SMG · 10-K filed 25 Nov 2025 · year to 30 Sep 2025

Scotts Miracle-Gro

31 named things its latest annual report says its results depend on, each in the company's own words. 14 of them are also named by other companies we've read.

Read the filing on SEC.gov ↗

Customers

Lowe's

earns from · 52% of our fiscal 2025 net salesnamed as a risk

Our top two retail customers, The Home Depot and Lowe’s, together accounted for 52% of our fiscal 2025 net sales and 25% of our outstanding accounts receivable as of September 30, 2025.Risk factors (Item 1A)

Also named by AOS, DE, HLMN, MAS, SWK, SYF, TREX, WHR

The Home Depot

earns from · 52% of our fiscal 2025 net salesnamed as a risk

Also named by DE, HLMN, MAS, O, SWK, TREX

Suppliers

Single-source active ingredient suppliers

depends onnamed as a risk

Although we continue to implement risk mitigation strategies for single-source suppliers, we also rely on a limited number of suppliers for certain of our raw materials, product components and other necessary supplies, including certain active ingredients used in our products.Risk factors (Item 1A)

Partners and platforms

Monsanto Company (Bayer AG)

earns fromnamed as a risk

In the event that the Third Restated Agreement terminates or Monsanto’s consumer Roundup® business materially declines, we would lose all, or a substantial portion, of the significant source of earnings and overhead expense absorption the Third Restated Agreement provides.Risk factors (Item 1A)

Bonnie Plants, LLC

In addition, we have an equity interest in Bonnie Plants, LLC, a joint venture with Alabama Farmers Cooperative, Inc. (“AFC”), focused on planting, growing, developing, distributing, marketing and selling live plants.Business (Item 1)

Other companies

Hagedorn Partnership, L.P.

approximately 23%named as a risk

Hagedorn Partnership, L.P. beneficially owned approximately 23% of our outstanding Common Shares as of November 21, 2025.Risk factors (Item 1A)

Convertible debt investments in strategic partners

insures or lends to · $64.6 million and $101.3 millionnamed as a risk

For example, during fiscal 2024 and fiscal 2023, the Company recorded non-cash, pre-tax other-than-temporary impairment charges related to its convertible debt investments of $64.6 million and $101.3 million, respectively.Risk factors (Item 1A)

Cannabis industry

earns fromnamed as a risk

For example, our Hawthorne segment sales volume has decreased due to an oversupply of cannabis, which has led to a prolonged period of lower cannabis wholesale prices, reduced indoor and outdoor cannabis cultivation and consolidation of retail establishments.Risk factors (Item 1A)

Competitors

Spectrum Brands Holdings, Inc.

competes with

Primary competitors include Spectrum Brands Holdings, Inc., Central Garden & Pet Company, Kellogg Garden Products, Oldcastle Retail, Inc., Lebanon Seaboard Corporation, Reckitt Benckiser Group plc, FoxFarm Soil & Fertilizer Company, Nanolux Technology, Inc., Sun Gro Horticulture, Inc., The Procter & Gamble Company, Advanced Nutrients, Ltd., Jonathan Green, Inc., SBM Life Science Corp., Woodstream Corporation, This Land, Inc. dba Sunday Lawn Care and Hydrofarm Holdings Group, Inc.Business (Item 1)

Central Garden & Pet Company

competes with

Premier Tech Ltd.

competes with

In Canada, we face competition in the lawn and garden market from Premier Tech Ltd. and a variety of local companies including private label brands.Business (Item 1)

Places

Canada

subject tonamed as a risk

In addition, several provinces in Canada have adopted regulations that substantially restrict our ability to market and sell certain consumer pesticide products.Risk factors (Item 1A)

Also named by AAP, AJG, ALL, AMRC, AOS, ARE, BBY, BF/B and 97 more

China

depends onnamed as a risk

We import many of our raw materials and finished goods from countries outside of the United States, including but not limited to China.Risk factors (Item 1A)

Also named by A, AA, AAOI, AAP, AAPL, AB, ADI, AEHR and 261 more

Mexico

operates innamed as a risk

We operate manufacturing, sales and service facilities outside of the United States, particularly in Canada and Mexico.Risk factors (Item 1A)

Also named by AAP, AME, AMRC, ANET, AOS, ARES, AYI, AZO and 83 more

Hazards

Seasonal weather (spring lawn and garden season)

concentrated in · more than 75% of our annual net salesnamed as a risk

Our North America consumer lawn and garden business is highly seasonal, with more than 75% of our annual net sales occurring in our second and third fiscal quarters combined.Business (Item 1)

Also named by POOL

Commodities and inputs

Natural gas

exposed to its pricenamed as a risk

We are subject to market risk from fluctuations in foreign currency exchange rates and fluctuating prices of certain raw materials, including urea and other fertilizer inputs, resins, diesel, gasoline, natural gas, sphagnum peat, bark and grass seed.Market risk (Item 7A)

Also named by AA, ADM, AEE, AEP, AES, AESI, AGX, ALB and 132 more

Resins

exposed to its pricenamed as a risk

We are subject to market risk as a result of the fluctuating prices of raw materials, including urea and other fertilizer inputs, resins, diesel, gasoline, natural gas, sphagnum peat, bark and grass seed.Business (Item 1)

Also named by BAX, BDX, CL, FBIN, ITW, JOUT, KVUE, PG and 2 more

Diesel

exposed to its pricenamed as a risk

We also hedge certain commodities, particularly diesel and urea, to improve cost predictability and control.Business (Item 1)

Also named by AEP, MUSA, SEB

Sphagnum peat

subject tonamed as a risk

For example, we are subject to regulations relating to our harvesting of peat for our growing media business which has come under increasing regulatory and environmental scrutiny.Risk factors (Item 1A)

Urea

exposed to its pricenamed as a risk

We periodically utilize hedging agreements to fix the prices of a portion of our urea and fuel needs.Risk factors (Item 1A)

Grass seed

exposed to its pricenamed as a risk

Regulators

U.S. Environmental Protection Agency (EPA)

subject tonamed as a risk

The U.S. EPA or the third-party registrant may decide that a pesticide we use in our products will be limited or made unavailable to us.Risk factors (Item 1A)

Also named by AAON, AAP, ALSN, AMRC, APA, APD, APG, AROC and 78 more

Laws and programs

U.S. Controlled Substances Act

subject to · 39 U.S. statesnamed as a risk

For example, certain countries and 39 U.S. states have adopted frameworks that authorize, regulate and tax the cultivation, processing, sale and use of cannabis for medicinal and/or non-medicinal use, while the U.S. Controlled Substances Act and the laws of other U.S. states prohibit growing cannabis.Risk factors (Item 1A)

Also named by MO, UNFI, WM

Third Restated Agreement (Roundup marketing agreement)

Program EBIT ... falls below $50.0 millionnamed as a risk

In addition, if Program EBIT (as defined in the Third Restated Agreement) falls below $50.0 million in any program year, Monsanto may terminate the Third Restated Agreement without paying a termination fee to the Company, subject to certain terms and conditions as set forth therein.Risk factors (Item 1A)

Seventh A&R Credit Agreement

$2,119.7 million of debtnamed as a risk

As of September 30, 2025, we had $2,119.7 million of debt and $1,166.9 million in available borrowings under the sixth amended and restated credit agreement (the “Sixth A&R Credit Agreement”), which was in effect during the entirety of fiscal 2025.Risk factors (Item 1A)

U.S. import tariffs

subject tonamed as a risk

The U.S. has enacted tariffs on goods imported into the U.S. which have increased the cost of the goods we purchase.Risk factors (Item 1A)

Also named by AOS, APLD, BJ, BMI, CAVA, CVLG, CVS, DKS and 18 more

Federal Insecticide, Fungicide, and Rodenticide Act (FIFRA)

subject tonamed as a risk

All pesticide products sold in the United States must comply with FIFRA and most must be registered with the U.S. EPA and similar state agencies.Risk factors (Item 1A)

Also named by CTVA, ECL, EMN, POOL

PFAS regulation (CERCLA)

subject tonamed as a risk

It is possible, therefore, that some of these actions will have an impact – direct or indirect – on our business.Risk factors (Item 1A)

Also named by AMGN, CLH, WCN, ZTS

Food Quality Protection Act

subject tonamed as a risk

Under this Act, the U.S. EPA is evaluating the cumulative and aggregate risks from dietary and non-dietary exposures to pesticides.Risk factors (Item 1A)

Extended producer responsibility packaging programs

subject tonamed as a risk

Several states in the U.S. have enacted legislation to reduce single use plastics and establish extended producer responsibility programs, which are designed to bolster the recycling industry by transferring the cost of packaging disposal to the manufacturers.Risk factors (Item 1A)

Federal Seed Act

subject to

Our grass seed products are regulated in the U.S. by the Federal Seed Act and state regulations.Business (Item 1)