Balance at beginning of year $ 29.5 $ 13.9 $ 10.2 Additions for tax positions of the current year 0.3 13.8 0.9 Additions for tax positions of prior years 4.5 4.4 6.1 Reductions for tax positions of prior years (2.4) (1.7) (0.8) Settlements with tax authorities 0.3 (0.7) (1.9) Expiration of statutes of limitation (2.0) (0.2) (0.6) Balance at end of year $ 30.2 $ 29.5 $ 13.9 |
DERIVATIVE INSTRUMENTS AND HE_2
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Outstanding Commodity Contracts that Hedge Forecasted Purchases | The Company had the following outstanding commodity contracts that were entered into to hedge forecasted purchases: September 30, 2020 2019 Commodity Urea 76,500 tons 78,500 tons Resin 9,100,000 pounds 14,900,000 pounds Diesel 5,838,000 gallons 4,956,000 gallons Heating Oil 2,142,000 gallons 1,344,000 gallons |
Summary of Fair Values of the Company's Derivative Instruments | The fair values of the Company’s derivative instruments, which represent Level 2 fair value measurements, were as follows: Assets / (Liabilities) 2020 2019 Derivatives Designated As Hedging Instruments Balance Sheet Location Fair Value Interest rate swap agreements Other current liabilities $ (10.4) $ (5.5) Other liabilities (9.7) (5.3) Commodity hedging instruments Prepaid and other current assets 0.9 — Other current liabilities (0.7) (0.8) Total derivatives designated as hedging instruments $ (19.9) $ (11.6) Derivatives Not Designated As Hedging Instruments Balance Sheet Location Currency forward contracts Prepaid and other current assets $ 0.5 $ 1.7 Other current liabilities (1.9) (0.4) Commodity hedging instruments Other current liabilities (0.9) (0.4) Total derivatives not designated as hedging instruments (2.3) 0.9 Total derivatives $ (22.2) $ (10.7) |
Schedule of the Effect of Derivative Instruments on AOCI and Operations | The effect of derivative instruments on AOCL, net of tax, and the Consolidated Statements of Operations for the years ended September 30 was as follows: Amount Of Gain / (Loss) Derivatives In Cash Flow Hedging Relationships 2020 2019 Interest rate swap agreements $ (13.3) $ (11.1) Commodity hedging instruments (1.3) (3.8) Total $ (14.6) $ (14.9) Reclassified From AOCL Into Amount Of Gain / (Loss) Derivatives In Cash Flow Hedging Relationships Statement Of Operations 2020 2019 Interest rate swap agreements Interest expense $ (6.6) $ (0.4) Commodity hedging instruments Cost of sales (0.9) 1.9 Total $ (7.5) $ 1.5 Recognized In Amount Of Gain / (Loss) Derivatives Not Designated As Hedging Instruments Statement of Operations 2020 2019 Currency forward contracts Other income / expense, net $ (5.3) $ 9.1 Commodity hedging instruments Cost of sales (3.1) (2.9) Total $ (8.4) $ 6.2 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
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: 2020 2019 Fair Value Hierarchy Level Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets Cash equivalents Level 1 $ 2.4 $ 2.4 $ 2.0 $ 2.0 Other Investment securities in non-qualified retirement plan assets Level 1 29.8 29.8 21.6 21.6 Bonnie Option Level 3 23.3 23.3 11.3 11.3 Loans receivable Level 3 100.0 112.8 95.1 105.4 Liabilities Debt instruments Credit facilities – revolving loans Level 2 64.0 64.0 147.2 147.2 Credit facilities – term loans Level 2 710.0 710.0 750.0 750.0 Senior Notes – 4.500% Level 2 450.0 476.4 — — Senior Notes – 5.250% Level 2 250.0 266.6 250.0 263.4 Senior Notes – 6.000% Level 2 — — 400.0 412.5 Receivables facility Level 2 20.0 20.0 76.0 76.0 Other debt Level 2 1.1 1.1 10.3 10.3 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Weighted-Average Remaining Lease Term and Discount Rate and Supplemental Balance Sheet Information Schedule | Supplemental balance sheet information related to the Company’s leases was as follows: Balance Sheet Location September 30, 2020 Operating leases: Right-of-use assets Other assets $ 156.0 Current lease liabilities Other current liabilities 47.5 Non-current lease liabilities Other liabilities 113.3 Total operating lease liabilities $ 160.8 Finance leases: Right-of-use assets Property, plant and equipment, net $ 34.7 Current lease liabilities Current portion of debt 5.2 Non-current lease liabilities Long-term debt 30.9 Total finance lease liabilities $ 36.1 Weighted-average remaining lease term and discount rate for the Company’s leases were as follows: September 30, 2020 Weighted-average remaining lease term (in years): Operating leases 4.6 Finance leases 8.4 Weighted-average discount rate: Operating leases 3.7 % Finance leases 4.2 % |
Lease Cost Components and Supplemental Cash Flow Information and Non-Cash Activity For Company's Leases Schedules | Components of lease cost were as follows: Twelve Months Ended September 30, 2020 Operating lease cost (a) $ 54.3 Variable lease cost 11.3 Finance lease cost Amortization of right-of-use assets 5.1 Interest on lease liabilities 1.4 Total finance lease cost $ 6.5 (a) Operating lease cost for fiscal 2020 includes amortization of ROU assets of $48.4. Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows: Twelve Months Ended September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases, net $ 54.4 Operating cash flows from finance leases 1.4 Financing cash flows from finance leases 3.8 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 72.3 Finance leases 14.4 |
Maturities of Operating Lease Liabilities by Fiscal Year Schedule | Maturities of lease liabilities by fiscal year for the Company’s leases as of September 30, 2020 were as follows: Year Operating Leases Finance Leases 2021 $ 52.5 $ 6.5 2022 42.8 6.5 2023 28.5 6.6 2024 20.4 6.6 2025 14.6 2.4 Thereafter 17.1 14.8 Total lease payments 175.9 43.4 Less: Imputed interest (15.1) (7.3) Total lease liabilities $ 160.8 $ 36.1 |
Maturities of Finance Lease Liabilities by Fiscal Year Schedule | Maturities of lease liabilities by fiscal year for the Company’s leases as of September 30, 2020 were as follows: Year Operating Leases Finance Leases 2021 $ 52.5 $ 6.5 2022 42.8 6.5 2023 28.5 6.6 2024 20.4 6.6 2025 14.6 2.4 Thereafter 17.1 14.8 Total lease payments 175.9 43.4 Less: Imputed interest (15.1) (7.3) Total lease liabilities $ 160.8 $ 36.1 |
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: Year Operating Leases Finance 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 Lease Payments for Capital Leases 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: Year Operating Leases Finance 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 |
COMMITMENTS (Tables)
COMMITMENTS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Unconditional Purchase Obligations That Have Not Been Recognized | The Company has the following unconditional purchase obligations due during each of the next five fiscal years that have not been recognized in the Consolidated Balance Sheet at September 30, 2020: 2021 $ 283.1 2022 124.1 2023 54.5 2024 28.5 2025 15.2 Thereafter 7.4 $ 512.8 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Financial Information | The following tables present financial information for the Company’s reportable segments for the periods indicated: Year Ended September 30, 2020 2019 2018 Net sales: U.S. Consumer $ 2,823.1 $ 2,281.1 $ 2,109.6 Hawthorne 1,083.5 671.2 344.9 Other 225.0 203.7 208.9 Consolidated $ 4,131.6 $ 3,156.0 $ 2,663.4 Segment Profit (Loss): U.S. Consumer $ 686.1 $ 527.8 $ 496.6 Hawthorne 120.1 53.5 (6.1) Other 11.7 10.3 11.2 Total Segment Profit 817.9 591.6 501.7 Corporate (183.4) (135.3) (120.8) Intangible asset amortization (32.5) (33.4) (29.2) Impairment, restructuring and other (16.8) (13.3) (152.8) Equity in income of unconsolidated affiliates — 3.3 4.9 Costs related to refinancing (15.1) — — Interest expense (79.6) (101.8) (86.4) Other non-operating income (expense), net 20.1 270.5 (1.7) Income from continuing operations before income taxes $ 510.6 $ 581.6 $ 115.7 Depreciation and amortization: U.S. Consumer $ 46.0 $ 44.4 $ 46.7 Hawthorne 33.7 35.3 27.8 Other 7.5 5.9 5.6 Corporate 7.5 3.7 3.3 $ 94.7 $ 89.3 $ 83.4 Capital expenditures: U.S. Consumer $ 50.8 $ 27.6 $ 53.2 Hawthorne 9.3 11.1 8.7 Other 2.6 3.7 6.3 $ 62.7 $ 42.4 $ 68.2 September 30, 2020 2019 Total assets: U.S. Consumer $ 1,957.0 $ 1,765.1 Hawthorne 1,100.1 958.5 Other 166.6 155.1 Corporate 156.8 150.0 Consolidated $ 3,380.5 $ 3,028.7 |
Net sales by product category | The following table presents net sales by product category for the periods indicated: Year Ended September 30, 2020 2019 2018 U.S. Consumer: Growing media and mulch $ 1,164.0 $ 942.5 $ 846.9 Lawn care 943.3 781.6 706.1 Controls 383.7 310.8 309.0 Roundup ® marketing agreement 132.7 112.1 114.4 Other, primarily gardening 199.4 134.1 133.2 Hawthorne: Lighting 328.7 214.8 135.2 Nutrients 232.6 154.5 103.2 Growing media 148.9 91.1 24.0 Other, primarily hardware and growing environments 373.3 210.8 82.5 Other: Growing media 90.6 77.8 81.7 Lawn care 73.7 69.2 65.6 Other, primarily gardening and controls 60.7 56.7 61.6 Total net sales $ 4,131.6 $ 3,156.0 $ 2,663.4 |
Percentages of Three Largest Customers Consolidated Net Sales | The Company’s two largest customers accounted for the following percentages of net sales for the fiscal years ended September 30: Percentage of Net Sales 2020 2019 2018 Home Depot 26 % 30 % 35 % Lowe’s 18 % 19 % 17 % |
Net Sales and Long-lived Assets by Geographic Area | The following table presents net sales by geographic area for the periods indicated: Year Ended September 30, 2020 2019 2018 Net sales: United States $ 3,773.4 $ 2,851.9 $ 2,375.5 International 358.2 304.1 287.9 $ 4,131.6 $ 3,156.0 $ 2,663.4 The following table presents long-lived assets (property, plant and equipment and finite-lived intangibles) by geographic area: September 30, 2020 2019 Long-lived assets: United States $ 773.5 $ 784.1 International 141.8 145.5 $ 915.3 $ 929.6 |
QUARTERLY CONSOLIDATED FINANC_2
QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of the Unaudited Quarterly Results of Operations | The following is a summary of the unaudited quarterly results of operations: First Second Third Fourth Full Year FISCAL 2020 Net sales $ 365.8 $ 1,382.8 $ 1,492.7 $ 890.3 $ 4,131.6 Gross profit 54.2 550.2 526.7 216.0 1,347.0 Income (loss) from continuing operations (71.3) 249.8 204.3 4.2 386.9 Income (loss) from discontinued operations, net of tax — 2.6 (1.0) — 1.7 Net income (loss) (71.3) 252.4 203.3 4.2 388.6 Net income (loss) attributable to controlling interest (71.4) 252.2 202.8 3.9 387.4 Basic income (loss) per Common Share: Income (loss) from continuing operations $ (1.28) $ 4.48 $ 3.67 $ 0.07 $ 6.92 Income (loss) from discontinued operations — 0.05 (0.02) — 0.04 Basic net income (loss) per Common Share $ (1.28) $ 4.53 $ 3.65 $ 0.07 $ 6.96 Common Shares used in basic EPS calculation 55.8 55.7 55.6 55.8 55.7 Diluted income (loss) per Common Share: Income (loss) from continuing operations $ (1.28) $ 4.43 $ 3.57 $ 0.07 $ 6.78 Income (loss) from discontinued operations — 0.04 (0.02) — 0.03 Diluted net income (loss) per Common Share $ (1.28) $ 4.47 $ 3.55 $ 0.07 $ 6.81 Common Shares and dilutive potential Common Shares used in diluted EPS calculation 55.8 56.4 57.1 57.6 56.9 FISCAL 2019 Net sales $ 298.1 $ 1,189.9 $ 1,170.3 $ 497.7 $ 3,156.0 Gross profit 34.5 472.1 423.4 89.5 1,019.6 Income (loss) from continuing operations (82.6) 396.9 178.0 (55.5) 436.7 Income (loss) from discontinued operations, net of tax 2.9 (0.5) 23.6 (2.6) 23.5 Net income (loss) (79.7) 396.4 201.6 (58.1) 460.2 Net income (loss) attributable to controlling interest (79.6) 396.5 201.7 (57.9) 460.7 Basic income (loss) per Common Share: Income (loss) from continuing operations $ (1.49) $ 7.17 $ 3.21 $ (0.99) $ 7.88 Income (loss) from discontinued operations 0.05 (0.01) 0.42 (0.05) 0.42 Basic net income (loss) per Common Share $ (1.44) $ 7.16 $ 3.63 $ (1.04) $ 8.30 Common Shares used in basic EPS calculation 55.3 55.4 55.5 55.7 55.5 Diluted income (loss) per Common Share: Income (loss) from continuing operations $ (1.49) $ 7.10 $ 3.15 $ (0.99) $ 7.77 Income (loss) from discontinued operations 0.05 (0.01) 0.41 (0.05) 0.41 Diluted net income (loss) per Common Share $ (1.44) $ 7.09 $ 3.56 $ (1.04) $ 8.18 Common Shares and dilutive potential Common Shares used in diluted EPS calculation 55.3 55.9 56.6 55.7 56.3 The sum of the quarters may not equal full year due to rounding. |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) - USD ($) $ in Millions | Oct. 01, 2018 | Oct. 02, 2017 | Jan. 30, 2017 | Jun. 27, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 28, 2019 | Oct. 01, 2019 |
Significant Accounting Policies [Line Items] | ||||||||||
Percentage of annual net sales from combined second and third quarter sales | 75.00% | |||||||||
Advertising expenses | $ 147.4 | $ 120.3 | $ 104.2 | |||||||
Research and development charge | 39.7 | 39.6 | 42.5 | |||||||
Product registration costs | 11 | 11 | 11.4 | |||||||
Adjustment to reflect inventories at net realizable values | 31.3 | 8.8 | ||||||||
Loans receivable | 100 | 95.1 | ||||||||
Interest capitalized on capital projects | 0.4 | 0.5 | 0.3 | |||||||
Noncash investing activities for unpaid liabilities incurred | 26.4 | 22.1 | 9.8 | |||||||
Unamortized capitalized software costs | 18.8 | 13.6 | ||||||||
Amortization of capitalized internal use computer software | 4 | 2.9 | 3.9 | |||||||
Recognition of accumulated foreign currency translation loss | 0.9 | 1.6 | 0.9 | |||||||
Retained earnings | 1,235.6 | 1,274.7 | ||||||||
Other current liabilities | 493 | 278.2 | ||||||||
Other liabilities | 272.1 | 161.5 | ||||||||
Inventory, Net | $ 621.9 | 540.3 | ||||||||
Weighted Average Costing Method To First In First Out Method [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Inventory, Net | $ 0.2 | |||||||||
Officer | Performance units | Project Focus | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Award vesting period | 5 years | |||||||||
Officer | Options | Project Focus | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Expiration period | 10 years | |||||||||
Director | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Award vesting period | 1 year | |||||||||
Accounting Standards Update 2014-09 [Member] | Cumulative Effect, Period of Adoption, Adjustment | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Retained earnings | 9.1 | |||||||||
Other current liabilities | 1.4 | |||||||||
Other liabilities | 7.7 | |||||||||
Accounting Standards Update 2016-02 | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Right-of-use asset | $ 129.6 | |||||||||
Lease Liability, Current | 45.4 | |||||||||
Lease Liability, Noncurrent | $ 88.8 | |||||||||
Sunlight Supply | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Post-closing net working capital adjustment obligation | 6.6 | |||||||||
Gavita Holdings B.V. | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Contingent consideration paid | $ 3 | 3 | ||||||||
Agrolux Holding B.V. | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Contingent consideration paid | $ 5.8 | |||||||||
Minimum | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Award vesting period | 3 years | |||||||||
Intangible assets amortization period | 3 years | |||||||||
Expected forfeiture rate | 15.00% | |||||||||
Minimum | Officer | Performance units | Project Focus | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Vesting percent of target award | 50.00% | |||||||||
Maximum | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Award vesting period | 5 years | |||||||||
Intangible assets amortization period | 25 years | |||||||||
Expected forfeiture rate | 20.00% | |||||||||
Maximum | Officer | Performance units | Project Focus | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Vesting percent of target award | 250.00% | |||||||||
Other Nonoperating Income (Expense) | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Interest income on loans receivable | $ 7.6 | $ 8.6 | $ 10 | |||||||
Retained Earnings | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Reclassification from AOCI, Current Period, Tax | $ 13.8 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Estimated Useful Economic Lives of Assets (Details) | 12 Months Ended |
Sep. 30, 2020 | |
Land improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives | 10 years |
Land improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives | 25 years |
Buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives | 10 years |
Buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives | 40 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives | 3 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives | 15 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives | 6 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives | 10 years |
Software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives | 3 years |
Software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful economic lives | 8 years |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Debt Instrument [Line Items] | |||
Interest paid | $ 75.9 | $ 93.5 | $ 81.6 |
Income taxes paid | $ 124.2 | $ 166.2 | $ 56.3 |
DISCONTINUED OPERATIONS - Addit
DISCONTINUED OPERATIONS - Additional Information (Details) - USD ($) $ in Millions | Aug. 31, 2017 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash provided by (used in) operating activities from discontinued operations | $ 3.6 | $ (38.6) | $ (1.6) | |
Cash provided by (used in) investing activities from discontinued operations | 0 | 0 | (35.3) | |
International Business | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Contingent consideration maximum payout | $ 23.8 | |||
Vendor financing loan | $ 29.7 | |||
Financing loan term | 7 years | |||
Annual interest rate | 5.00% | |||
Annual interest rate increases | 2.50% | |||
Fair value of contingent consideration | $ 18.2 | |||
Wild Bird Food | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Favorable adjustment to previously disclosed legal matter | 22.5 | |||
Insurance reimbursement recoveries | $ 1.5 | $ 13.4 | ||
Pre-tax charge recognized | $ 85 |
DISCONTINUED OPERATIONS - Resul
DISCONTINUED OPERATIONS - Results of Discontinued Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 30, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |||||||||||
Operating and exit costs | $ 1.3 | $ 0.6 | $ 1.9 | ||||||||
Impairment, restructuring and other charges (recoveries) | (3.1) | (35.8) | 86.8 | ||||||||
Loss on sale / contribution of business | 0 | 0 | 0.7 | ||||||||
Income (loss) from discontinued operations before income taxes | 1.8 | 35.2 | (89.4) | ||||||||
Income tax expense (benefit) from discontinued operations | 0.1 | 11.7 | (25.5) | ||||||||
Income (loss) from discontinued operations, net of tax | $ 0 | $ (1) | $ 2.6 | $ 0 | $ (2.6) | $ 23.6 | $ (0.5) | $ 2.9 | $ 1.7 | $ 23.5 | $ (63.9) |
IMPAIRMENT, RESTRUCTURING AND_3
IMPAIRMENT, RESTRUCTURING AND OTHER - Schedule of Impairment, Restructuring, and Other Charges (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other charges (recoveries) | $ 0.8 | $ 7.4 | $ 132.3 |
Impairment, restructuring and other charges from continuing operations | 16.8 | 13.3 | 152.8 |
Restructuring and other charges (recoveries), net, from discontinued operations | (3.1) | (35.8) | 86.8 |
Total impairment, restructuring and other charges (recoveries) | 13.7 | (22.5) | 239.6 |
Restructuring Reserve | |||
Amounts accrued for restructuring and other at beginning of year | 11.6 | 112.2 | 12.1 |
Restructuring and other charges from continuing operations | 20 | 13.4 | 32.7 |
Restructuring And Other Related Charges, excluding Recoveries, Discontinued Operations | 0 | (22.4) | 86.8 |
Restructuring and other charges (recoveries) from discontinued operations | (3.1) | (35.8) | 86.8 |
Payments and other | (27.7) | (91.6) | (19.4) |
Amounts accrued for restructuring and other at end of year | 3.9 | 11.6 | 112.2 |
COVID-19 Pandemic [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 19.4 | ||
Restructuring and other charges (recoveries), net | Cost of sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other charges (recoveries) | (0.1) | 5.1 | 12.3 |
Restructuring and other charges (recoveries), net | Operating expenses | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other charges (recoveries) | (3.1) | 7.4 | 20.2 |
Intangible asset and property, plant and equipment impairments | Cost of sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other charges (recoveries) | 0.6 | 0.8 | 8.2 |
Goodwill and intangible asset impairments | Operating expenses | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other charges (recoveries) | 0 | 0 | 112.1 |
COVID-19 Pandemic [Member] | Operating expenses | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 3.9 | 0 | 0 |
COVID-19 Pandemic [Member] | Cost Of Sales, Impairment, Restructuring And Other Charges [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 15.5 | 0 | 0 |
Project Catalyst [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 13.7 | 29.4 | |
U.S. Consumer | Cost Of Sales, Impairment, Restructuring And Other Charges [Member] | COVID-19 Pandemic [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ 12.4 | ||
U.S. Consumer | Project Catalyst [Member] | Employee Severance [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Impairment, restructuring and other charges from continuing operations | $ 0.5 | $ 3.4 |
IMPAIRMENT, RESTRUCTURING AND_4
IMPAIRMENT, RESTRUCTURING AND OTHER - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||
Sep. 30, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Oct. 01, 2019 | Sep. 30, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring reserves classified as long-term | $ 0.8 | |||||
Impairment, restructuring and other charges | 16.8 | $ 13.3 | $ 152.8 | |||
Restructuring Reserve | $ (112.2) | (3.9) | (11.6) | (112.2) | $ (12.1) | |
COVID-19 Pandemic [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring costs | 19.4 | |||||
Accounting Standards Update 2016-02 | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Reserve | $ 1.7 | |||||
U.S. Consumer | Cost Of Sales, Impairment, Restructuring And Other Charges [Member] | COVID-19 Pandemic [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring costs | 12.4 | |||||
U.S. Consumer | Restructuring, Settlement And Impairment Provisions [Member] | COVID-19 Pandemic [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring costs | 3.8 | |||||
Hawthorne | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Goodwill impairment loss | $ 94.6 | |||||
Hawthorne | Cost Of Sales, Impairment, Restructuring And Other Charges [Member] | COVID-19 Pandemic [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring costs | 2.6 | |||||
Other | Cost Of Sales, Impairment, Restructuring And Other Charges [Member] | COVID-19 Pandemic [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring costs | 0.5 | |||||
Other | Restructuring, Settlement And Impairment Provisions [Member] | COVID-19 Pandemic [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring costs | 0.1 | |||||
Wild Bird Food | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Favorable adjustment to previously disclosed legal matter | 22.5 | |||||
Insurance reimbursement recoveries | 1.5 | 13.4 | ||||
Pre-tax charge recognized | 85 | |||||
Project Catalyst [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring costs | 13.7 | 29.4 | ||||
Project Catalyst [Member] | U.S. Consumer | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring cost incurred to date | 13.5 | |||||
Project Catalyst [Member] | Hawthorne | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring cost incurred to date | 25.1 | |||||
Proceeds From Settlement Of Escrow Funds | (2.6) | |||||
Project Catalyst [Member] | Other | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring cost incurred to date | 1.3 | |||||
Project Catalyst [Member] | Corporate | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring cost incurred to date | $ 2.8 | |||||
Employee Termination, Facility Closure, And Impairment Of Property, Plant And Equipment | Project Catalyst [Member] | U.S. Consumer | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Impairment, restructuring and other charges | 1.1 | 8.2 | ||||
Employee Termination, Facility Closure, And Impairment Of Property, Plant And Equipment | Project Catalyst [Member] | Hawthorne | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Impairment, restructuring and other charges | 4.2 | 12.4 | ||||
Employee Termination, Facility Closure, And Impairment Of Property, Plant And Equipment | Project Catalyst [Member] | Other | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Impairment, restructuring and other charges | 0.6 | |||||
Employee Severance [Member] | Project Catalyst [Member] | U.S. Consumer | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Impairment, restructuring and other charges | 0.5 | 3.4 | ||||
Employee Severance [Member] | Project Catalyst [Member] | Hawthorne | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Impairment, restructuring and other charges | 3.9 | 5.4 | ||||
Employee Severance [Member] | Project Catalyst [Member] | Other | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Impairment, restructuring and other charges | 0.6 | |||||
Employee Severance [Member] | Project Catalyst [Member] | Corporate | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Impairment, restructuring and other charges | 2.8 | |||||
In re Scotts EZ Seed Litigation | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Favorable adjustment to previously disclosed legal matter | $ 0.4 | |||||
Pre-tax charge recognized | $ 11.7 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS, NET - Rollforward of Carrying Amount of Goodwill by Reportable Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | |
Goodwill [Roll Forward] | |||
Goodwill, gross (beginning of period) | $ 635.1 | $ 639.4 | |
Accumulated impairment losses | (96.4) | (96.4) | |
Goodwill, net (beginning of period) | 538.7 | 543 | |
Acquisitions, net of purchase price adjustments | 1.3 | ||
Foreign currency translation | 5.4 | (5.6) | |
Goodwill, gross (end of period) | $ 639.4 | 640.5 | 635.1 |
Accumulated impairment losses | (96.4) | (96.4) | (96.4) |
Goodwill, net (end of period) | 543 | 544.1 | 538.7 |
U.S. Consumer | |||
Goodwill [Roll Forward] | |||
Goodwill, gross (beginning of period) | 229.9 | 229.9 | |
Accumulated impairment losses | (1.8) | (1.8) | |
Goodwill, net (beginning of period) | 228.1 | 228.1 | |
Acquisitions, net of purchase price adjustments | 0 | ||
Foreign currency translation | 0 | 0 | |
Goodwill, gross (end of period) | 229.9 | 229.9 | 229.9 |
Accumulated impairment losses | (1.8) | (1.8) | (1.8) |
Goodwill, net (end of period) | 228.1 | 228.1 | 228.1 |
Hawthorne | |||
Goodwill [Roll Forward] | |||
Goodwill, gross (beginning of period) | 394.6 | 398.7 | |
Accumulated impairment losses | (94.6) | (94.6) | |
Goodwill, net (beginning of period) | 300 | 304.1 | |
Acquisitions, net of purchase price adjustments | 1.3 | ||
Foreign currency translation | 5.5 | (5.4) | |
Impairment | (94.6) | ||
Goodwill, gross (end of period) | 398.7 | 400.1 | 394.6 |
Accumulated impairment losses | (94.6) | (94.6) | (94.6) |
Goodwill, net (end of period) | 304.1 | 305.5 | 300 |
Other | |||
Goodwill [Roll Forward] | |||
Goodwill, gross (beginning of period) | 10.6 | 10.8 | |
Accumulated impairment losses | 0 | 0 | |
Goodwill, net (beginning of period) | 10.6 | 10.8 | |
Acquisitions, net of purchase price adjustments | 0 | ||
Foreign currency translation | (0.1) | (0.2) | |
Goodwill, gross (end of period) | 10.8 | 10.5 | 10.6 |
Accumulated impairment losses | 0 | 0 | 0 |
Goodwill, net (end of period) | $ 10.8 | $ 10.5 | $ 10.6 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS, NET - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Goodwill [Line Items] | |||||
Amortization expense | $ 32.5 | $ 33.4 | $ 30 | ||
Hawthorne | |||||
Goodwill [Line Items] | |||||
Goodwill impairment loss | $ 94.6 | ||||
Project Catalyst [Member] | Sunlight Supply | Hawthorne | Customer accounts | |||||
Goodwill [Line Items] | |||||
Noncash impairment charge | $ 17.5 |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Intangible Assets (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 |
Indefinite-lived Intangible Assets [Line Items] | ||
Total indefinite-lived intangible assets | $ 323.9 | $ 323.9 |
Total intangible assets, net | 679.2 | 707.5 |
Intangible Assets [Line Items] | ||
Total finite-lived intangible assets, net | 355.3 | 383.6 |
Tradenames | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Total indefinite-lived intangible assets | 168.2 | 168.2 |
Roundup® marketing agreement amendment | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Total indefinite-lived intangible assets | 155.7 | 155.7 |
Tradenames | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 258.8 | 254.1 |
Accumulated Amortization | (61.7) | (48.9) |
Total finite-lived intangible assets, net | 197.1 | 205.2 |
Customer accounts | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 212.6 | 210.7 |
Accumulated Amortization | (77.6) | (60.6) |
Total finite-lived intangible assets, net | 135 | 150.1 |
Technology | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 49.2 | 49.8 |
Accumulated Amortization | (39.3) | (36.7) |
Total finite-lived intangible assets, net | 9.9 | 13.1 |
Other | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 24.3 | 24.4 |
Accumulated Amortization | (11) | (9.2) |
Total finite-lived intangible assets, net | $ 13.3 | $ 15.2 |
GOODWILL AND INTANGIBLE ASSET_6
GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Amortization Expense (Details) $ in Millions | Sep. 30, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2021 | $ 29.4 |
2022 | 27 |
2023 | 24.3 |
2024 | 21.6 |
2025 | $ 20.5 |
DETAIL OF CERTAIN FINANCIAL S_3
DETAIL OF CERTAIN FINANCIAL STATEMENT ACCOUNTS - Summary of Balance Sheet Accounts (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 |
INVENTORIES: | ||
Finished goods | $ 390.3 | $ 344.9 |
Raw materials | 164.8 | 131.8 |
Work-in-progress | 66.8 | 63.6 |
Inventories | 621.9 | 540.3 |
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 1,242.1 | |
Property, plant and equipment, gross | 1,174 | |
Less: accumulated depreciation | (682.1) | |
Less: accumulated depreciation | (628) | |
Property, plant and equipment, net | 560 | |
Property, plant and equipment, net | 546 | |
OTHER ASSETS: | ||
Operating lease right-of-use-assets | 156 | 0 |
Loans receivable | 100 | 95.1 |
Accrued pension, postretirement and executive retirement assets | 64.3 | 50.8 |
Bonnie Option | 23.3 | 11.3 |
Contingent consideration receivable | 17.9 | 16.7 |
Unamortized debt issuance costs | 5.6 | 7.7 |
Other | 13.5 | 13.2 |
Other assets | 380.6 | 194.8 |
OTHER CURRENT LIABILITIES: | ||
Payroll and other compensation accruals | 144.6 | 73.2 |
Advertising and promotional accruals | 117.4 | 74 |
Operating lease current lease liabilities | 47.5 | 0 |
Accrued taxes | 42.8 | 22.4 |
Accrued dividends | 21.8 | 7.1 |
Accrued interest | 15.4 | 16.7 |
Accrued insurance and claims | 12.2 | 11.7 |
Accrued restructuring and other | 3.1 | 8.5 |
Other | 88.2 | 64.6 |
Other current liabilities | 493 | 278.2 |
OTHER NON-CURRENT LIABILITIES: | ||
Operating lease non-current lease liabilities | 113.3 | 0 |
Accrued pension, postretirement and executive retirement liabilities | 96.2 | 86.9 |
Deferred tax liabilities | 25.2 | 36.3 |
Other | 37.4 | 38.3 |
Other non-current liabilities | 272.1 | 161.5 |
Land and improvements | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 139 | |
Property, plant and equipment, gross | 129.4 | |
Buildings | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 260 | |
Property, plant and equipment, gross | 255.9 | |
Machinery and equipment | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 571 | |
Property, plant and equipment, gross | 554.5 | |
Furniture and fixtures | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 47.9 | |
Property, plant and equipment, gross | 45.7 | |
Software | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 112.8 | |
Property, plant and equipment, gross | 107 | |
Finance / capital leases | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 39.8 | |
Finance / capital leases | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 26.6 | |
Aircraft | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | 16.6 | |
Property, plant and equipment, gross | 16.6 | |
Construction in progress | ||
PROPERTY, PLANT AND EQUIPMENT, NET: | ||
Property, plant and equipment, gross | $ 55 | |
Property, plant and equipment, gross | $ 38.3 |
MARKETING AGREEMENT - Additiona
MARKETING AGREEMENT - Additional Information (Details) | Aug. 01, 2019USD ($) | Sep. 30, 2020USD ($) | Jun. 27, 2020USD ($) | Mar. 28, 2020USD ($) | Dec. 28, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 29, 2019USD ($) | Mar. 30, 2019USD ($) | Dec. 29, 2018USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) |
Schedule of Costs Related to Purchase Obligations [Line Items] | ||||||||||||
Net sales | $ 890,300,000 | $ 1,492,700,000 | $ 1,382,800,000 | $ 365,800,000 | $ 497,700,000 | $ 1,170,300,000 | $ 1,189,900,000 | $ 298,100,000 | $ 4,131,600,000 | $ 3,156,000,000 | $ 2,663,400,000 | |
Restated Marketing Agreement | ||||||||||||
Schedule of Costs Related to Purchase Obligations [Line Items] | ||||||||||||
Commission threshold, percentage of program earnings | 50.00% | |||||||||||
Commission threshold | $ 40,000,000 | |||||||||||
Annual contribution payment | 18,000,000 | |||||||||||
Third Restated Agreement | ||||||||||||
Schedule of Costs Related to Purchase Obligations [Line Items] | ||||||||||||
Minimum EBIT to avoid reduction of contribution payment | 36,000,000 | |||||||||||
Net sales | $ 20,000,000 | |||||||||||
Minimum termination fee payable | 175,000,000 | |||||||||||
Brand decommissioning event payable | $ 375,000,000 | |||||||||||
Minimum termination fee payable, multiple of average program earnings, prior 3 years | 4 | |||||||||||
Minimum termination fee payable, threshold | $ 186,400,000 | |||||||||||
Minimum EBIT | 50,000,000 | |||||||||||
Brand Extension Asset Purchase Agreement | ||||||||||||
Schedule of Costs Related to Purchase Obligations [Line Items] | ||||||||||||
Proceeds from sale of productive assets | 112,000,000 | |||||||||||
Disposal group, inventory | 3,500,000 | |||||||||||
Disposal group, assets | $ 111,700,000 |
MARKETING AGREEMENT - Net Commi
MARKETING AGREEMENT - Net Commission Earned Under the Marketing Agreement (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Marketing Agreement [Line Items] | |||
Contribution expenses | $ (2,768.6) | $ (2,130.5) | $ (1,778.3) |
Monsanto Marketing Agreement | |||
Marketing Agreement [Line Items] | |||
Gross commission | 90.4 | 58.4 | 80.5 |
Contribution expenses | (18) | (18) | (18) |
Amortization of marketing fee | 0 | 0 | (0.8) |
Net commission | 72.4 | 40.4 | 61.7 |
Reimbursements associated with Roundup® marketing agreement | 61.6 | 73.4 | 54.5 |
Total net sales associated with Roundup® marketing agreement | $ 134 | $ 113.8 | $ 116.2 |
ACQUISITIONS AND INVESTMENTS (D
ACQUISITIONS AND INVESTMENTS (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Jun. 04, 2018 | Oct. 11, 2017 | Oct. 02, 2017 | Sep. 30, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 30, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Jun. 30, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | May 26, 2016 |
Business Acquisition [Line Items] | |||||||||||||||||
Acquisition of remaining noncontrolling interest in Gavita | $ (13.6) | ||||||||||||||||
Net sales | $ 890.3 | $ 1,492.7 | $ 1,382.8 | $ 365.8 | $ 497.7 | $ 1,170.3 | $ 1,189.9 | $ 298.1 | $ 4,131.6 | $ 3,156 | 2,663.4 | ||||||
Gavita Holdings B.V. | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Equity ownership percentage by noncontrolling owners | 5.00% | ||||||||||||||||
Sunlight Supply | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Total consideration transferred | $ 459.1 | ||||||||||||||||
Fair value of equity interest issued | 23.4 | ||||||||||||||||
Contingent consideration | 3.1 | ||||||||||||||||
Maximum payout | 20 | ||||||||||||||||
Cash, prepaids, and other current assets acquired | 5.3 | ||||||||||||||||
Accounts receivables acquired | 19.3 | ||||||||||||||||
Inventory acquired | 84.3 | ||||||||||||||||
Fixed assets acquired | 64.4 | ||||||||||||||||
Accounts payable acquired | 11.7 | ||||||||||||||||
Finite-lived intangible assets acquired | 151.1 | ||||||||||||||||
Tax deductible goodwill from business combination | $ 146.4 | ||||||||||||||||
Proforma net sales | 2,879.7 | ||||||||||||||||
Proforma net income attributable to controlling interest | $ 90 | ||||||||||||||||
Proforma diluted net income per common share (USD per share) | $ 1.57 | ||||||||||||||||
Sunlight Supply | Minimum | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Useful lives | 5 years | ||||||||||||||||
Sunlight Supply | Maximum | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Useful lives | 25 years | ||||||||||||||||
Gavita Holdings B.V. | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Total consideration transferred | $ 69.2 | ||||||||||||||||
Economic interest acquired | 25.00% | 75.00% | |||||||||||||||
Contingent consideration paid | $ 3 | $ 3 | |||||||||||||||
Long-term debt | 55.6 | ||||||||||||||||
Acquisition of remaining noncontrolling interest in Gavita | (7.9) | ||||||||||||||||
Can-Filters Group Inc. | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Total consideration transferred | $ 74.1 | ||||||||||||||||
Cash, prepaids, and other current assets acquired | 1.5 | ||||||||||||||||
Fixed assets acquired | 4.4 | ||||||||||||||||
Accounts payable acquired | 0.7 | ||||||||||||||||
Finite-lived intangible assets acquired | 39.7 | ||||||||||||||||
Tax deductible goodwill from business combination | $ 21.5 | ||||||||||||||||
Useful lives | 25 years | ||||||||||||||||
Inventory and accounts receivable acquired | $ 7.7 | ||||||||||||||||
Net sales | 10.7 | ||||||||||||||||
Agrolux Holding B.V. | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Contingent consideration paid | $ 5.8 | ||||||||||||||||
Hawthorne | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Net sales | $ 1,083.5 | $ 671.2 | 344.9 | ||||||||||||||
Tradenames | Sunlight Supply | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Finite-lived intangible assets acquired | $ 65.1 | ||||||||||||||||
Customer accounts | Sunlight Supply | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Finite-lived intangible assets acquired | 84.1 | ||||||||||||||||
Intangible asset estimated fair value | 30.9 | ||||||||||||||||
Reduction of deferred tax liability associated with write-off | $ 7.3 | ||||||||||||||||
Customer accounts | Hawthorne | Project Catalyst [Member] | Sunlight Supply | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Noncash impairment charge | $ 17.5 | ||||||||||||||||
Noncompete Agreements | Sunlight Supply | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Finite-lived intangible assets acquired | $ 1.9 | ||||||||||||||||
Treasury Shares | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Treasury share issuances (in shares) | 0.4 | 0.4 | 0.7 | ||||||||||||||
Treasury Shares | Sunlight Supply | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Treasury share issuances (in shares) | 0.3 | ||||||||||||||||
Capital in Excess of Stated Value | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Acquisition of remaining noncontrolling interest in Gavita | $ (5.7) | ||||||||||||||||
Capital in Excess of Stated Value | Gavita Holdings B.V. | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Acquisition of remaining noncontrolling interest in Gavita | $ (5.7) |
INVESTMENT IN UNCONSOLIDATED _2
INVESTMENT IN UNCONSOLIDATED AFFILIATES - Additional Information (Details) - USD ($) $ in Millions | Apr. 01, 2019 | Mar. 19, 2019 | Apr. 13, 2016 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
Investments in and Advances to Affiliates [Line Items] | |||||||
Proceeds from sale of investment in unconsolidated affiliates | $ 0 | $ 274.3 | $ 0 | ||||
Distributions intended to cover required tax payments | 46.9 | 255.2 | (580.7) | ||||
Investments in loans receivable | $ 3.4 | 0 | 17.1 | ||||
TruGreen Joint Venture | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Percent ownership | 30.00% | ||||||
Percent ownership sold | 30.00% | ||||||
Initial fair value of interest | $ 294 | ||||||
Excess distribution recorded as return of investment | 196.2 | ||||||
Investment in second lien term loan financing | $ 18 | ||||||
Reimbursement of expenses due to transition service agreement | 1.4 | ||||||
U.S. Consumer | Industrial Turf and Ornamental Market Investment | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Proceeds from sale of investment in unconsolidated affiliates | $ 36.6 | ||||||
Gain on sale of investments | 2.9 | ||||||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | $ 29.4 | ||||||
Distribution of earnings from unconsolidated affiliate | 4.9 | ||||||
Investments in loans receivable | $ 14.3 | ||||||
Outdoor Home Services Holdings LLC | TruGreen Joint Venture | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Proceeds from sale of investment in unconsolidated affiliates | $ 234.2 | ||||||
Proceeds collection of second lien term loan financing | $ 18.4 | ||||||
Distributions intended to cover required tax payments | 3.5 | ||||||
Gain on sale of investments | 259.8 | ||||||
Tax payments due to sale of equity interest | $ 99.5 |
RETIREMENT PLANS - Additional I
RETIREMENT PLANS - Additional Information (Details) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020USD ($)plan | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Compensation charges | $ | $ 27.7 | $ 18.9 | $ 15.3 |
401(K) | Company matches 200% of associates’ initial 3% contribution | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Employer match of employee contribution | 200.00% | ||
Employee contribution of gross pay | 3.00% | ||
401(K) | Company matches 50% of associates' contribution up to 6% | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Employer match of employee contribution | 50.00% | ||
Employee contribution of gross pay | 6.00% | ||
Deferred Profit Sharing | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Employee contribution of gross pay | 4.00% | ||
Defined Benefit Pension Plan | U.S. Plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Number of defined benefit plans for certain U.S. associates | 2 | ||
Defined Benefit Pension Plan | International Plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Number of frozen defined benefit pension plans associated with former international businesses | 3 |
RETIREMENT PLANS - Benefit Obli
RETIREMENT PLANS - Benefit Obligations, Plan Assets, Annual Expense, Assumptions and Other Information of the Company's Defined Benefit Pension Plans (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Amounts recognized in the Consolidated Balance Sheets consist of: | ||
Noncurrent assets | $ 64.3 | $ 50.8 |
Noncurrent liabilities | (96.2) | (86.9) |
U.S. Plan | Defined Benefit Pension Plan | ||
Change in projected benefit obligation: | ||
Benefit obligation at beginning of year | 108 | 100.1 |
Interest cost | 2.6 | 3.5 |
Actuarial (gain) loss | 6.4 | 11.6 |
Benefits paid | (7.2) | (7.2) |
Projected benefit obligation at end of year | 109.8 | 108 |
Accumulated benefit obligation at end of year | 109.8 | 108 |
Change in plan assets: | ||
Fair value of plan assets at beginning of year | 81.3 | 80.7 |
Actual return on plan assets | 5.1 | 7.6 |
Employer contribution | 2.3 | 0.2 |
Benefits paid | (7.2) | (7.2) |
Fair value of plan assets at end of year | 81.5 | 81.3 |
Unfunded status at end of year | (28.3) | (26.7) |
Information for pension plans with an accumulated benefit obligation in excess of plan assets: | ||
Projected benefit obligation | 109.8 | 108 |
Accumulated benefit obligation | 109.8 | 108 |
Fair value of plan assets | 81.5 | 81.3 |
Amounts recognized in the Consolidated Balance Sheets consist of: | ||
Noncurrent assets | 0 | 0 |
Current liabilities | (0.2) | (0.2) |
Noncurrent liabilities | (28.1) | (26.5) |
Total amount accrued | (28.3) | (26.7) |
Amounts recognized in AOCL consist of: | ||
Actuarial loss | 47.9 | 44.4 |
Total amount recognized | 47.9 | 44.4 |
Total change in other comprehensive loss attributable to: | ||
Pension benefit loss during the period | (5.3) | (8) |
Reclassification of pension benefit losses to net income | 1.8 | 1.5 |
Prior service cost recognized during the period | 0 | 0 |
Foreign currency translation | 0 | 0 |
Total change in other comprehensive loss | (3.5) | $ (6.5) |
Amounts in AOCL expected to be recognized as components of net periodic benefit cost in fiscal 2021 are as follows: | ||
Actuarial loss | 2.1 | |
Prior service cost | 0 | |
Amount to be amortized into net periodic benefit cost | $ 2.1 | |
Weighted average assumptions used in development of projected benefit obligation: | ||
Discount rate | 2.05% | 2.77% |
International Plan | Defined Benefit Pension Plan | ||
Change in projected benefit obligation: | ||
Benefit obligation at beginning of year | $ 185.2 | $ 175 |
Interest cost | 2.7 | 4 |
Actuarial (gain) loss | 4 | 21.9 |
Benefits paid | (7.7) | (7.3) |
Other | 2.6 | |
Foreign currency translation | 9.5 | (11) |
Projected benefit obligation at end of year | 193.7 | 185.2 |
Accumulated benefit obligation at end of year | 193.7 | 185.2 |
Change in plan assets: | ||
Fair value of plan assets at beginning of year | 196.6 | 181.5 |
Actual return on plan assets | 3.9 | 26.5 |
Employer contribution | 7.3 | 7.4 |
Benefits paid | (7.7) | (7.3) |
Foreign currency translation | 9.8 | (11.5) |
Fair value of plan assets at end of year | 209.9 | 196.6 |
Unfunded status at end of year | 16.2 | 11.4 |
Information for pension plans with an accumulated benefit obligation in excess of plan assets: | ||
Projected benefit obligation | 18.3 | 18.1 |
Accumulated benefit obligation | 18.3 | 18.1 |
Fair value of plan assets | 0 | 0 |
Amounts recognized in the Consolidated Balance Sheets consist of: | ||
Noncurrent assets | 34.5 | 29.5 |
Current liabilities | (0.9) | (0.9) |
Noncurrent liabilities | (17.4) | (17.2) |
Total amount accrued | 16.2 | 11.4 |
Amounts recognized in AOCL consist of: | ||
Actuarial loss | 50.2 | 41.8 |
Prior service cost | 2.6 | 2.5 |
Total amount recognized | 52.8 | 44.3 |
Total change in other comprehensive loss attributable to: | ||
Pension benefit loss during the period | (7) | (2.5) |
Reclassification of pension benefit losses to net income | 1 | 0.8 |
Prior service cost recognized during the period | 0 | (2.6) |
Foreign currency translation | (2.5) | 2.6 |
Total change in other comprehensive loss | (8.5) | $ (1.7) |
Amounts in AOCL expected to be recognized as components of net periodic benefit cost in fiscal 2021 are as follows: | ||
Actuarial loss | 1.2 | |
Prior service cost | 0.1 | |
Amount to be amortized into net periodic benefit cost | $ 1.3 | |
Weighted average assumptions used in development of projected benefit obligation: | ||
Discount rate | 1.51% | 1.60% |
RETIREMENT PLANS - Components o
RETIREMENT PLANS - Components of Net Periodic Benefit Cost and Weighted Average Assumptions (Details) - Defined Benefit Pension Plan - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
U.S. Plan | |||
Components of net periodic benefit cost (income): | |||
Interest cost | $ 2.6 | $ 3.5 | $ 3.1 |
Expected return on plan assets | (3.9) | (4) | (4.6) |
Net amortization | 1.8 | 1.4 | 1.5 |
Net periodic benefit cost (income) | $ 0.5 | $ 0.9 | $ 0 |
Weighted average assumptions used in development of net periodic benefit cost (income): | |||
Weighted average discount rate - interest cost | 2.44% | 3.67% | 2.87% |
Expected return on plan assets | 5.00% | 5.25% | 5.50% |
International Plan | |||
Components of net periodic benefit cost (income): | |||
Interest cost | $ 2.7 | $ 4 | $ 4.2 |
Expected return on plan assets | (6.9) | (7.1) | (7.2) |
Net amortization | 1 | 0.8 | 1.1 |
Net periodic benefit cost (income) | $ (3.2) | $ (2.3) | $ (1.9) |
Weighted average assumptions used in development of net periodic benefit cost (income): | |||
Weighted average discount rate - interest cost | 1.42% | 2.34% | 2.21% |
Expected return on plan assets | 3.39% | 3.94% | 4.45% |
RETIREMENT PLANS - Plan Asset A
RETIREMENT PLANS - Plan Asset Allocations and Expected Future Benefit Payments (Details) - Defined Benefit Pension Plan - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
U.S. Plan | |||
Plan asset allocations: | |||
Expected company contributions in fiscal 2021 | $ 2.9 | ||
Expected future benefit payments: | |||
2021 | 7.7 | ||
2022 | 7.4 | ||
2023 | 7.4 | ||
2024 | 7.3 | ||
2025 | 7.1 | ||
2026 – 2030 | $ 32.3 | ||
U.S. Plan | Equity securities | |||
Plan asset allocations: | |||
Plan asset allocations | 22.00% | 21.00% | 21.00% |
U.S. Plan | Debt securities | |||
Plan asset allocations: | |||
Plan asset allocations | 74.00% | 73.00% | 72.00% |
U.S. Plan | Real estate securities | |||
Plan asset allocations: | |||
Plan asset allocations | 4.00% | 4.00% | 4.00% |
U.S. Plan | Cash and cash equivalents | |||
Plan asset allocations: | |||
Plan asset allocations | 0.00% | 2.00% | 3.00% |
International Plan | |||
Plan asset allocations: | |||
Expected company contributions in fiscal 2021 | $ 6.6 | ||
Expected future benefit payments: | |||
2021 | 5.9 | ||
2022 | 6.1 | ||
2023 | 6.3 | ||
2024 | 6.6 | ||
2025 | 6.9 | ||
2026 – 2030 | $ 31.9 | ||
International Plan | Equity securities | |||
Plan asset allocations: | |||
Plan asset allocations | 20.00% | 27.00% | 27.00% |
International Plan | Debt securities | |||
Plan asset allocations: | |||
Plan asset allocations | 80.00% | 73.00% | 72.00% |
International Plan | Real estate securities | |||
Plan asset allocations: | |||
Plan asset allocations | 0.00% | 0.00% | 0.00% |
International Plan | Cash and cash equivalents | |||
Plan asset allocations: | |||
Plan asset allocations | 0.00% | 0.00% | 1.00% |
RETIREMENT PLANS - Fair Value o
RETIREMENT PLANS - Fair Value of The Company's Pension Plan Asset (Details) - Defined Benefit Pension Plan - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
U.S. Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 81.5 | $ 81.3 | $ 80.7 |
U.S. Plan | Fair value, inputs, level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 1.8 | 2.6 | |
U.S. Plan | Fair value, inputs, level 1 | Cash and cash equivalents | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 1.8 | 2.6 | |
U.S. Plan | Fair Value Measured at Net Asset Value Per Share | Common collective trusts | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 79.7 | 78.7 | |
U.S. Plan | Fair Value Measured at Net Asset Value Per Share | Common collective trusts | Common collective trusts—real estate | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 2.9 | 3.2 | |
U.S. Plan | Fair Value Measured at Net Asset Value Per Share | Common collective trusts | Common collective trusts—equities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 17.5 | 16.6 | |
U.S. Plan | Fair Value Measured at Net Asset Value Per Share | Common collective trusts | Common collective trusts—fixed income | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 59.3 | 58.9 | |
International Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 209.9 | 196.6 | $ 181.5 |
International Plan | Fair value, inputs, level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0.5 | 1.1 | |
International Plan | Fair value, inputs, level 1 | Cash and cash equivalents | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0.5 | 1.1 | |
International Plan | Fair Value Measured at Net Asset Value Per Share | Common collective trusts | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 209.4 | 195.5 | |
International Plan | Fair Value Measured at Net Asset Value Per Share | Common collective trusts | Common collective trusts—real estate | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
International Plan | Fair Value Measured at Net Asset Value Per Share | Common collective trusts | Common collective trusts—equities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 57.3 | 53.3 | |
International Plan | Fair Value Measured at Net Asset Value Per Share | Common collective trusts | Common collective trusts—fixed income | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 152.1 | $ 142.2 |
ASSOCIATE MEDICAL BENEFITS - Ad
ASSOCIATE MEDICAL BENEFITS - Additional Information (Details) | 12 Months Ended | ||
Sep. 30, 2020USD ($)Year | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Self-insurance per occurrence | $ 700,000 | ||
Benefits cost recognized | $ 34,200,000 | $ 31,400,000 | $ 31,200,000 |
Health care cost trend rate | 6.00% | ||
Ultimate trend rate | 4.75% | ||
U.S. Plan | Postretirement Medical Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Minimum retirement age | Year | 55 | ||
Number of years of service | 10 years | ||
Net periodic benefit (income) | $ (100,000) | $ (100,000) | $ 100,000 |
Actuarial loss to be amortized into net periodic benefit cost | 300,000 | ||
Prior service cost | $ (1,100,000) |
ASSOCIATE MEDICAL BENEFITS - Re
ASSOCIATE MEDICAL BENEFITS - Retiree Medical Plan for Domestic Associates (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Amounts recognized in the Consolidated Balance Sheets consist of: | ||
Noncurrent liabilities | $ (96.2) | $ (86.9) |
Postretirement Medical Benefits | U.S. Plan | ||
Change in projected benefit obligation: | ||
Benefit obligation at beginning of year | 22.8 | 21.4 |
Service cost | 0.2 | 0.2 |
Interest cost | 0.6 | 0.8 |
Plan participants’ contributions | 0.4 | 0.3 |
Actuarial (gain) loss | 0.7 | 1.9 |
Benefits paid | (2.3) | (1.8) |
Projected benefit obligation at end of year | 22.4 | 22.8 |
Change in plan assets: | ||
Fair value of plan assets at beginning of year | 0 | 0 |
Employer contribution | 1.9 | 1.5 |
Plan participants’ contributions | 0.4 | 0.3 |
Gross benefits paid | (2.3) | (1.8) |
Fair value of plan assets at end of year | 0 | 0 |
Unfunded status at end of year | (22.4) | (22.8) |
Amounts recognized in the Consolidated Balance Sheets consist of: | ||
Current liabilities | (1.6) | (1.7) |
Noncurrent liabilities | (20.8) | (21.1) |
Total amount accrued | (22.4) | (22.8) |
Amounts recognized in AOCL consist of: | ||
Actuarial loss | 3.6 | 3.1 |
Prior service credit | (2.5) | (3.6) |
Total amount recognized | 1.1 | (0.5) |
Total change in other comprehensive loss attributable to: | ||
Benefit loss during the period | (0.7) | (1.9) |
Reclassification of benefit loss and prior service credit to net income | (0.9) | (1.1) |
Total change in other comprehensive loss | $ (1.6) | $ (3) |
Discount rate used in development of APBO | 2.48% | 3.05% |
ASSOCIATE MEDICAL BENEFITS - Ex
ASSOCIATE MEDICAL BENEFITS - Expected Benefit Payments Under the Plan By The Company and Retirees (Details) $ in Millions | Sep. 30, 2020USD ($) |
Gross Benefit Payments | |
Defined Benefit Plan Disclosure [Line Items] | |
2021 | $ 2.1 |
2022 | 2.2 |
2023 | 2.3 |
2024 | 2.2 |
2025 | 2.1 |
2026 – 2030 | 10.6 |
Retiree Contribution | |
Defined Benefit Plan Disclosure [Line Items] | |
2021 | 0.4 |
2022 | 0.5 |
2023 | 0.6 |
2024 | 0.6 |
2025 | 0.6 |
2026 – 2030 | 3.4 |
Net Company Payments | |
Defined Benefit Plan Disclosure [Line Items] | |
2021 | 1.7 |
2022 | 1.7 |
2023 | 1.7 |
2024 | 1.6 |
2025 | 1.5 |
2026 – 2030 | $ 7.2 |
DEBT - Components of Long-Term
DEBT - Components of Long-Term Debt (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Oct. 22, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 15, 2016 | Oct. 13, 2015 |
Debt Instrument [Line Items] | ||||||
Total debt | $ 1,531.2 | $ 1,659.3 | ||||
Finance / capital lease obligations | 36.1 | |||||
Finance / capital lease obligations | 25.8 | |||||
Less current portions | 66.4 | 128.1 | ||||
Less unamortized debt issuance costs | 5.6 | 7.7 | ||||
Long-term debt | 1,455.1 | 1,523.5 | ||||
Credit Facilities | Revolving loans | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 64 | 147.2 | ||||
Credit Facilities | Term loans | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 710 | 750 | ||||
Senior Notes | Senior Notes – 5.250% | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $ 250 | $ 250 | ||||
Interest rate (percent) | 5.25% | 5.25% | 5.25% | |||
Senior Notes | Senior Notes – 6.000% | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $ 0 | $ 400 | ||||
Interest rate (percent) | 6.00% | 6.00% | 6.00% | 6.00% | ||
Senior Notes | Senior Notes - 4.500% | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $ 450 | $ 0 | ||||
Interest rate (percent) | 4.50% | 4.50% | 4.50% | 4.50% | ||
Receivables facility | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $ 20 | $ 76 | ||||
Other | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 1.1 | 10.3 | ||||
Long-term Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Less unamortized debt issuance costs | $ 9.7 | $ 7.7 |
DEBT - Company's Debt Maturing
DEBT - Company's Debt Maturing in Next Fiscal Years (Details) $ in Millions | Sep. 30, 2020USD ($) |
Debt Disclosure [Abstract] | |
2021 | $ 61.1 |
2022 | 40 |
2023 | 694 |
2024 | 0 |
2025 | 0 |
Thereafter | 700 |
Total debt | $ 1,495.1 |
DEBT - Credit Facilities (Detai
DEBT - Credit Facilities (Details) $ in Millions | Jul. 05, 2018USD ($) | Sep. 30, 2021 | Sep. 30, 2020USD ($) | Sep. 30, 2019 | Sep. 30, 2018 |
Debt Instrument [Line Items] | |||||
Debt, weighted average interest rate (percentage) | 4.30% | 4.80% | 4.30% | ||
Fifth Amended And Restated Senior Secured Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Senior secured credit facilities, maximum borrowing capacity | $ 2,300 | ||||
Leverage ratio | 2.48 | ||||
Interest coverage ratio | 10.12 | ||||
Restricted payment threshold | 4 | ||||
Restricted payment limitation, years two and thereafter | $ 225 | ||||
Fifth Amended And Restated Senior Secured Credit Agreement | Maximum | |||||
Debt Instrument [Line Items] | |||||
Leverage ratio | 4.75 | ||||
Fifth Amended And Restated Senior Secured Credit Agreement | Minimum | |||||
Debt Instrument [Line Items] | |||||
Interest coverage ratio | 3 | ||||
Credit Facilities | |||||
Debt Instrument [Line Items] | |||||
Senior secured credit facilities, available borrowing capacity | $ 1,415.7 | ||||
Credit Facilities | Fifth Amended And Restated Senior Secured Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Debt, maturity period | 5 years | ||||
Revolving loans | |||||
Debt Instrument [Line Items] | |||||
Debt, weighted average interest rate (percentage) | 3.30% | 4.60% | 4.00% | ||
Letter of Credit | Credit Facilities | |||||
Debt Instrument [Line Items] | |||||
Aggregate face amount of letters of credit outstanding | $ 20.3 | ||||
Scenario, Forecast | Fifth Amended And Restated Senior Secured Credit Agreement | Maximum | |||||
Debt Instrument [Line Items] | |||||
Leverage ratio | 4.50 | ||||
Revolving loans | Fifth Amended And Restated Senior Secured Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Senior secured credit facilities, maximum borrowing capacity | $ 1,500 | ||||
Secured Term Loan | Fifth Amended And Restated Senior Secured Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Senior secured credit facilities, maximum borrowing capacity | $ 800 |
DEBT - Senior Notes - 6.000% (D
DEBT - Senior Notes - 6.000% (Details) - USD ($) $ in Millions | Oct. 23, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 28, 2019 | Oct. 13, 2015 |
Debt Instrument [Line Items] | ||||||
Payment for debt redemption | $ 400 | $ 0 | $ 0 | |||
Senior Notes – 6.000% | ||||||
Debt Instrument [Line Items] | ||||||
Payment for debt redemption | $ 412.5 | |||||
Accrued interest | 0.5 | |||||
Redemption premium | 12 | |||||
Outstanding principal | $ 400 | |||||
Senior Notes | Senior Notes – 6.000% | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate (percent) | 6.00% | 6.00% | 6.00% | 6.00% | ||
Unamortized debt issuance costs | $ 3.1 |
DEBT - Senior Notes - 5.250% (D
DEBT - Senior Notes - 5.250% (Details) - Senior Notes - Senior Notes – 5.250% - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 15, 2016 |
Debt Instrument [Line Items] | |||
Aggregate principal amount | $ 250 | ||
Interest rate (percent) | 5.25% | 5.25% | 5.25% |
DEBT - Senior Notes - 4.500% (D
DEBT - Senior Notes - 4.500% (Details) - Senior Notes - Senior Notes - 4.500% - USD ($) $ in Millions | Oct. 22, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Debt Instrument [Line Items] | ||||
Proceed from issuance of unsecured debt | $ 450 | |||
Interest rate (percent) | 4.50% | 4.50% | 4.50% | 4.50% |
DEBT - Receivables Facility (De
DEBT - Receivables Facility (Details) - USD ($) $ in Millions | Apr. 07, 2017 | Sep. 30, 2020 | Sep. 30, 2019 |
Debt Instrument [Line Items] | |||
Borrowings or receivables pledged as collateral | $ 1,531.2 | $ 1,659.3 | |
Accounts receivable pledged | 22.3 | 84.5 | |
Receivables facility | |||
Debt Instrument [Line Items] | |||
Borrowings or receivables pledged as collateral | 20 | 76 | |
Amendments | |||
Debt Instrument [Line Items] | |||
Maximum aggregate amount | $ 400 | ||
Committed up to limit under agreement | $ 160 | ||
Receivables facility | |||
Debt Instrument [Line Items] | |||
Accounts receivable pledged | $ 22.3 | $ 84.5 |
DEBT - Interest Rate Swap Agree
DEBT - Interest Rate Swap Agreements (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 |
Interest Rate Swap, Instrument 1 | ||
Derivative [Line Items] | ||
Notional amount | $ 100 | |
Fixed rate (percentage) | 2.15% | |
Interest Rate Swap, Instrument 2 | ||
Derivative [Line Items] | ||
Notional amount | $ 200 | |
Fixed rate (percentage) | 2.87% | |
Interest Rate Swap, Instrument 3 | ||
Derivative [Line Items] | ||
Notional amount | $ 100 | |
Fixed rate (percentage) | 2.96% | |
Interest Rate Swap, Instrument 4 | ||
Derivative [Line Items] | ||
Notional amount | $ 200 | |
Fixed rate (percentage) | 2.98% | |
Interest Rate Swap, Instrument 5 | ||
Derivative [Line Items] | ||
Notional amount | $ 100 | |
Fixed rate (percentage) | 1.36% | |
Interest Rate Swap, Instrument 6 [Member] | ||
Derivative [Line Items] | ||
Notional amount | $ 300 | |
Fixed rate (percentage) | 1.34% | |
Interest Rate Swap, Instrument 7 [Member] | ||
Derivative [Line Items] | ||
Notional amount | $ 200 | |
Fixed rate (percentage) | 1.37% | |
Interest Rate Swap, Instrument 8 [Member] | ||
Derivative [Line Items] | ||
Notional amount | $ 200 | |
Fixed rate (percentage) | 0.58% | |
Interest Rate Swap, Instrument 9 [Member] | ||
Derivative [Line Items] | ||
Notional amount | $ 200 | |
Fixed rate (percentage) | 0.85% | |
Designated as Hedging Instruments | Interest rate swap agreements | ||
Derivative [Line Items] | ||
Notional amount | $ 600 | $ 850 |
DEBT - Weighted Average Interes
DEBT - Weighted Average Interest Rate (Details) | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Debt Disclosure [Abstract] | |||
Debt, weighted average interest rate (percentage) | 4.30% | 4.80% | 4.30% |
EQUITY - Schedule of Authorized
EQUITY - Schedule of Authorized and Issued Shares (Details) - $ / shares | Sep. 30, 2020 | Sep. 30, 2019 |
Preferred shares, no par value: | ||
Authorized (in shares) | 200,000 | 200,000 |
Issued (in shares) | 0 | 0 |
Common shares, no par value, $0.01 stated value per share: | ||
Common shares, stated value per share (USD per share) | $ 0.01 | $ 0.01 |
Authorized (in shares) | 100,000,000 | 100,000,000 |
Issued (in shares) | 68,100,000 | 68,100,000 |
EQUITY - Additional Information
EQUITY - Additional Information (Details) - USD ($) | Sep. 10, 2020 | Jul. 27, 2020 | Jul. 30, 2019 | Aug. 06, 2018 | Jun. 04, 2018 | Oct. 02, 2017 | Jan. 30, 2017 | Aug. 31, 2014 | Mar. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Mar. 28, 2020 | Feb. 06, 2020 | Aug. 03, 2016 | May 26, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Write off of foreign currency loss adjustment | $ 2,500,000 | $ (800,000) | $ (2,500,000) | $ (11,700,000) | ||||||||||||
Dividends declared (USD per share) | $ 0.62 | $ 0.58 | $ 0.55 | $ 7.36 | $ 2.23 | $ 2.14 | ||||||||||
Dividends paid (USD per share) | $ 5 | |||||||||||||||
Cash payments to tax authority when shares are withheld | $ 4,900,000 | $ 2,700,000 | $ 3,000,000 | |||||||||||||
Value of treasury shares for payment | $ 18,100,000 | 21,500,000 | 32,200,000 | |||||||||||||
Acquisition of remaining noncontrolling interest in Gavita | 13,600,000 | |||||||||||||||
Common share available for issue under share-based plan (in shares) | 7,300,000 | |||||||||||||||
Common shares were available to underlie the grant of new share-based award (in shares) | 2,700,000 | |||||||||||||||
Tax benefit realized from tax deduction associated with exercise of stock options and vesting of restricted share awards | $ 5,800,000 | 2,800,000 | 4,500,000 | |||||||||||||
Intrinsic value of stock options exercised | $ 21,900,000 | 17,500,000 | 17,200,000 | |||||||||||||
Options granted (in shares) | 37,255 | |||||||||||||||
Cash received from exercise of stock options | $ 17,600,000 | $ 21,400,000 | $ 10,500,000 | |||||||||||||
August 11, 2014 Program | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Stock repurchase authorization | $ 500,000,000 | $ 1,000,000,000 | ||||||||||||||
Stock repurchase period (years) | 5 years | |||||||||||||||
Additional shares authorized repurchase | $ 500,000,000 | |||||||||||||||
Number of common shares repurchased (in shares) | 400,000 | 0 | 3,500,000 | 8,700,000 | ||||||||||||
Value of common shares repurchased to be held in treasury | $ 48,200,000 | $ 323,100,000 | $ 762,800,000 | |||||||||||||
February 6, 2020 Program | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Stock repurchase authorization | $ 750,000,000 | |||||||||||||||
Number of common shares repurchased (in shares) | 0 | |||||||||||||||
Treasury Shares | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Share issued under employee purchase plan (in shares) | 400,000 | 400,000 | 700,000 | |||||||||||||
Value of treasury shares for payment | $ 35,700,000 | $ 38,000,000 | $ 54,300,000 | |||||||||||||
Capital in Excess of Stated Value | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Value of treasury shares for payment | $ (17,600,000) | (16,500,000) | (22,100,000) | |||||||||||||
Acquisition of remaining noncontrolling interest in Gavita | 5,700,000 | |||||||||||||||
Non-controlling Interest | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Acquisition of remaining noncontrolling interest in Gavita | 7,900,000 | |||||||||||||||
Minimum | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Award vesting period | 3 years | |||||||||||||||
Maximum | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Award vesting period | 5 years | |||||||||||||||
Director | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Award vesting period | 1 year | |||||||||||||||
Options | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Compensation costs not yet recognized, net | $ 0 | |||||||||||||||
Performance units | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Expected weighted average period for unrecognized compensation cost | 1 year 7 months 6 days | |||||||||||||||
Options granted (in shares) | 37,570 | |||||||||||||||
Compensation costs net yet recognized, restricted units, net | $ 28,300,000 | |||||||||||||||
Total fair value of share-based payment awards vested | $ 3,900,000 | $ 3,900,000 | $ 3,400,000 | |||||||||||||
Performance units | Project Focus | Officer | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Award vesting period | 5 years | |||||||||||||||
Share-based compensation awards granted, other than options (in shares) | 500,000 | |||||||||||||||
Performance period | 5 years | |||||||||||||||
Fair value of award units granted | $ 43,300,000 | |||||||||||||||
Performance units | Project Focus | Officer | Minimum | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Vesting percent of target award | 50.00% | |||||||||||||||
Performance units | Project Focus | Officer | Maximum | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Vesting percent of target award | 250.00% | |||||||||||||||
Share-Based Compensation Awards And Employee Stock Purchase Plan | Treasury Shares | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Share issued under employee purchase plan (in shares) | 400,000 | 500,000 | 400,000 | |||||||||||||
Restricted stock units | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Expected weighted average period for unrecognized compensation cost | 1 year 7 months 6 days | |||||||||||||||
Options granted (in shares) | 138,674 | |||||||||||||||
Compensation costs net yet recognized, restricted units, net | $ 10,700,000 | |||||||||||||||
Total fair value of share-based payment awards vested | $ 15,200,000 | $ 6,300,000 | $ 6,300,000 | |||||||||||||
Sunlight Supply | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Total consideration transferred | $ 459,100,000 | |||||||||||||||
Sunlight Supply | Treasury Shares | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Share issued under employee purchase plan (in shares) | 300,000 | |||||||||||||||
Value of treasury shares for payment | $ 20,700,000 | |||||||||||||||
Gavita Holdings B.V. | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Economic interest acquired | 25.00% | 75.00% | ||||||||||||||
Total consideration transferred | $ 69,200,000 | |||||||||||||||
Contingent consideration paid | 3,000,000 | $ 3,000,000 | ||||||||||||||
Long-term debt | 55,600,000 | |||||||||||||||
Acquisition of remaining noncontrolling interest in Gavita | 7,900,000 | |||||||||||||||
Gavita Holdings B.V. | Capital in Excess of Stated Value | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Acquisition of remaining noncontrolling interest in Gavita | $ 5,700,000 | |||||||||||||||
Miracle-Gro | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Ownership of outstanding common shares | 25.00% | |||||||||||||||
Condition for ownership of voting stock | 49.00% | |||||||||||||||
Tender offer for ownership of voting power (as a percent) | 100.00% | |||||||||||||||
Miracle-Gro | Minimum | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Condition for ownership of voting stock | 50.00% |
EQUITY - Accumulated Other Comp
EQUITY - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, period start | $ (93.9) | $ (46) | $ (69.2) |
Other comprehensive income (loss) before reclassifications | (22.1) | (46.3) | 19 |
Amounts reclassified from accumulated other comprehensive net income (loss) | 11.2 | 3.3 | 9.2 |
Income tax benefit (expense) | 5.7 | 8.9 | (5) |
Total other comprehensive income (loss) | (5.2) | (34.1) | 23.2 |
Accumulated other comprehensive loss, period end | (99.1) | (93.9) | (46) |
Cumulative Effect, Period of Adoption, Adjustment | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, period start | (13.8) | ||
Accumulated other comprehensive loss, period end | (13.8) | ||
Accumulated Foreign Currency Adjustment Attributable to Parent | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, period start | (17.4) | (8.7) | (16.7) |
Other comprehensive income (loss) before reclassifications | 10.5 | (11.2) | (3.7) |
Amounts reclassified from accumulated other comprehensive net income (loss) | 0.8 | 2.5 | 11.7 |
Income tax benefit (expense) | 0 | 0 | 0 |
Total other comprehensive income (loss) | 11.3 | (8.7) | 8 |
Accumulated other comprehensive loss, period end | (6.2) | (17.4) | (8.7) |
Accumulated Foreign Currency Adjustment Attributable to Parent | Cumulative Effect, Period of Adoption, Adjustment | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, period start | 0 | ||
Accumulated other comprehensive loss, period end | 0 | ||
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, period start | (8.1) | 8.3 | 2 |
Other comprehensive income (loss) before reclassifications | (19.7) | (20.1) | 12.7 |
Amounts reclassified from accumulated other comprehensive net income (loss) | 10.1 | (2) | (4.2) |
Income tax benefit (expense) | 2.5 | 5.7 | (2.2) |
Total other comprehensive income (loss) | (7.1) | (16.4) | 6.3 |
Accumulated other comprehensive loss, period end | (15.1) | (8.1) | 8.3 |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | Cumulative Effect, Period of Adoption, Adjustment | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, period start | 0 | ||
Accumulated other comprehensive loss, period end | 0 | ||
Accumulated Defined Benefit Plans Adjustment Attributable to Parent | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, period start | (68.4) | (45.6) | (54.5) |
Other comprehensive income (loss) before reclassifications | (12.9) | (15) | 10 |
Amounts reclassified from accumulated other comprehensive net income (loss) | 0.3 | 2.8 | 1.7 |
Income tax benefit (expense) | 3.2 | 3.2 | (2.8) |
Total other comprehensive income (loss) | (9.4) | (9) | 8.9 |
Accumulated other comprehensive loss, period end | (77.8) | (68.4) | $ (45.6) |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent | Cumulative Effect, Period of Adoption, Adjustment | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, period start | $ (13.8) | ||
Accumulated other comprehensive loss, period end | $ (13.8) |
EQUITY - Share-Based Compensati
EQUITY - Share-Based Compensation Awards Granted (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 37,255 | |||
Total share-based awards (in shares) | 213,499 | 330,279 | 471,095 | |
Aggregate fair value at grant dates | $ 21.5 | $ 25.5 | $ 43.5 | |
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 138,674 | |||
Performance units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 37,570 | |||
Employees | Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 37,255 | 0 | 0 | |
Employees | Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation awards granted, other than options (in shares) | 119,726 | 166,534 | 198,807 | |
Employees | Performance units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation awards granted, other than options (in shares) | 37,570 | 131,644 | 246,430 | |
Non-Employee Directors | Restricted and deferred stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation awards granted, other than options (in shares) | 18,948 | 32,101 | 25,858 |
EQUITY - Schedule of Share-Base
EQUITY - Schedule of Share-Based Compensation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Equity [Abstract] | |||
Share-based compensation | $ 57.9 | $ 38.4 | $ 40.5 |
Related tax benefit recognized | $ 14.6 | $ 9.5 | $ 10.5 |
EQUITY - Schedule of Aggregate
EQUITY - Schedule of Aggregate Stock Option Activity (Details) | 12 Months Ended |
Sep. 30, 2020$ / sharesshares | |
No. of Options | |
Beginning balance (shares) | shares | 862,388 |
Granted (in shares) | shares | 37,255 |
Exercised (shares) | shares | (280,418) |
Ending balance (shares) | shares | 619,225 |
Exercisable (shares) | shares | 619,225 |
Wtd. Avg. Exercise Price | |
Beginning balance (USD per share) | $ / shares | $ 59.52 |
Granted (USD per share) | $ / shares | 57.89 |
Exercised (USD per share) | $ / shares | 55.19 |
Ending balance (USD per share) | $ / shares | 57.90 |
Exercisable (USD per share) | $ / shares | $ 57.90 |
EQUITY - Summary of Certain Inf
EQUITY - Summary of Certain Information Pertaining to Stock Option Awards Outstanding and Exercisable (Details) - $ / shares | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Awards Outstanding | ||
No. of Options (in shares) | 619,225 | 862,388 |
WTD. Avg. Exercise Price (USD per share) | $ 57.90 | $ 59.52 |
Awards Exercisable | ||
No. of Options (in shares) | 619,225 | |
WTD. Avg. Exercise Price (USD per share) | $ 57.90 | |
Options | ||
Awards Outstanding | ||
No. of Options (in shares) | 600,000 | |
Wtd. Avg. Remaining Life | 4 years 25 days | |
WTD. Avg. Exercise Price (USD per share) | $ 57.90 | |
Awards Exercisable | ||
No. of Options (in shares) | 600,000 | |
Wtd. Avg. Remaining Life | 4 years 25 days | |
WTD. Avg. Exercise Price (USD per share) | $ 57.90 | |
Options | Range 3 | ||
Range of Exercise Price | ||
Exercise Price, minimum (USD per share) | 42.60 | |
Exercise Price, maximum (USD per share) | $ 42.60 | |
Awards Outstanding | ||
No. of Options (in shares) | 100,000 | |
Wtd. Avg. Remaining Life | 1 year 3 months 18 days | |
WTD. Avg. Exercise Price (USD per share) | $ 42.60 | |
Awards Exercisable | ||
No. of Options (in shares) | 100,000 | |
Wtd. Avg. Remaining Life | 1 year 3 months 18 days | |
WTD. Avg. Exercise Price (USD per share) | $ 42.60 | |
Options | Range 4 | ||
Range of Exercise Price | ||
Exercise Price, minimum (USD per share) | 59.62 | |
Exercise Price, maximum (USD per share) | $ 64.55 | |
Awards Outstanding | ||
No. of Options (in shares) | 500,000 | |
Wtd. Avg. Remaining Life | 4 years 10 months 24 days | |
WTD. Avg. Exercise Price (USD per share) | $ 62.47 | |
Awards Exercisable | ||
No. of Options (in shares) | 500,000 | |
Wtd. Avg. Remaining Life | 4 years 10 months 24 days | |
WTD. Avg. Exercise Price (USD per share) | $ 62.47 |
EQUITY - Schedule of Intrinsic
EQUITY - Schedule of Intrinsic Value of Stock Option Awards Outstanding and Exercisable (Details) - Options $ in Millions | Sep. 30, 2020USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding | $ 58.8 |
Exercisable | $ 58.8 |
EQUITY - Schedule of Restricted
EQUITY - Schedule of Restricted Share-Based Award Activity (Details) | 12 Months Ended |
Sep. 30, 2020$ / sharesshares | |
No. of Shares | |
Granted (in shares) | 37,255 |
Restricted Stock Units (RSUs) | |
No. of Shares | |
Beginning Balance (in shares) | 488,409 |
Vested (in shares) | (126,096) |
Forfeited (in shares) | (750) |
Ending Balance (in shares) | 500,237 |
Granted (in shares) | 138,674 |
Wtd. Avg. Grant Date Fair Value per Share | |
Beginning Balance (USD per share) | $ / shares | $ 85.94 |
Granted (USD per share) | $ / shares | 121.78 |
Vested (USD per share) | $ / shares | 91.21 |
Forfeited (USD per share) | $ / shares | 100.12 |
Ending Balance (USD per share) | $ / shares | $ 94.53 |
Expected weighted average period for unrecognized compensation cost | 1 year 7 months 6 days |
EQUITY - Schedule of Performanc
EQUITY - Schedule of Performance-Based Award Activity (Details) | 12 Months Ended |
Sep. 30, 2020$ / sharesshares | |
No. of Units | |
Granted (in shares) | 37,255 |
Performance Based Units | |
No. of Units | |
Beginning Balance (in shares) | 648,131 |
Vested (in shares) | (19,421) |
Forfeited (in shares) | (152) |
Ending Balance (in shares) | 666,128 |
Granted (in shares) | 37,570 |
Wtd. Avg. Grant Date Fair Value per Unit | |
Beginning Balance (USD per share) | $ / shares | $ 90.13 |
Granted (USD per share) | $ / shares | 123.82 |
Vested (USD per share) | $ / shares | 92.73 |
Forfeited (USD per share) | $ / shares | 98.81 |
Ending Balance (USD per share) | $ / shares | $ 92.85 |
Shares vested (as a percentage of shares granted) | 166.00% |
EARNINGS PER COMMON SHARE - Add
EARNINGS PER COMMON SHARE - Additional Information (Details) - shares | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |||
Number of common shares covered by out-of-the-money stock options (in shares) | 0 | 0 | 0 |
EARNINGS PER COMMON SHARE - Sch
EARNINGS PER COMMON SHARE - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 30, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |||||||||||
Income from continuing operations | $ 4.2 | $ 204.3 | $ 249.8 | $ (71.3) | $ (55.5) | $ 178 | $ 396.9 | $ (82.6) | $ 386.9 | $ 436.7 | $ 127.6 |
Net (income) loss attributable to noncontrolling interest | (1.2) | 0.5 | 0 | ||||||||
Income attributable to controlling interest from continuing operations | 385.7 | 437.2 | 127.6 | ||||||||
Income (loss) from discontinued operations, net of tax | 0 | (1) | 2.6 | 0 | (2.6) | 23.6 | (0.5) | 2.9 | 1.7 | 23.5 | (63.9) |
Net income | 4.2 | 203.3 | 252.4 | (71.3) | (58.1) | 201.6 | 396.4 | (79.7) | 388.6 | 460.2 | 63.7 |
Net income attributable to controlling interest | $ 3.9 | $ 202.8 | $ 252.2 | $ (71.4) | $ (57.9) | $ 201.7 | $ 396.5 | $ (79.6) | $ 387.4 | $ 460.7 | $ 63.7 |
BASIC INCOME PER COMMON SHARE: | |||||||||||
Weighted-average Common Shares outstanding during the period (in shares) | 55.8 | 55.6 | 55.7 | 55.8 | 55.7 | 55.5 | 55.4 | 55.3 | 55.7 | 55.5 | 56.2 |
Income from continuing operations (USD per share) | $ 0.07 | $ 3.67 | $ 4.48 | $ (1.28) | $ (0.99) | $ 3.21 | $ 7.17 | $ (1.49) | $ 6.92 | $ 7.88 | $ 2.27 |
Income (loss) from discontinued operations (USD per share) | 0 | (0.02) | 0.05 | 0 | (0.05) | 0.42 | (0.01) | 0.05 | 0.04 | 0.42 | (1.14) |
Basic net income (loss) per common share (USD per share) | $ 0.07 | $ 3.65 | $ 4.53 | $ (1.28) | $ (1.04) | $ 3.63 | $ 7.16 | $ (1.44) | $ 6.96 | $ 8.30 | $ 1.13 |
DILUTED INCOME PER COMMON SHARE: | |||||||||||
Weighted-average Common Shares outstanding during the period (in shares) | 55.8 | 55.6 | 55.7 | 55.8 | 55.7 | 55.5 | 55.4 | 55.3 | 55.7 | 55.5 | 56.2 |
Dilutive potential Common Shares (in shares) | 1.2 | 0.8 | 0.9 | ||||||||
Weighted-average number of Common Shares outstanding and dilutive potential Common Shares (in shares) | 57.6 | 57.1 | 56.4 | 55.8 | 55.7 | 56.6 | 55.9 | 55.3 | 56.9 | 56.3 | 57.1 |
Income from continuing operations (USD per share) | $ 0.07 | $ 3.57 | $ 4.43 | $ (1.28) | $ (0.99) | $ 3.15 | $ 7.10 | $ (1.49) | $ 6.78 | $ 7.77 | $ 2.23 |
Income (loss) from discontinued operations (USD per share) | 0 | (0.02) | 0.04 | 0 | (0.05) | 0.41 | (0.01) | 0.05 | 0.03 | 0.41 | (1.11) |
Diluted net income (loss) per common share (USD per share) | $ 0.07 | $ 3.55 | $ 4.47 | $ (1.28) | $ (1.04) | $ 3.56 | $ 7.09 | $ (1.44) | $ 6.81 | $ 8.18 | $ 1.12 |
INCOME TAXES - Provision (Benef
INCOME TAXES - Provision (Benefit) For Income Taxes Allocated to Continuing Operation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Current: | |||
Federal | $ 104.3 | $ 169.3 | $ 47.7 |
State | 25.3 | 20.3 | 10.3 |
Foreign | 0.3 | 4.2 | 0.2 |
Total Current | 129.9 | 193.8 | 58.2 |
Deferred: | |||
Federal | (1.6) | (40.6) | (58.4) |
State | (2) | (5.4) | (2) |
Foreign | (2.6) | (2.9) | (9.7) |
Total Deferred | (6.2) | (48.9) | (70.1) |
Provision (benefit) for income taxes | $ 123.7 | $ 144.9 | $ (11.9) |
INCOME TAXES - Domestic and For
INCOME TAXES - Domestic and Foreign Components of Income From Continuing Operations Before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 483.7 | $ 554.7 | $ 159.5 |
Foreign | 26.9 | 26.9 | (43.8) |
Income from continuing operations before income taxes | $ 510.6 | $ 581.6 | $ 115.7 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of The Federal Corporate Income Tax Rate and The Effective Tax Rate (Details) | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||
Statutory income tax rate | 21.00% | 21.00% | 24.50% |
Effect of foreign operations | (0.70%) | 0.30% | 7.40% |
State taxes, net of federal benefit | 3.50% | 1.80% | 6.50% |
Domestic Production Activities Deduction permanent difference | 0.00% | 0.00% | (4.40%) |
Effect of other permanent differences | 0.00% | (0.20%) | (3.00%) |
Research and Experimentation and other federal tax credits | (0.30%) | (0.30%) | (1.70%) |
Effect of tax contingencies | 0.10% | 1.90% | 1.30% |
Effect of tax reform | 0.00% | 0.00% | (38.70%) |
Other | 0.60% | 0.40% | (2.20%) |
Effective income tax rate | 24.20% | 24.90% | (10.30%) |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Statutory income tax rate | 21.00% | 21.00% | 24.50% | |
Provisional net benefit | $ 44.6 | |||
Transition tax as result of measurement period adjustments | 21.2 | |||
Undistributed earnings of foreign subsidiaries | 97.8 | |||
Effective Income Tax Rate Reconciliation, Tax Credit, Foreign, Amount | 18.2 | |||
Valuation allowance of excess foreign tax credits | 0.5 | |||
Valuation allowance for net operating losses | $ 33.8 | $ 35.8 | ||
Foreign tax credit carryovers | 17.2 | 16.8 | ||
Deferred tax assets subject to limitation | 10.8 | 10.9 | ||
Gross unrecognized tax benefits | 30.2 | 29.5 | 13.9 | $ 10.2 |
Unrecognized tax benefits that would have an impact on the effective tax rate | 25.9 | 25.2 | 12.6 | |
Unrecognized tax benefits accrued payment of interest | 2.8 | 2.1 | 1.5 | |
Unrecognized tax benefits accrued payment of penalties | 1.6 | 0.4 | 0.4 | |
AeroGrow International Inc. | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Statutory tax benefit of net operating loss carryovers and related valuation allowances | 10.5 | |||
Foreign Country | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Valuation allowance for net operating losses | 1.8 | |||
Foreign net operating losses | 2.1 | |||
Foreign tax credit carryovers | 17.2 | 16.8 | ||
U.S. state and local tax authorities | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Valuation allowance for net operating losses | 1.1 | |||
State net operating losses carryforward | $ 1.8 | |||
State net operating losses carryforward period, minimum | 5 years | |||
State net operating losses carryforward period, maximum | 20 years | |||
Tax benefits associated with state tax credits | $ 1.4 | 1.7 | ||
Valuation allowance for state credits | 1.2 | |||
Discontinued Operations [Member] | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Gross unrecognized tax benefits | 6.4 | $ 6.7 | $ 4.8 | |
State Administration of Taxation, China | Foreign Country | ||||
Investments, Owned, Federal Income Tax Note [Line Items] | ||||
Valuation allowance for net operating losses | $ 2 |
INCOME TAXES - Components of De
INCOME TAXES - Components of Deferred Income Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 |
DEFERRED TAX ASSETS | ||
Accrued liabilities | $ 63 | $ 46.7 |
Lease liabilities | 37 | 0 |
Foreign tax credit carryovers | 17.2 | 16.8 |
Inventories | 15.1 | 10.2 |
Net operating loss carryovers | 14.7 | 17.6 |
Postretirement benefits | 6.5 | 8.4 |
Accounts receivable | 5.9 | 5.1 |
Other | 7.2 | 4.5 |
Gross deferred tax assets | 166.6 | 109.3 |
Valuation allowance | (33.8) | (35.8) |
Total deferred tax assets | 132.8 | 73.5 |
DEFERRED TAX LIABILITIES | ||
Intangible assets | (65.6) | (65.5) |
Property, plant and equipment | (52.7) | (40.2) |
Lease right-of-use assets | (35.9) | 0 |
Other | (3.8) | (4.1) |
Total deferred tax liabilities | (158) | (109.8) |
Net deferred tax liability | $ (25.2) | $ (36.3) |
INCOME TAXES - Reconciliation_2
INCOME TAXES - Reconciliation of the Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at beginning of year | $ 29.5 | $ 13.9 | $ 10.2 |
Additions for tax positions of the current year | 0.3 | 13.8 | 0.9 |
Additions for tax positions of prior years | 4.5 | 4.4 | 6.1 |
Reductions for tax positions of prior years | (2.4) | (1.7) | (0.8) |
Settlements with tax authorities | 0.3 | (0.7) | (1.9) |
Expiration of statutes of limitation | (2) | (0.2) | (0.6) |
Balance at end of year | $ 30.2 | $ 29.5 | $ 13.9 |
DERIVATIVE INSTRUMENTS AND HE_3
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 |
Derivatives not designated as Hedging Instruments | Currency forward contracts | ||
Derivative Instruments and Hedging Activities Disclosure [Line Items] | ||
Notional amount | $ 160.1 | $ 120 |
Designated as Hedging Instruments | Interest rate swap agreements | ||
Derivative Instruments and Hedging Activities Disclosure [Line Items] | ||
Notional amount | 600 | $ 850 |
Interest rate gain amount expected to be reclassified to earnings during the next 12 months | (7.6) | |
Designated as Hedging Instruments | Commodity hedging instruments | ||
Derivative Instruments and Hedging Activities Disclosure [Line Items] | ||
Commodity gain amount expected to be reclassified to earnings during the next 12 months | $ (0.8) |
DERIVATIVE INSTRUMENTS AND HE_4
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Outstanding Commodity Contracts that Hedge Forecasted Purchases (Details) | 12 Months Ended | |
Sep. 30, 2020Tlbgal | Sep. 30, 2019lbTgal | |
Urea | ||
Derivative [Line Items] | ||
Outstanding commodity contracts, mass | T | 76,500 | 78,500 |
Resin | ||
Derivative [Line Items] | ||
Outstanding commodity contracts, mass | lb | 9,100,000 | 14,900,000 |
Diesel | ||
Derivative [Line Items] | ||
Outstanding commodity contracts, volume | 5,838,000 | 4,956,000 |
Heating Oil | ||
Derivative [Line Items] | ||
Outstanding commodity contracts, volume | 2,142,000 | 1,344,000 |
DERIVATIVE INSTRUMENTS AND HE_5
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Fair Values of the Company's Derivative Instruments (Details) - Fair value, inputs, level 2 - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 |
Derivatives, Fair Value [Line Items] | ||
Total derivatives instruments | $ (22.2) | $ (10.7) |
Designated as Hedging Instruments | ||
Derivatives, Fair Value [Line Items] | ||
Total derivatives instruments | (19.9) | (11.6) |
Designated as Hedging Instruments | Interest rate swap agreements | Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | (10.4) | (5.5) |
Designated as Hedging Instruments | Interest rate swap agreements | Other liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | (9.7) | (5.3) |
Designated as Hedging Instruments | Commodity hedging instruments | Prepaid and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 0.9 | 0 |
Designated as Hedging Instruments | Commodity hedging instruments | Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | (0.7) | (0.8) |
Derivatives not designated as Hedging Instruments | ||
Derivatives, Fair Value [Line Items] | ||
Total derivatives instruments | (2.3) | 0.9 |
Derivatives not designated as Hedging Instruments | Commodity hedging instruments | Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | (0.9) | (0.4) |
Derivatives not designated as Hedging Instruments | Currency forward contracts | Prepaid and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 0.5 | 1.7 |
Derivatives not designated as Hedging Instruments | Currency forward contracts | Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | $ (1.9) | $ (0.4) |
DERIVATIVE INSTRUMENTS AND HE_6
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Effect of Derivative Instruments on OCI and the Condensed, Consolidated Statements of Operations (Details) - Fair value, inputs, level 2 - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Derivatives not designated as Hedging Instruments | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in Statement of Operations | $ (8.4) | $ 6.2 |
Derivatives not designated as Hedging Instruments | Currency forward contracts | Other income / expense, net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in Statement of Operations | (5.3) | 9.1 |
Derivatives not designated as Hedging Instruments | Commodity hedging instruments | Cost of sales | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in Statement of Operations | (3.1) | (2.9) |
Cash Flow Hedging | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in AOCI | (14.6) | (14.9) |
Amount of Gain/(Loss) Reclassified From AOCI Into Statement of Operations | (7.5) | 1.5 |
Cash Flow Hedging | Interest rate swap agreements | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in AOCI | (13.3) | (11.1) |
Cash Flow Hedging | Interest rate swap agreements | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Reclassified From AOCI Into Statement of Operations | (6.6) | (0.4) |
Cash Flow Hedging | Commodity hedging instruments | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Recognized in AOCI | (1.3) | (3.8) |
Cash Flow Hedging | Commodity hedging instruments | Cost of sales | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) Reclassified From AOCI Into Statement of Operations | $ (0.9) | $ 1.9 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Increase in fair value | $ 12 | |
Assets | ||
Loans receivable | 100 | $ 95.1 |
Reported Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 1 | ||
Assets | ||
Cash equivalents | 2.4 | 2 |
Reported Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 1 | Investment securities in non-qualified retirement plan assets | ||
Assets | ||
Other | 29.8 | 21.6 |
Reported Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 3 | Bonnie Option | ||
Assets | ||
Other | 23.3 | 11.3 |
Reported Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 3 | Loans receivable | ||
Assets | ||
Other | 100 | 95.1 |
Estimate of Fair Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 1 | ||
Assets | ||
Cash equivalents | 2.4 | 2 |
Estimate of Fair Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 1 | Investment securities in non-qualified retirement plan assets | ||
Assets | ||
Other | 29.8 | 21.6 |
Estimate of Fair Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 3 | Bonnie Option | ||
Assets | ||
Other | 23.3 | 11.3 |
Estimate of Fair Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 3 | Loans receivable | ||
Assets | ||
Other | 112.8 | 105.4 |
Receivables facility | Reported Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 20 | 76 |
Receivables facility | Estimate of Fair Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 20 | 76 |
Other Long-term Debt | Reported Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 1.1 | 10.3 |
Other Long-term Debt | Estimate of Fair Value Measurement | Fair Value, Measurements, Recurring | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 1.1 | 10.3 |
Revolving loans | Credit Facilities | Reported Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 64 | 147.2 |
Revolving loans | Credit Facilities | Estimate of Fair Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 64 | 147.2 |
Term loans | Credit Facilities | Reported Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 710 | 750 |
Term loans | Credit Facilities | Estimate of Fair Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 710 | 750 |
Senior Notes - 4.500% | Senior Notes | Reported Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 450 | 0 |
Senior Notes - 4.500% | Senior Notes | Estimate of Fair Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 476.4 | 0 |
Senior Notes – 5.250% | Senior Notes | Reported Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 250 | 250 |
Senior Notes – 5.250% | Senior Notes | Estimate of Fair Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 266.6 | 263.4 |
Senior Notes – 6.000% | Senior Notes | Reported Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | 0 | 400 |
Senior Notes – 6.000% | Senior Notes | Estimate of Fair Value Measurement | Fair value, inputs, level 2 | ||
Liabilities | ||
Long-term debt | $ 0 | $ 412.5 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2020 | |
Leases [Abstract] | |||
Leases not yet commenced, estimated liability | $ 19.6 | ||
Residual value of leased asset | $ 4.1 | ||
Rent expense | $ 68.4 | $ 62.5 |
LEASES - (Supplemental Balance
LEASES - (Supplemental Balance Sheet Information Schedule) (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Sep. 30, 2019 |
Leases [Abstract] | ||
Operating lease right-of-use-assets | $ 156 | $ 0 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | |
Operating lease current lease liabilities | $ 47.5 | 0 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesCurrent | |
Operating lease non-current lease liabilities | $ 113.3 | $ 0 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent | |
Total operating lease liabilities | $ 160.8 | |
Finance lease right-of-use assets | $ 34.7 | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetAfterAccumulatedDepreciationAndAmortization | |
Finance lease current lease liabilities | $ 5.2 | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:LongTermDebtNoncurrent | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:LongTermDebtCurrent | |
Finance lease non-current lease liabilities | $ 30.9 | |
Total finance lease liabilities | $ 36.1 |
LEASES - (Components of Lease C
LEASES - (Components of Lease Cost Schedule) (Details) $ in Millions | 12 Months Ended |
Sep. 30, 2020USD ($) | |
Leases [Abstract] | |
Operating lease cost | $ 54.3 |
Variable lease cost | 11.3 |
Amortization of right-of-use assets | 5.1 |
Interest on lease liabilities | 1.4 |
Total finance lease cost | 6.5 |
Operating lease amortization of ROU assets | $ 48.4 |
LEASES - (Supplemental Cash Flo
LEASES - (Supplemental Cash Flow Information and Non-Cash Activity Schedule) (Details) $ in Millions | 12 Months Ended |
Sep. 30, 2020USD ($) | |
Lease, Cost [Abstract] | |
Operating cash flows from operating leases, net | $ 54.4 |
Operating cash flows from finance leases | 1.4 |
Financing cash flows from finance leases | 3.8 |
Right-of-use assets obtained in exchange for lease obligations, operating leases | 72.3 |
Right-of-use assets obtained in exchange for lease obligations, finance leases | $ 14.4 |
LEASES - (Weighted-Average Rema
LEASES - (Weighted-Average Remaining Lease Term and Discount Rate Schedule) (Details) | Sep. 30, 2020 |
Leases [Abstract] | |
Operating leases, weighted average remaining term (in years) | 4 years 7 months 6 days |
Finance leases, weighted average remaining term (in years) | 8 years 4 months 24 days |
Operating leases, weighted average discount rate (percent) | 3.70% |
Finance leases, weighted average discount rate (percent) | 4.20% |
LEASES - (Maturities of Lease L
LEASES - (Maturities of Lease Liabilities by Fiscal Year Schedule) (Details) $ in Millions | Sep. 30, 2020USD ($) |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |
2021 | $ 52.5 |
2022 | 42.8 |
2023 | 28.5 |
2024 | 20.4 |
2025 | 14.6 |
Thereafter | 17.1 |
Total lease payments | 175.9 |
Less: Imputed interest | (15.1) |
Total lease liabilities | 160.8 |
Finance Lease, Liability, Payment, Due [Abstract] | |
2021 | 6.5 |
2022 | 6.5 |
2023 | 6.6 |
2024 | 6.6 |
2025 | 2.4 |
Thereafter | 14.8 |
Total lease payments | 43.4 |
Less: Imputed interest | (7.3) |
Total lease liabilities | $ 36.1 |
LEASES - (Future Minimum Annual
LEASES - (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 |
COMMITMENTS (Details)
COMMITMENTS (Details) $ in Millions | Sep. 30, 2020USD ($) |
Unrecorded Unconditional Purchase Obligation, Fiscal Year Maturity [Abstract] | |
2021 | $ 283.1 |
2022 | 124.1 |
2023 | 54.5 |
2024 | 28.5 |
2025 | 15.2 |
Thereafter | 7.4 |
Unrecognized Unconditional Purchase Obligations | $ 512.8 |
CONTINGENCIES (Details)
CONTINGENCIES (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2019 | Mar. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Loss Contingencies [Line Items] | |||||
Accrued liabilities related to other regulatory matters which are accounted for in the Other liabilities | $ 4.2 | ||||
Wild Bird Food | |||||
Loss Contingencies [Line Items] | |||||
Litigation settlement, amount awarded to other party | $ 20 | $ 42.5 | |||
Pre-tax charge recognized | $ 85 | ||||
Favorable adjustment to previously disclosed legal matter | $ 22.5 | ||||
Insurance recoveries | $ 1.5 | 13.4 | |||
In re Scotts EZ Seed Litigation | |||||
Loss Contingencies [Line Items] | |||||
Pre-tax charge recognized | $ 11.7 | ||||
Favorable adjustment to previously disclosed legal matter | $ 0.4 |
SEGMENT INFORMATION - Additiona
SEGMENT INFORMATION - Additional Information (Details) | 12 Months Ended |
Sep. 30, 2020segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
SEGMENT INFORMATION - Segment F
SEGMENT INFORMATION - Segment Financial Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 30, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 890.3 | $ 1,492.7 | $ 1,382.8 | $ 365.8 | $ 497.7 | $ 1,170.3 | $ 1,189.9 | $ 298.1 | $ 4,131.6 | $ 3,156 | $ 2,663.4 |
Intangible asset amortization | (32.5) | (33.4) | (30) | ||||||||
Impairment, restructuring and other | (0.8) | (7.4) | (132.3) | ||||||||
Equity in (income)/loss of unconsolidated affiliates | 0 | 3.3 | 4.9 | ||||||||
Interest expense | (79.6) | (101.8) | (86.4) | ||||||||
Other non-operating income (expense), net | 20.1 | 270.5 | (1.7) | ||||||||
Depreciation and amortization | 94.7 | 89.3 | 83.4 | ||||||||
Capital expenditures | 62.7 | 42.4 | 68.2 | ||||||||
Assets | 3,380.5 | 3,028.7 | 3,380.5 | 3,028.7 | |||||||
Corporate | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Depreciation and amortization | 7.5 | 3.7 | 3.3 | ||||||||
Assets | 156.8 | 150 | 156.8 | 150 | |||||||
U.S. Consumer | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 2,823.1 | 2,281.1 | 2,109.6 | ||||||||
Depreciation and amortization | 46 | 44.4 | 46.7 | ||||||||
Capital expenditures | 50.8 | 27.6 | 53.2 | ||||||||
U.S. Consumer | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Assets | 1,957 | 1,765.1 | 1,957 | 1,765.1 | |||||||
Hawthorne | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,083.5 | 671.2 | 344.9 | ||||||||
Depreciation and amortization | 33.7 | 35.3 | 27.8 | ||||||||
Capital expenditures | 9.3 | 11.1 | 8.7 | ||||||||
Hawthorne | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Assets | 1,100.1 | 958.5 | 1,100.1 | 958.5 | |||||||
Other | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 225 | 203.7 | 208.9 | ||||||||
Depreciation and amortization | 7.5 | 5.9 | 5.6 | ||||||||
Capital expenditures | 2.6 | 3.7 | 6.3 | ||||||||
Other | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Assets | $ 166.6 | $ 155.1 | 166.6 | 155.1 | |||||||
Continuing Operations | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Income from continuing operations before income taxes | 510.6 | 581.6 | 115.7 | ||||||||
Intangible asset amortization | (32.5) | (33.4) | (29.2) | ||||||||
Impairment, restructuring and other | (16.8) | (13.3) | (152.8) | ||||||||
Equity in (income)/loss of unconsolidated affiliates | 0 | 3.3 | 4.9 | ||||||||
Interest expense | (79.6) | (101.8) | (86.4) | ||||||||
Other non-operating income (expense), net | 20.1 | 270.5 | (1.7) | ||||||||
Debt Related Commitment Fees and Debt Issuance Costs | (15.1) | 0 | 0 | ||||||||
Continuing Operations | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Income from continuing operations before income taxes | 817.9 | 591.6 | 501.7 | ||||||||
Continuing Operations | Corporate | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Income from continuing operations before income taxes | (183.4) | (135.3) | (120.8) | ||||||||
Continuing Operations | U.S. Consumer | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Income from continuing operations before income taxes | 686.1 | 527.8 | 496.6 | ||||||||
Continuing Operations | Hawthorne | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Income from continuing operations before income taxes | 120.1 | 53.5 | (6.1) | ||||||||
Continuing Operations | Other | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Income from continuing operations before income taxes | $ 11.7 | $ 10.3 | $ 11.2 |
SEGMENT INFORMATION - Net Sales
SEGMENT INFORMATION - Net Sales by Product Category (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 30, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue from External Customer [Line Items] | |||||||||||
Net sales | $ 890.3 | $ 1,492.7 | $ 1,382.8 | $ 365.8 | $ 497.7 | $ 1,170.3 | $ 1,189.9 | $ 298.1 | $ 4,131.6 | $ 3,156 | $ 2,663.4 |
U.S. Consumer | Growing media and mulch | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 1,164 | 942.5 | 846.9 | ||||||||
U.S. Consumer | Lawn care | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 943.3 | 781.6 | 706.1 | ||||||||
U.S. Consumer | Controls | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 383.7 | 310.8 | 309 | ||||||||
U.S. Consumer | Roundup marketing agreement | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 132.7 | 112.1 | 114.4 | ||||||||
U.S. Consumer | Other, primarily gardening | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 199.4 | 134.1 | 133.2 | ||||||||
Hawthorne | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 1,083.5 | 671.2 | 344.9 | ||||||||
Hawthorne | Lighting | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 328.7 | 214.8 | 135.2 | ||||||||
Hawthorne | Nutrients | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 232.6 | 154.5 | 103.2 | ||||||||
Hawthorne | Growing media | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 148.9 | 91.1 | 24 | ||||||||
Hawthorne | Other, primarily hardware and growing environments | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 373.3 | 210.8 | 82.5 | ||||||||
Other | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 225 | 203.7 | 208.9 | ||||||||
Other | Lawn care | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 73.7 | 69.2 | 65.6 | ||||||||
Other | Growing media | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | 90.6 | 77.8 | 81.7 | ||||||||
Other | Other, primarily gardening and controls | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales | $ 60.7 | $ 56.7 | $ 61.6 |
SEGMENT INFORMATION - Concentra
SEGMENT INFORMATION - Concentrations of Credit Risk (Details) - Customer Concentration Risk | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Net Sales | Home Depot | |||
Revenue, Major Customer [Line Items] | |||
Concentration Risk, Percentage | 26.00% | 30.00% | 35.00% |
Net Sales | Lowe's | |||
Revenue, Major Customer [Line Items] | |||
Concentration Risk, Percentage | 18.00% | 19.00% | 17.00% |
Net Accounts Receivable | Two Largest Customers | |||
Revenue, Major Customer [Line Items] | |||
Concentration Risk, Percentage | 58.00% | 53.00% |
SEGMENT INFORMATION - Net sal_2
SEGMENT INFORMATION - Net sales and long-lived assets by geographic area (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 30, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | $ 890.3 | $ 1,492.7 | $ 1,382.8 | $ 365.8 | $ 497.7 | $ 1,170.3 | $ 1,189.9 | $ 298.1 | $ 4,131.6 | $ 3,156 | $ 2,663.4 |
Long-lived assets | 915.3 | 929.6 | 915.3 | 929.6 | |||||||
United States | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 3,773.4 | 2,851.9 | 2,375.5 | ||||||||
Long-lived assets | 773.5 | 784.1 | 773.5 | 784.1 | |||||||
International | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 358.2 | 304.1 | $ 287.9 | ||||||||
Long-lived assets | $ 141.8 | $ 145.5 | $ 141.8 | $ 145.5 |
QUARTERLY CONSOLIDATED FINANC_3
QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) - Unaudited Quarterly Results of Operation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 30, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 890.3 | $ 1,492.7 | $ 1,382.8 | $ 365.8 | $ 497.7 | $ 1,170.3 | $ 1,189.9 | $ 298.1 | $ 4,131.6 | $ 3,156 | $ 2,663.4 |
Gross profit | 216 | 526.7 | 550.2 | 54.2 | 89.5 | 423.4 | 472.1 | 34.5 | 1,347 | 1,019.6 | 864.6 |
Income (loss) from continuing operations | 4.2 | 204.3 | 249.8 | (71.3) | (55.5) | 178 | 396.9 | (82.6) | 386.9 | 436.7 | 127.6 |
Income (loss) from discontinued operations, net of tax | 0 | (1) | 2.6 | 0 | (2.6) | 23.6 | (0.5) | 2.9 | 1.7 | 23.5 | (63.9) |
Net income (loss) | 4.2 | 203.3 | 252.4 | (71.3) | (58.1) | 201.6 | 396.4 | (79.7) | 388.6 | 460.2 | 63.7 |
Net income (loss) attributable to controlling interest | $ 3.9 | $ 202.8 | $ 252.2 | $ (71.4) | $ (57.9) | $ 201.7 | $ 396.5 | $ (79.6) | $ 387.4 | $ 460.7 | $ 63.7 |
Basic earnings (loss) per common share: | |||||||||||
Income (loss) from continuing operations (USD per share) | $ 0.07 | $ 3.67 | $ 4.48 | $ (1.28) | $ (0.99) | $ 3.21 | $ 7.17 | $ (1.49) | $ 6.92 | $ 7.88 | $ 2.27 |
Income (loss) from discontinued operations (USD per share) | 0 | (0.02) | 0.05 | 0 | (0.05) | 0.42 | (0.01) | 0.05 | 0.04 | 0.42 | (1.14) |
Basic net income (loss) per common share (USD per share) | $ 0.07 | $ 3.65 | $ 4.53 | $ (1.28) | $ (1.04) | $ 3.63 | $ 7.16 | $ (1.44) | $ 6.96 | $ 8.30 | $ 1.13 |
Common shares used in basic EPS calculation (in shares) | 55.8 | 55.6 | 55.7 | 55.8 | 55.7 | 55.5 | 55.4 | 55.3 | 55.7 | 55.5 | 56.2 |
Diluted earnings (loss) per common share: | |||||||||||
Income (loss) from continuing operations (USD per share) | $ 0.07 | $ 3.57 | $ 4.43 | $ (1.28) | $ (0.99) | $ 3.15 | $ 7.10 | $ (1.49) | $ 6.78 | $ 7.77 | $ 2.23 |
Income (loss) from discontinued operations (USD per share) | 0 | (0.02) | 0.04 | 0 | (0.05) | 0.41 | (0.01) | 0.05 | 0.03 | 0.41 | (1.11) |
Diluted net income (loss) per common share (USD per share) | $ 0.07 | $ 3.55 | $ 4.47 | $ (1.28) | $ (1.04) | $ 3.56 | $ 7.09 | $ (1.44) | $ 6.81 | $ 8.18 | $ 1.12 |
Weighted-average number of Common Shares outstanding and dilutive potential Common Shares (in shares) | 57.6 | 57.1 | 56.4 | 55.8 | 55.7 | 56.6 | 55.9 | 55.3 | 56.9 | 56.3 | 57.1 |
QUARTERLY CONSOLIDATED FINANC_4
QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) - Additional Information (Details) | 6 Months Ended |
Jun. 27, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Percentage of annual net sales from combined second and third quarter sales | 75.00% |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Additions Charged to Expense | $ 0.5 | ||
Allowance for doubtful accounts | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ 4.2 | $ 3.6 | 3.1 |
Reserves Acquired | 0 | 0 | 0 |
Additions Charged to Expense | 7.2 | 1.4 | 0.8 |
Deductions Credited and Write-Offs | (3.9) | (0.8) | (0.3) |
Balance at End of Period | 7.5 | 4.2 | 3.6 |
Income tax valuation allowance | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 35.8 | 33.6 | 29.7 |
Reserves Acquired | 0 | 0 | 0 |
Additions Charged to Expense | 0.5 | 2.4 | 12.3 |
Deductions Credited and Write-Offs | (2.5) | (0.2) | (8.4) |
Balance at End of Period | $ 33.8 | $ 35.8 | $ 33.6 |