0001546380-24-000007 | 10-Q | XBRL Viewer

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EQUITY - Restricted Stock-based Award Activity (Details) - $ / shares	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Wtd. Avg. Grant Date Fair Value per Unit
Granted (USD per share)	$ 48.79	$ 50.59
Restricted Stock Units (RSUs)
No. of Units
Awards outstanding at beginning of period (shares)	611,838
Granted (shares)	204,249
Vested (shares)	(11,620)
Forfeited (shares)	(18,362)
Awards outstanding at end of period (shares)	786,105
Wtd. Avg. Grant Date Fair Value per Unit
Awards outstanding at beginning of period (USD per share)	$ 89.10
Granted (USD per share)	48.79
Vested (USD per share)	79.38
Forfeited (USD per share)	67.76
Awards outstanding at end of period (USD per share)	$ 79.27

LEASES - Additional Information (Details) - USD ($) $ in Millions	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Lessee, Lease, Description [Line Items]
Total lease liabilities	$ 311.2	$ 296.5	$ 292.9
Residual value of leased asset	5.2
Not Yet Commenced
Lessee, Lease, Description [Line Items]
Total lease liabilities	$ 23.3

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Fair Values of Derivative Instruments (Details) - USD ($) $ in Millions	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Fair value, inputs, level 2
Derivatives, Fair Value [Line Items]
Total derivatives	$ 16.0	$ 40.2	$ 28.7
Designated as Hedging Instruments \| Interest rate swap agreements \| Other assets
Derivatives, Fair Value [Line Items]
Derivative asset	7.1	14.7	16.1
Designated as Hedging Instruments \| Interest rate swap agreements \| Prepaid and other current assets
Derivatives, Fair Value [Line Items]
Derivative asset	14.4	16.7	14.2
Designated as Hedging Instruments \| Fair value, inputs, level 2
Derivatives, Fair Value [Line Items]
Total derivatives	19.1	33.7	28.2
Designated as Hedging Instruments \| Fair value, inputs, level 2 \| Interest rate swap agreements \| Other liabilities
Derivatives, Fair Value [Line Items]
Derivative liability	(2.0)	0.0	0.0
Designated as Hedging Instruments \| Fair value, inputs, level 2 \| Commodity hedging instruments \| Other current liabilities
Derivatives, Fair Value [Line Items]
Derivative liability	(0.4)	0.0	(2.4)
Designated as Hedging Instruments \| Fair value, inputs, level 2 \| Commodity hedging instruments \| Prepaid and other current assets
Derivatives, Fair Value [Line Items]
Derivative asset	0.0	2.3	0.3
Not Designated as Hedging Instrument \| Fair value, inputs, level 2
Derivatives, Fair Value [Line Items]
Total derivatives	(3.1)	6.5	0.5
Not Designated as Hedging Instrument \| Fair value, inputs, level 2 \| Currency forward contracts \| Other current liabilities
Derivatives, Fair Value [Line Items]
Derivative liability	(2.8)	0.0	(0.8)
Not Designated as Hedging Instrument \| Fair value, inputs, level 2 \| Currency forward contracts \| Prepaid and other current assets
Derivatives, Fair Value [Line Items]
Derivative asset	0.0	5.6	0.6
Not Designated as Hedging Instrument \| Fair value, inputs, level 2 \| Commodity hedging instruments \| Other current liabilities
Derivatives, Fair Value [Line Items]
Derivative liability	(0.3)	0.0	0.0
Not Designated as Hedging Instrument \| Fair value, inputs, level 2 \| Commodity hedging instruments \| Prepaid and other current assets
Derivatives, Fair Value [Line Items]
Derivative asset	$ 0.0	$ 0.9	$ 0.7

IMPAIRMENT, RESTRUCTURING AND OTHER - Impairment, Restructuring and Other Charges (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Restructuring Cost and Reserve [Line Items]
Restructuring and other charges (recoveries), net	$ (7.1)	$ 8.5
Total impairment, restructuring and other charges (recoveries), net	(12.9)	18.8
Restructuring and other charges (recoveries), net \| Operating expenses
Restructuring Cost and Reserve [Line Items]
Restructuring and other charges (recoveries), net	(7.1)	8.5
Restructuring and other charges (recoveries), net \| Cost of sales—impairment, restructuring and other
Restructuring Cost and Reserve [Line Items]
Restructuring and other charges (recoveries), net	(5.8)	7.1
Property, plant and equipment impairments \| Cost of sales—impairment, restructuring and other
Restructuring Cost and Reserve [Line Items]
Restructuring and other charges (recoveries), net	$ 0.0	$ 3.2

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

3 Months Ended

Dec. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

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 $112.5, $159.9 and $123.1 at December 30, 2023, December 31, 2022 and September 30, 2023, respectively. Contracts outstanding at December 30, 2023 will mature over the next fiscal quarter.

Interest Rate Risk Management

The Company enters into interest rate swap agreements as a means to hedge its variable interest rate risk on debt instruments. Net amounts to be received or paid under the swap agreements are reflected as adjustments to interest expense. The Company has outstanding interest rate swap agreements with major financial institutions that effectively convert a portion of the Company’s variable-rate debt to a fixed rate. Interest rate swap agreements are valued based on the present value of the estimated future net cash flows using implied rates in the applicable yield curve as of the valuation date. Swap agreements that were hedging interest payments as of December 30, 2023, December 31, 2022 and September 30, 2023 had a maximum total U.S. dollar equivalent notional amount of $700.0, $800.0 and $600.0, respectively. Refer to “NOTE 6. DEBT” for the terms of the swap agreements outstanding at December 30, 2023. Included in the AOCL balance at December 30, 2023 was a gain of $10.3 related to interest rate swap agreements that is expected to be reclassified to earnings during the next twelve months, consistent with the timing of the underlying hedged transactions.

Commodity Price Risk Management

The Company enters into hedging arrangements designed to fix the price of a portion of its projected future urea and diesel requirements. Commodity contracts are valued using observable commodity exchange prices in active markets. Included in the AOCL balance at December 30, 2023 was a loss of $3.3 related to commodity hedges that is expected to be reclassified to earnings during the next twelve months, consistent with the timing of the underlying hedged transactions.

The Company had the following outstanding commodity contracts that were entered into to hedge forecasted purchases:

Commodity

December 30,
2023

December 31,
2022

September 30,
2023

Urea

18,000 tons

27,000 tons

52,500 tons

Diesel

2,226,000 gallons

2,058,000 gallons

1,974,000 gallons

Heating Oil

1,008,000 gallons

1,092,000 gallons

966,000 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)
Derivatives Designated as Hedging Instruments	Balance Sheet Location	December 30, 2023		December 31, 2022		September 30, 2023

Interest rate swap agreements	Prepaid and other current assets	$	14.4	$	14.2	$	16.7
	Other assets	7.1		16.1		14.7

	Other liabilities	(2.0)		—		—
Commodity hedging instruments	Prepaid and other current assets	—		0.3		2.3
	Other current liabilities	(0.4)		(2.4)		—
Total derivatives designated as hedging instruments		$	19.1	$	28.2	$	33.7

Derivatives Not Designated as Hedging Instruments	Balance Sheet Location
Currency forward contracts	Prepaid and other current assets	$	—	$	0.6	$	5.6
	Other current liabilities	(2.8)		(0.8)		—
Commodity hedging instruments	Prepaid and other current assets	—		0.7		0.9
	Other current liabilities	(0.3)		—		—
Total derivatives not designated as hedging instruments		(3.1)		0.5		6.5
Total derivatives		$	16.0	$	28.7	$	40.2

The effect of derivative instruments on AOCL, net of tax, and the Condensed Consolidated Statements of Operations for each of the periods presented was as follows:


Derivatives in Cash Flow Hedging Relationships	Amount of Gain / (Loss) Recognized in AOCL
	Three Months Ended
	December 30, 2023		December 31, 2022

Interest rate swap agreements	$	(6.4)	$	0.5
Commodity hedging instruments	(1.8)		(5.3)
Total	$	(8.2)	$	(4.8)


Derivatives in Cash Flow Hedging Relationships	Reclassified from AOCL into Statement of Operations	Amount of Gain / (Loss)
		Three Months Ended
		December 30, 2023		December 31, 2022

Interest rate swap agreements	Interest expense	$	2.6	$	1.4
Commodity hedging instruments	Cost of sales	(1.1)		2.3
Total		$	1.5	$	3.7


Derivatives Not Designated as Hedging Instruments	Recognized in Statement of Operations	Amount of Gain / (Loss)
		Three Months Ended
		December 30, 2023		December 31, 2022

Currency forward contracts	Other income / expense, net	$	(4.8)	$	(11.3)
Commodity hedging instruments	Cost of sales	(1.3)		1.5
Total		$	(6.1)	$	(9.8)

EQUITY - Stock Options Weighted Average Assumptions (Details) - Options	3 Months Ended
	Dec. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	38.80%
Risk-free interest rate	4.70%
Expected dividend yield	4.10%
Expected life	6 years 1 month 6 days

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Outstanding Commodity Contracts (Details)	3 Months Ended
	Dec. 30, 2023 T gal	Sep. 30, 2023 T gal	Dec. 31, 2022 T gal
Urea (in tons)
Derivative [Line Items]
Outstanding commodity contracts, mass \| T	18,000	52,500	27,000
Diesel (in gallons)
Derivative [Line Items]
Outstanding commodity contracts, volume	2,226,000	1,974,000	2,058,000
Heating Oil (in gallons)
Derivative [Line Items]
Outstanding commodity contracts, volume	1,008,000	966,000	1,092,000

INVENTORIES (Details) - USD ($) $ in Millions	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Finished goods	$ 770.6	$ 506.2	$ 1,045.0
Raw materials	298.1	272.5	360.6
Work-in-process	100.9	101.6	120.3
Total inventories, net	$ 1,169.6	$ 880.3	$ 1,525.9

FAIR VALUE MEASUREMENTS

3 Months Ended

Dec. 30, 2023

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

The following table summarizes the fair value of the Company’s assets and liabilities for which disclosure of fair value is required:


		December 30, 2023				December 31, 2022				September 30, 2023
	Fair Value Hierarchy Level	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Assets
Cash equivalents	Level 1	$	1.5	$	1.5	$	1.9	$	1.9	$	1.2	$	1.2




Other
Investment securities in non-qualified retirement plan assets	Level 1	40.1		40.1		37.7		37.7		36.3		36.3


Convertible debt investments	Level 3	85.0		85.0		91.2		91.2		85.8		85.8

Liabilities




Debt instruments
Credit facilities – revolving loans	Level 2	511.2		511.2		681.5		681.5		88.3		88.3
Credit facilities – term loans	Level 2	912.5		912.5		962.5		962.5		925.0		925.0
Senior Notes due 2031 – 4.000%	Level 2	500.0		425.0		500.0		375.6		500.0		380.0
Senior Notes due 2032 – 4.375%	Level 2	400.0		339.0		400.0		303.0		400.0		304.0
Senior Notes due 2029 – 4.500%	Level 2	450.0		401.6		450.0		364.5		450.0		366.8
Senior Notes due 2026 – 5.250%	Level 2	250.0		242.2		250.0		236.3		250.0		233.1

Receivables facility	Level 2	—		—		161.0		161.0		—		—

Other debt	Level 2	2.5		2.5		3.8		3.8		0.4		0.4

Changes in the balance of Level 3 convertible debt investments carried at fair value are presented below. There were no transfers into or out of Level 3.


	Three Months Ended
	December 30, 2023		December 31, 2022
Fair value at beginning of period	$	85.8	$	117.0

Total realized / unrealized gains included in net earnings	0.1		1.0
Total realized / unrealized losses included in OCI	(0.9)		(26.8)
Fair value at end of period	$	85.0	$	91.2

The amortized cost basis of convertible debt investments was $225.9, $223.0 and $225.8 at December 30, 2023, December 31, 2022 and September 30, 2023, respectively. At December 30, 2023, December 31, 2022 and September 30, 2023, gross unrealized losses on convertible debt investments were $140.9, $131.9 and $140.0, respectively, and there were no gross unrealized gains. These investments have been in a continuous unrealized loss position for greater than 12 months as of December 30, 2023. The allowance for expected credit losses was $101.3, $0.0 and $101.3 at December 30, 2023, December 31, 2022 and September 30, 2023, respectively. At December 30, 2023, the period until scheduled maturity of the Company’s convertible debt investments was between 3.7 years and 5.7 years.

MARKETING AGREEMENT (Tables)

3 Months Ended

Dec. 30, 2023

Marketing Agreement [Abstract]

Schedule of Net Commission and Reimbursements Earned Under Marketing Agreement

The elements of the net commission and reimbursements earned under the Third Restated Agreement and included in the “Net sales” line in the Condensed Consolidated Statements of Operations are as follows:


	Three Months Ended
	December 30, 2023		December 31, 2022

Gross commission	$	8.8	$	9.6
Contribution expenses	(4.5)		(4.5)

Net commission	4.3		5.1
Reimbursements associated with Roundup® marketing agreement	19.1		15.2
Total net sales associated with Roundup® marketing agreement	$	23.4	$	20.3

DEBT - Interest Rate Swap Agreements (Details) - USD ($) $ in Millions	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Instrument 1
Derivative [Line Items]
Derivative, notional amount	$ 200.0
Fixed Rate	0.49%
Instrument 2
Derivative [Line Items]
Derivative, notional amount	$ 200.0
Fixed Rate	0.80%
Instrument 3
Derivative [Line Items]
Derivative, notional amount	$ 150.0
Fixed Rate	3.37%
Instrument 4
Derivative [Line Items]
Derivative, notional amount	$ 50.0
Fixed Rate	3.34%
Instrument 5
Derivative [Line Items]
Derivative, notional amount	$ 100.0
Fixed Rate	4.74%
Derivatives designated as hedging instruments \| Interest Rate Swap
Derivative [Line Items]
Derivative, notional amount	$ 700.0	$ 600.0	$ 800.0

FAIR VALUE MEASUREMENTS - Rollforward (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Total realized / unrealized losses included in OCI	$ (8.8)	$ (26.0)
Net Unrealized Gain (Loss) On Securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Total realized / unrealized losses included in OCI	(0.9)	(26.8)
Fair value, inputs, level 3 \| Fair Value, Measurements, Recurring \| Convertible debt investments
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Investment income	0.1	1.0
Fair value, inputs, level 3 \| Fair Value, Measurements, Recurring \| Convertible debt investments \| Net Unrealized Gain (Loss) On Securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Total realized / unrealized losses included in OCI	(0.9)	(26.8)
Fair value, inputs, level 3 \| Estimated Fair Value \| Fair Value, Measurements, Recurring \| Convertible debt investments
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value at beginning of year	85.8	117.0
Fair value at end of year	$ 85.0	$ 91.2

DEBT - Components of Long-Term Debt (Details) - USD ($) $ in Millions	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022	Aug. 13, 2021	Mar. 17, 2021	Oct. 22, 2019	Dec. 15, 2016
Debt Instrument [Line Items]
Total debt	$ 3,043.5	$ 2,630.6	$ 3,427.3
Less current portions	54.5	52.3	216.8
Long-term debt	2,969.0	2,557.4	3,189.6
Credit Facilities \| Revolving loans
Debt Instrument [Line Items]
Total debt	511.2	88.3	681.5
Credit Facilities \| Term loans
Debt Instrument [Line Items]
Total debt	$ 912.5	$ 925.0	$ 962.5
Senior Notes \| 4.000% Senior Notes Due 2031
Debt Instrument [Line Items]
Interest rate of debt (percentage)	4.00%	4.00%	4.00%		4.00%
Total debt	$ 500.0	$ 500.0	$ 500.0
Senior Notes \| 4.375% Senior Notes Due 2032
Debt Instrument [Line Items]
Interest rate of debt (percentage)	4.375%	4.375%	4.375%	4.375%
Total debt	$ 400.0	$ 400.0	$ 400.0
Senior Notes \| 4.500% Senior Notes Due 2029
Debt Instrument [Line Items]
Interest rate of debt (percentage)	4.50%	4.50%	4.50%			4.50%
Total debt	$ 450.0	$ 450.0	$ 450.0
Senior Notes \| 5.250% Senior Notes Due 2026
Debt Instrument [Line Items]
Interest rate of debt (percentage)	5.25%	5.25%	5.25%				5.25%
Total debt	$ 250.0	$ 250.0	$ 250.0
Receivables Facility
Debt Instrument [Line Items]
Total debt	0.0	0.0	161.0
Finance lease obligations
Debt Instrument [Line Items]
Total debt	17.3	16.9	18.5
Other
Debt Instrument [Line Items]
Total debt	2.5	0.4	3.8
Long-term debt
Debt Instrument [Line Items]
Less unamortized debt issuance costs	$ 20.0	$ 20.9	$ 20.9

SEGMENT INFORMATION - Net Sales, Profit (Loss), and Assets by Segment (Details) $ in Millions	3 Months Ended
	Dec. 30, 2023 USD ($) segment	Dec. 31, 2022 USD ($)
Segment Reporting [Abstract]
Number of reportable segments \| segment	3
Segment Reporting Information [Line Items]
Net sales	$ 410.4	$ 526.6
Impairment, restructuring and other	7.1	(8.5)
Equity in loss of unconsolidated affiliates	(22.5)	(11.4)
Interest expense	(42.8)	(42.7)
Other non-operating income (expense), net	(1.6)	1.6
Continuing Operations
Segment Reporting Information [Line Items]
Segment profit (loss)	(114.2)	(94.3)
Intangible asset amortization	(4.0)	(7.7)
Impairment, restructuring and other	12.9	(18.7)
Equity in loss of unconsolidated affiliates	(22.5)	(11.4)
Interest expense	(42.8)	(42.7)
Other non-operating income (expense), net	(1.6)	1.6
Continuing Operations \| Operating Segments
Segment Reporting Information [Line Items]
Segment profit (loss)	(30.2)	16.5
Continuing Operations \| Corporate
Segment Reporting Information [Line Items]
Segment profit (loss)	(26.0)	(31.9)
U.S. Consumer
Segment Reporting Information [Line Items]
Net sales	306.7	369.0
U.S. Consumer \| Continuing Operations \| Operating Segments
Segment Reporting Information [Line Items]
Segment profit (loss)	(15.5)	31.3
Hawthorne
Segment Reporting Information [Line Items]
Net sales	80.1	131.5
Hawthorne \| Continuing Operations \| Operating Segments
Segment Reporting Information [Line Items]
Segment profit (loss)	(9.7)	(16.2)
Other
Segment Reporting Information [Line Items]
Net sales	23.6	26.1
Other \| Continuing Operations \| Operating Segments
Segment Reporting Information [Line Items]
Segment profit (loss)	$ (5.0)	$ 1.4

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Effect of Derivative Instruments on AOCI and Statements of Operations (Details) - Fair value, inputs, level 2 - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Not Designated as Hedging Instrument
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in Earnings	$ (6.1)	$ (9.8)
Not Designated as Hedging Instrument \| Commodity hedging instruments
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in Earnings	$ (1.3)	$ 1.5
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Cost of sales	Cost of sales
Not Designated as Hedging Instrument \| Currency forward contracts
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in Earnings	$ (4.8)	$ (11.3)
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other Operating Income (Expense), Net	Other Operating Income (Expense), Net
Cash Flow Hedging
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in AOCL	$ (8.2)	$ (4.8)
Amount of Gain / (Loss) Reclassified From AOCI Into Earnings	1.5	3.7
Cash Flow Hedging \| Interest rate swap agreements
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in AOCL	(6.4)	0.5
Amount of Gain / (Loss) Reclassified From AOCI Into Earnings	$ 2.6	$ 1.4
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration]	Interest expense	Interest expense
Cash Flow Hedging \| Commodity hedging instruments
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in AOCL	$ (1.8)	$ (5.3)
Amount of Gain / (Loss) Reclassified From AOCI Into Earnings	$ (1.1)	$ 2.3
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration]	Cost of sales	Cost of sales

EQUITY - Summary of the Changes in Equity (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Schedule of Equity Method Investments [Line Items]
Dividends declared (USD per share)	$ 0.66	$ 0.66
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Total equity, beginning balance	$ (267.3)	$ 147.7
Net income (loss)	(80.5)	(64.7)
Other comprehensive income (loss)	(8.9)	(24.6)
Share-based compensation	11.7	20.8
Dividends declared	(38.0)	(37.5)
Treasury share purchases	(3.1)	(0.8)
Treasury share issuances	0.7	18.7
Total equity, ending balance	(385.4)	59.5
Common Shares and Capital in Excess of Stated Value
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity beginning balance	353.1	364.0
Share-based compensation	11.7	20.8
Treasury share issuances	(15.2)	(17.2)
Equity ending balance	349.6	367.6
Retained Earnings
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity beginning balance	490.9	1,020.1
Net income (loss)	(80.5)	(64.7)
Dividends declared	(38.0)	(37.5)
Equity ending balance	372.4	917.9
Treasury Shares
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity beginning balance	(998.5)	(1,091.8)
Treasury share purchases	(3.1)	(0.8)
Treasury share issuances	15.9	35.9
Equity ending balance	(985.7)	(1,056.7)
Accumulated Other Comprehensive Loss
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity beginning balance	(112.8)	(144.6)
Other comprehensive income (loss)	(8.9)	(24.6)
Equity ending balance	$ (121.7)	$ (169.3)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

Dec. 30, 2023

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

The Scotts Miracle-Gro Company (“Scotts Miracle-Gro”) and its subsidiaries (collectively, with Scotts Miracle-Gro, the “Company”) are engaged in the manufacturing, marketing and sale of products for lawn and garden care and indoor and hydroponic gardening. The Company’s products are sold in North America, Europe and Asia.

The Company’s North America consumer lawn and garden business is highly seasonal, with approximately 75% of its annual net sales occurring in the second and third fiscal quarters. The Company’s Hawthorne segment is also impacted by seasonal sales patterns for certain product categories due to the timing of growing patterns in North America during the second and third fiscal quarters, and the timing of certain controlled agricultural lighting project sales during the third and fourth fiscal quarters.

Organization and Basis of Presentation

The Company’s unaudited condensed consolidated financial statements for the three months ended December 30, 2023 and December 31, 2022 are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The condensed consolidated financial statements include the accounts of Scotts Miracle-Gro and its subsidiaries. All intercompany transactions and accounts have been eliminated in consolidation. The Company’s consolidation criteria are based on majority ownership (as evidenced by a majority voting interest in the entity) and an objective evaluation and determination of effective management control. The results of businesses acquired or disposed of are included in the condensed consolidated financial statements from the date of each acquisition or up to the date of disposal, respectively. In the opinion of management, interim results reflect all normal and recurring adjustments and are not necessarily indicative of results for a full year.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted or condensed pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, this Quarterly Report on Form 10-Q for the fiscal quarter ended December 30, 2023 (this “Form 10-Q”) should be read in conjunction with Scotts Miracle-Gro’s Annual Report on Form 10-K for the fiscal year ended September 30, 2023 (the “2023 Annual Report”), which includes a complete set of footnote disclosures, including the Company’s significant accounting policies.

The Company’s Condensed Consolidated Balance Sheet at September 30, 2023 has been derived from the Company’s audited Consolidated Balance Sheet at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements.

Accounts Receivable

On October 27, 2023, the Company entered into a Master Receivables Purchase Agreement (the “Master Receivables Purchase Agreement”), under which it may sell up to $600.0 of available and eligible outstanding customer accounts receivable generated by sales to four specified customers. The agreement is uncommitted and has an initial term that expires October 25, 2024, unless earlier terminated by the purchaser. The receivable sales are non-recourse to the Company, other than with respect to (i) repurchase and indemnification obligations for any violations by the Company of its respective representations or obligations as seller or servicer and (ii) certain repurchase and payment obligations arising from any dilution of, or dispute with respect to, any purchased receivables that arise after the sale of such purchased receivables to the purchaser not contemplated in the applicable purchase price of such purchased receivable. The recourse obligations of the Company that may arise from time to time are supported by standby letters of credit of $70.0. Transactions under this agreement are accounted for as sales of accounts receivable, and the receivables sold are removed from the Condensed Consolidated Balance Sheets at the time of the sales transaction. Proceeds received from the sales of accounts receivable are classified as operating cash flows and collections of previously sold accounts receivable not yet submitted to the financial institution are classified as financing cash flows in the Condensed Consolidated Statements of Cash Flows. The Company records the discount in the “Other expense, net” line in the Condensed Consolidated Statements of Operations. At December 30, 2023, net receivables of $140.1 were derecognized. During the three months ended December 30, 2023, proceeds from the sale of receivables under the Master Receivables Purchase Agreement totaled $199.6.

Supplier Finance Program

The Company has an agreement to provide a supplier finance program which facilitates participating suppliers’ ability to finance payment obligations of the Company with a designated third-party financial institution. Participating suppliers may, at their sole discretion, elect to finance payment obligations of the Company prior to their scheduled due dates at a discounted price to the participating financial institution. The Company’s obligations to its suppliers, including amounts due and scheduled payment dates, are not impacted by suppliers’ decisions to finance amounts under this arrangement. The payment terms that the Company negotiates with its suppliers are consistent, regardless of whether a supplier participates in the program. The Company’s current payment terms with a majority of its suppliers generally range from 30 to 60 days, which is deemed to be commercially reasonable. The Company’s outstanding payment obligations under its supplier finance program were $30.8, $20.4, and $18.3 at December 30, 2023, December 31, 2022 and September 30, 2023, respectively, and are recorded within accounts payable in the Condensed Consolidated Balance Sheets. The associated payments were $69.8 and $50.5 for the three months ended December 30, 2023 and December 31, 2022, respectively, and are classified as operating activities in the Condensed Consolidated Statements of Cash Flows.

Long-Lived Assets

The Company had non-cash investing activities of $8.6 and $19.2 during the three months ended December 30, 2023 and December 31, 2022, respectively, representing unpaid liabilities to acquire property, plant and equipment.

Statements of Cash Flows

Supplemental cash flow information was as follows:


	Three Months Ended
	December 30, 2023		December 31, 2022

Interest paid	$	49.6	$	48.8

Income taxes paid (refunded), net	0.8		(23.9)

Cash flow from operating activities for the three months ended December 31, 2022 was impacted by extended payment terms with vendors across the U.S. Consumer and Hawthorne segments for payments originally due in the final weeks of fiscal 2022 that were paid in the first quarter of fiscal 2023.

RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2022-04, “Liabilities — Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations.” This ASU requires disclosure of the key terms of outstanding supplier finance programs and a roll-forward of the related obligations. ASU No. 2022-04 is effective for fiscal years beginning after December 15, 2022, except for the amendment on roll-forward information, which is effective for fiscal years beginning after December 15, 2023. The Company adopted the ASU as of October 1, 2023. The adoption relates to disclosures only and does not have any impact on the Company’s consolidated financial position, results of operations or cash flows.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” This ASU requires enhanced disclosures about significant segment expenses regularly provided to the chief operating decision maker that are included within each reported measure of segment profit or loss, and also requires all annual disclosures currently required by Topic 280 to be included in interim periods. ASU No. 2023-07 is to be applied retrospectively for all periods presented in the financial statements and is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact that the adoption of this guidance will have on the Company’s disclosures.

In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This ASU primarily requires enhanced disclosures and disaggregation of income tax information by jurisdiction in the annual income tax reconciliation and quantitative and qualitative disclosures regarding income taxes paid. ASU No. 2023-09 is to be applied prospectively, with the option to apply the standard retrospectively, effective for fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact that the adoption of this guidance will have on the Company’s disclosures.

DEBT - Receivables Facility (Details) - USD ($) $ in Millions	Apr. 07, 2017	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Long-term debt		$ 3,043.5	$ 2,630.6	$ 3,427.3
Accounts receivable pledged		0.0	0.0	178.9
Receivables Facility
Debt Instrument [Line Items]
Long-term debt		$ 0.0	$ 0.0	$ 161.0
Master Repurchase And Framework Agreements, The Amendments
Debt Instrument [Line Items]
Financing receivable, before allowance for credit loss	$ 400.0
Line of credit facility, maximum amount outstanding during period	$ 160.0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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Amortized cost, before allowance for credit loss, of financing receivable. Excludes financing receivable covered under loss sharing agreement and net investment in lease.

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INCOME TAXES	3 Months Ended
INCOME TAXES	Dec. 30, 2023
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The effective tax rates for the three months ended December 30, 2023 and December 31, 2022 were 29.5% and 31.4%, respectively. The effective tax rate used for interim reporting purposes is based on management’s best estimate of factors impacting the effective tax rate for the full fiscal year and includes the impact of discrete items recognized in the quarter. There can be no assurance that the effective tax rate estimated for interim financial reporting purposes will approximate the effective tax rate determined at fiscal year-end. Scotts Miracle-Gro or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction and various state, local and foreign jurisdictions. Subject to the following exceptions, the Company is no longer subject to examination by these tax authorities for fiscal years prior to 2020. There are currently no ongoing audits with respect to the U.S. federal jurisdiction. With respect to the foreign jurisdictions, a Canadian audit covering fiscal years 2020 through 2021 is in process. The Company is currently under examination by certain U.S. state and local tax authorities covering various periods from fiscal years 2018 through 2019. In addition to the aforementioned audits, certain other tax deficiency notices and refund claims for previous years remain unresolved. The Company currently anticipates that few of its open and active audits will be resolved within the next twelve months. The Company is unable to make a reasonably reliable estimate as to when or if cash settlements with taxing authorities may occur. Although the outcomes of such examinations and the timing of any payments required upon the conclusion of such examinations are subject to significant uncertainty, the Company does not anticipate that the resolution of these tax matters or any events related thereto will result in a material change to its consolidated financial position, results of operations or cash flows.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Section S99
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-Name Accounting Standards Codification
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 2
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

SEGMENT INFORMATION - Net Sales by Geographic Area (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Net sales	$ 410.4	$ 526.6
United States
Segment Reporting Information [Line Items]
Net sales	365.8	465.0
International
Segment Reporting Information [Line Items]
Net sales	$ 44.6	$ 61.6

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

DEBT - Credit Facilities (Details) $ in Millions	Jul. 31, 2023 USD ($)	Apr. 08, 2022 USD ($)	Dec. 30, 2023 USD ($)	Dec. 31, 2022	Jun. 08, 2022
Debt Instrument [Line Items]
Weighted average interest rate (percentage)			6.00%	5.20%
Debt Instrument, Covenant, Fixed Charge Coverage Ratio			1.08
Debt Instrument, Redemption, Period One
Debt Instrument [Line Items]
Debt Instrument, Covenant, Leverage Ratio, Maximum			8.25
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum			0.75
Debt Instrument, Redemption, Period Two
Debt Instrument [Line Items]
Debt Instrument, Covenant, Leverage Ratio, Maximum			7.75
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Minimum			1.00
Debt Instrument, Redemption, Period Three
Debt Instrument [Line Items]
Debt Instrument, Covenant, Leverage Ratio, Maximum			6.50
Debt Instrument, Redemption, Period Four
Debt Instrument [Line Items]
Debt Instrument, Covenant, Leverage Ratio, Maximum			6.00
Debt Instrument, Redemption, Period Five
Debt Instrument [Line Items]
Debt Instrument, Covenant, Leverage Ratio, Maximum			5.50
Debt Instrument, Redemption, Period Six
Debt Instrument [Line Items]
Debt Instrument, Covenant, Leverage Ratio, Maximum			5.25
Debt Instrument, Redemption, Period Seven
Debt Instrument [Line Items]
Debt Instrument, Covenant, Leverage Ratio, Maximum			5.00
Debt Instrument, Redemption, Period Eight
Debt Instrument [Line Items]
Debt Instrument, Covenant, Leverage Ratio, Maximum			4.75
Debt Instrument, Redemption, Period Nine
Debt Instrument [Line Items]
Debt Instrument, Covenant, Leverage Ratio, Maximum			4.50
Revolving Credit Facility
Debt Instrument [Line Items]
Weighted average interest rate (percentage)			9.10%	6.60%
Fifth Amended and Restated Senior Secured Credit Agreement
Debt Instrument [Line Items]
Leverage ratio			7.20
Sixth Amended And Restated Senior Secured Credit Agreement
Debt Instrument [Line Items]
Senior secured credit facilities, maximum borrowing capacity		$ 2,500.0
Line of Credit Facility, Fair Value of Amount Outstanding			$ 3,023.7
Sixth Amended And Restated Senior Secured Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Senior secured credit facilities, maximum borrowing capacity		1,500.0
Line of Credit Facility, Letters of Credit		100.0
Sixth Amended And Restated Senior Secured Credit Agreement \| Secured Term Loan
Debt Instrument [Line Items]
Senior secured credit facilities, maximum borrowing capacity		$ 1,000.0
Sixth Amended And Restated Senior Secured Credit Agreement, Amendment One \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Increase (Decrease), Basis Points					35
Debt Instrument, Annual Facility Fee Rate, Increase (Decrease), Basis Points					15
Debt Instrument, Covenant, Leverage Ratio, Maximum					4.75
Debt Instrument, Covenant, Common Stock Cash Dividends, Annual Maximum	$ 225.0
Debt Instrument, Covenant, Other Dividends And Distributions, Maximum	25.0
Sixth Amended And Restated Senior Secured Credit Agreement, Amendment One \| Secured Term Loan
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Increase (Decrease), Basis Points					50
Sixth Amended And Restated Senior Secured Credit Agreement, Amendment Two \| Revolving Credit Facility
Debt Instrument [Line Items]
Line Of Credit Facility, Commitment, Increase (Decrease)	$ 250.0
Debt Instrument, Interest Rate, Increase (Decrease)	0.25%
Debt Instrument, Covenant, Leverage Ratio, Minimum Threshold For Additional Pricing Tier	6.00
Debt Instrument, Covenant, Incremental Investments, Loans, And Advances, Maximum	$ 25.0
Credit Facilities
Debt Instrument [Line Items]
Available borrowing capacity			660.7
Credit Facilities \| Letter of Credit
Debt Instrument [Line Items]
Principal amount			$ 78.0
Credit Facilities \| Sixth Amended And Restated Senior Secured Credit Agreement
Debt Instrument [Line Items]
Debt, maturity period (years)		5 years

LEASES - Weighted-Average Remaining Lease Term and Discount Rate Schedule (Details)	Dec. 30, 2023	Dec. 31, 2022
Leases [Abstract]
Operating leases, weighted average remaining term (in years)	5 years 6 months	4 years 8 months 12 days
Finance leases, weighted average remaining term (in years)	9 years 1 month 6 days	9 years 10 months 24 days
Operating leases, weighted average discount rate (percent)	5.50%	3.60%
Finance leases, weighted average discount rate (percent)	4.50%	4.40%

INVENTORIES (Tables)

3 Months Ended

Dec. 30, 2023

Inventory Disclosure [Abstract]

Summary of Inventories

Inventories consisted of the following for each of the periods presented:


	December 30, 2023		December 31, 2022		September 30, 2023

Finished goods	$	770.6	$	1,045.0	$	506.2
Raw materials	298.1		360.6		272.5
Work-in-process	100.9		120.3		101.6
Total inventories, net	$	1,169.6	$	1,525.9	$	880.3

DEBT - Weighted Average Interest Rate (Details)	Dec. 30, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
Weighted average interest rate (percentage)	6.00%	5.20%

EQUITY

3 Months Ended

Dec. 30, 2023

Equity [Abstract]

EQUITY

EQUITY (DEFICIT)

The following tables provide a summary of the changes in equity (deficit) for each of the periods indicated:


	Common Shares and Capital in Excess of Stated Value		Retained Earnings		Treasury Shares		Accumulated Other Comprehensive Loss		Total Equity (Deficit)
Balance at September 30, 2023	$	353.1	$	490.9	$	(998.5)	$	(112.8)	$	(267.3)

Net income (loss)	—		(80.5)		—		—		(80.5)
Other comprehensive income (loss)	—		—		—		(8.9)		(8.9)
Share-based compensation	11.7		—		—		—		11.7
Dividends declared ($0.66 per share)	—		(38.0)		—		—		(38.0)
Treasury share purchases	—		—		(3.1)		—		(3.1)
Treasury share issuances	(15.2)		—		15.9		—		0.7



Balance at December 30, 2023	$	349.6	$	372.4	$	(985.7)	$	(121.7)	$	(385.4)

The sum of the components may not equal due to rounding.


	Common Shares and Capital in Excess of Stated Value		Retained Earnings		Treasury Shares		Accumulated Other Comprehensive Loss		Total Equity (Deficit)
Balance at September 30, 2022	$	364.0	$	1,020.1	$	(1,091.8)	$	(144.6)	$	147.7

Net income (loss)	—		(64.7)		—		—		(64.7)
Other comprehensive income (loss)	—		—		—		(24.6)		(24.6)
Share-based compensation	20.8		—		—		—		20.8
Dividends declared ($0.66 per share)	—		(37.5)		—		—		(37.5)
Treasury share purchases	—		—		(0.8)		—		(0.8)
Treasury share issuances	(17.2)		—		35.9		—		18.7



Balance at December 31, 2022	$	367.6	$	917.9	$	(1,056.7)	$	(169.3)	$	59.5

The sum of the components may not equal due to rounding.

Accumulated Other Comprehensive Loss

Changes in accumulated other comprehensive loss (“AOCL”) by component were as follows for each of the periods indicated:


	Three Months Ended
	Foreign Currency Translation Adjustments		Net Unrealized Gain (Loss) On Derivative Instruments		Net Unrealized Gain (Loss) On Securities		Pension and Other Post-Retirement Benefit Adjustments		Accumulated Other Comprehensive Income (Loss)
Balance at September 30, 2023	$	(21.9)	$	20.1	$	(38.6)	$	(72.4)	$	(112.8)
Other comprehensive income (loss) before reclassifications	3.1		(11.0)		(0.9)		—		(8.8)
Amounts reclassified from accumulated other comprehensive net income (loss)	—		(2.0)		—		(2.1)		(4.1)
Income tax benefit (expense)	—		3.3		—		0.7		4.0
Net current period other comprehensive income (loss)	3.1		(9.7)		(0.9)		(1.4)		(8.9)
Balance at December 30, 2023	$	(18.8)	$	10.4	$	(39.5)	$	(73.8)	$	(121.7)

Balance at September 30, 2022	$	(28.9)	$	33.3	$	(79.7)	$	(69.3)	$	(144.6)
Other comprehensive income (loss) before reclassifications	7.2		(6.4)		(26.8)		—		(26.0)
Amounts reclassified from accumulated other comprehensive net income (loss)	—		(5.0)		—		(3.9)		(8.9)
Income tax benefit (expense)	—		2.9		6.4		1.0		10.3
Net current period other comprehensive income (loss)	7.2		(8.5)		(20.4)		(2.9)		(24.6)
Balance at December 31, 2022	$	(21.7)	$	24.8	$	(100.2)	$	(72.2)	$	(169.3)

The sum of the components may not equal due to rounding.

Share-Based Awards

In January 2024, the shareholders of Scotts Miracle-Gro approved an amendment and restatement of The Scotts Miracle-Gro Company Long-Term Incentive Plan to increase the maximum number of Common Shares available for grant to participants under the Plan by 2.5 million Common Shares.

Total share-based compensation was as follows for each of the periods indicated:


	Three Months Ended
	December 30, 2023		December 31, 2022

Share-based compensation	$	16.0	$	20.9
Related tax benefit recognized	2.6		4.7

Stock Options

Stock option activity was as follows:


	No. of Options	Wtd. Avg. Exercise Price		Wtd. Avg. Remaining Life	Aggregate Intrinsic Value
Awards outstanding at September 30, 2023	1,191,183	$	76.64	6.6 years
Granted	1,287,402	53.46

Forfeited	(18,381)	50.40
Awards outstanding at December 30, 2023	2,460,204	64.70		8.2 years	$	21.9
Exercisable	399,223	66.24		1.9 years	0.9

The weighted-average fair value per share of each option granted during the three months ended December 30, 2023 and December 31, 2022 was $15.16 and $13.67, respectively. There were no options exercised during the three months ended December 30, 2023 and December 31, 2022. As of December 30, 2023, there was $11.7 of total unrecognized pre-tax compensation cost, net of estimated forfeitures, related to nonvested stock options that is expected to be recognized over a weighted-average period of 2.6 years. Cash received from the exercise of stock options, including amounts received from employee purchases under the employee stock purchase plan, was $0.5 and $0.6 for the three months ended December 30, 2023 and December 31, 2022, respectively.

The grant date fair value of stock option awards is estimated using a binomial model. Expected market price volatility is based on implied volatilities from traded options on Common Shares and historical volatility specific to the Common Shares. Historical data, including demographic factors impacting historical exercise behavior, is used to estimate stock option exercises and employee terminations within the valuation model. The risk-free rate for periods within the contractual life of the stock option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected life of stock options is based on historical experience and expectations for grants outstanding. The weighted average assumptions for awards granted in fiscal 2024 are as follows:



Expected volatility	38.8	%
Risk-free interest rate	4.7	%
Expected dividend yield	4.1	%
Expected life	6.1 years

Restricted share-based awards

Restricted share-based award activity (including restricted stock units and deferred stock units) was as follows:


	No. of Units	Wtd. Avg. Grant Date Fair Value per Unit
Awards outstanding at September 30, 2023	611,838	$	89.10
Granted	204,249	48.79
Vested	(11,620)	79.38
Forfeited	(18,362)	67.76
Awards outstanding at December 30, 2023	786,105	79.27

The weighted-average grant-date fair value of restricted stock-based awards granted during the three months ended December 30, 2023 and December 31, 2022 was $48.79 and $50.59 per share, respectively. As of December 30, 2023, there was $18.2 of total unrecognized pre-tax compensation cost, net of estimated forfeitures, related to nonvested restricted stock-based awards that is expected to be recognized over a weighted-average period of 1.9 years.

Performance-based awards

Performance-based award activity was as follows (based on target award amounts):


	No. of Units	Wtd. Avg. Grant Date Fair Value per Unit
Awards outstanding at September 30, 2023	544,790	$	76.85
Granted	11,146	44.86
Vested (a)	(181,791)	59.88
Forfeited	(184,799)	64.31
Awards outstanding at December 30, 2023	189,346	99.60

(a) Vested at a weighted average of 100% of the target performance share units granted.

The weighted-average grant-date fair value of performance-based awards granted during the three months ended December 30, 2023 and December 31, 2022 was $44.86 and $63.61 per share, respectively. As of December 30, 2023, there was $2.2 of total unrecognized pre-tax compensation cost, net of estimated forfeitures, related to nonvested performance-based awards that is expected to be recognized over a weighted-average period of 2.3 years. The total fair value of performance-based units vested during the three months ended December 30, 2023 and December 31, 2022 was $10.6 and $6.0, respectively.

During the three months ended December 30, 2023, the Company determined that short-term variable incentive compensation for fiscal 2024 would be provided to certain employees as performance-based awards in lieu of a cash-based program. The program is structured so the fiscal 2024 incentive grant, if any, will be made on or near the incentive payout date, subject to certain performance conditions and a service requirement. The number of performance-based units that are ultimately issued to participating employees will be determined based on a target incentive payout amount for each employee adjusted up or down based on actual performance compared to the performance conditions, and then converted into a variable number of performance-based award units based on the fair value of the Company’s Common Shares on the grant date. The awards are classified as liability awards and, as of December 30, 2023, the Company had accrued $2.3 in the “Other current liabilities” line in the Condensed Consolidated Balance Sheets associated with these awards. As of December 30, 2023, there was $17.9 of total unrecognized pre-tax compensation cost related to these nonvested performance-based awards that is expected to be recognized over the remainder of fiscal 2024. The units associated with these awards are excluded from the table above.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
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-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-16

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

CONTINGENCIES	3 Months Ended
CONTINGENCIES	Dec. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
CONTINGENCIES	CONTINGENCIES Management regularly evaluates the Company’s contingencies, including various judicial and administrative proceedings and claims arising in the ordinary course of business, including product and general liabilities, workers’ compensation, property losses and other liabilities for which the Company is self-insured or retains a high exposure limit. Self-insurance accruals are established based on actuarial loss estimates for specific individual claims plus actuarially estimated amounts for incurred but not reported claims and adverse development factors applied to existing claims. Legal costs incurred in connection with the resolution of claims, lawsuits and other contingencies generally are expensed as incurred. In the opinion of management, the assessment of contingencies is reasonable and related accruals, in the aggregate, are adequate; however, there can be no assurance that final resolution of these matters will not have a material effect on the Company’s financial condition, results of operations or cash flows. Regulatory Matters At December 30, 2023, the Company had recorded liabilities of $2.6 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 condensed consolidated financial statements as the likelihood of a loss is not probable at this time; and the Company does not believe a reasonably possible loss would be material to, nor does it expect the ultimate resolution of these cases will have a material adverse effect on, the Company’s financial condition, results of operations or cash flows. There can be no assurance that future developments related to pending claims or claims filed in the future, whether as a result of adverse outcomes or as a result of significant defense costs, will not have a material effect on the Company’s financial condition, results of operations or cash flows. 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.

- Definition

The entire disclosure for loss and gain contingencies. Describes any existing condition, situation, or set of circumstances involving uncertainty as of the balance sheet date (or prior to issuance of the financial statements) as to a probable or reasonably possible loss incurred by an entity that will ultimately be resolved when one or more future events occur or fail to occur, and typically discloses the amount of loss recorded or a range of possible loss, or an assertion that no reasonable estimate can be made.

+ References + Details

MARKETING AGREEMENT - Additional Information (Details) $ in Millions	Aug. 01, 2019 USD ($)
Restated Marketing Agreement
Marketing Agreement [Line Items]
Percentage of program earnings	50.00%
Annual payments	$ 18.0
Third Restated Agreement
Marketing Agreement [Line Items]
Minimum annual EBIT required to avoid reduction of contribution payment	36.0
Minimum EBIT	50.0
Brand decommissioning event payable	375.0
Termination fee payable	$ 175.0
Minimum termination fee payable multiple	4
Minimum termination fee payable threshold	$ 186.4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Supplemental Cash Flow Information (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Accounting Policies [Abstract]
Interest paid	$ 49.6	$ 48.8
Income taxes paid (refunded), net	$ 0.8	$ (23.9)

LEASES

3 Months Ended

Dec. 30, 2023

Leases [Abstract]

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 December 30, 2023, the Company had entered into operating leases that were yet to commence with a combined total expected lease liability of $23.3. 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 condensed consolidated financial statements for the three months ended December 30, 2023 and December 31, 2022.

The Company leases certain vehicles (primarily cars and light trucks) under agreements that are cancellable after the first year, but typically continue on a month-to-month basis until canceled by the Company. The vehicle leases and certain other non-cancelable operating leases contain residual value guarantees that create a contingent obligation on the part of the Company to compensate the lessor if the leased asset cannot be sold for an amount in excess of a specified minimum value at the conclusion of the lease term. If all such vehicle leases had been canceled as of December 30, 2023, the Company’s residual value guarantee would have approximated $5.2.

Supplemental balance sheet information related to the Company’s leases was as follows:


	Balance Sheet Location	December 30, 2023		December 31, 2022		September 30, 2023

Operating leases:
Right-of-use assets	Other assets	$	282.6	$	281.2	$	262.6

Current lease liabilities	Other current liabilities	77.2		76.5		76.4
Non-current lease liabilities	Other liabilities	234.0		216.4		220.1
Total operating lease liabilities		$	311.2	$	292.9	$	296.5

Finance leases:
Right-of-use assets	Property, plant and equipment, net	$	14.8	$	16.4	$	14.5

Current lease liabilities	Current portion of debt	2.1		1.9		1.9
Non-current lease liabilities	Long-term debt	15.2		16.6		15.0
Total finance lease liabilities		$	17.3	$	18.5	$	16.9

Components of lease cost were as follows:


	Three Months Ended
	December 30, 2023		December 31, 2022

Operating lease cost (a)	$	22.0	$	22.2
Variable lease cost	6.6		6.5


Finance lease cost
Amortization of right-of-use assets	0.6		1.4
Interest on lease liabilities	0.2		0.3
Total finance lease cost	$	0.8	$	1.7

(a)Operating lease cost includes amortization of right-of-use assets of $18.2 and $19.0 for the three months ended December 30, 2023 and December 31, 2022, respectively. Short-term lease expense is excluded from operating lease cost and is not material.

Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows:


	Three Months Ended
		December 30, 2023		December 31, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases, net		$	24.3	$	22.2
Operating cash flows from finance leases		0.2		0.3
Financing cash flows from finance leases		0.5		1.3

Right-of-use assets obtained in exchange for lease obligations:
Operating leases		$	33.5	$	16.5
Finance leases		0.8		—

Weighted-average remaining lease term and discount rate for the Company’s leases were as follows:


	December 30, 2023		December 31, 2022
Weighted-average remaining lease term (in years):
Operating leases	5.5		4.7
Finance leases	9.1		9.9

Weighted-average discount rate:
Operating leases	5.5	%	3.6	%
Finance leases	4.5	%	4.4	%

Maturities of lease liabilities by fiscal year for the Company’s leases as of December 30, 2023 were as follows:


Year	Operating Leases		Finance Leases
2024 (remainder of the year)	$	71.0	$	2.1
2025	81.4		2.8
2026	62.5		2.3
2027	38.7		2.0
2028	29.8		1.7
Thereafter	81.7		10.2
Total lease payments	365.1		21.1
Less: Imputed interest	(53.9)		(3.8)
Total lease liabilities	$	311.2	$	17.3

LEASES

Supplemental balance sheet information related to the Company’s leases was as follows:


	Balance Sheet Location	December 30, 2023		December 31, 2022		September 30, 2023

Operating leases:
Right-of-use assets	Other assets	$	282.6	$	281.2	$	262.6

Current lease liabilities	Other current liabilities	77.2		76.5		76.4
Non-current lease liabilities	Other liabilities	234.0		216.4		220.1
Total operating lease liabilities		$	311.2	$	292.9	$	296.5

Finance leases:
Right-of-use assets	Property, plant and equipment, net	$	14.8	$	16.4	$	14.5

Current lease liabilities	Current portion of debt	2.1		1.9		1.9
Non-current lease liabilities	Long-term debt	15.2		16.6		15.0
Total finance lease liabilities		$	17.3	$	18.5	$	16.9

Components of lease cost were as follows:


	Three Months Ended
	December 30, 2023		December 31, 2022

Operating lease cost (a)	$	22.0	$	22.2
Variable lease cost	6.6		6.5


Finance lease cost
Amortization of right-of-use assets	0.6		1.4
Interest on lease liabilities	0.2		0.3
Total finance lease cost	$	0.8	$	1.7

Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows:


	Three Months Ended
		December 30, 2023		December 31, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases, net		$	24.3	$	22.2
Operating cash flows from finance leases		0.2		0.3
Financing cash flows from finance leases		0.5		1.3

Right-of-use assets obtained in exchange for lease obligations:
Operating leases		$	33.5	$	16.5
Finance leases		0.8		—

Weighted-average remaining lease term and discount rate for the Company’s leases were as follows:


	December 30, 2023		December 31, 2022
Weighted-average remaining lease term (in years):
Operating leases	5.5		4.7
Finance leases	9.1		9.9

Weighted-average discount rate:
Operating leases	5.5	%	3.6	%
Finance leases	4.5	%	4.4	%

Maturities of lease liabilities by fiscal year for the Company’s leases as of December 30, 2023 were as follows:


Year	Operating Leases		Finance Leases
2024 (remainder of the year)	$	71.0	$	2.1
2025	81.4		2.8
2026	62.5		2.3
2027	38.7		2.0
2028	29.8		1.7
Thereafter	81.7		10.2
Total lease payments	365.1		21.1
Less: Imputed interest	(53.9)		(3.8)
Total lease liabilities	$	311.2	$	17.3

IMPAIRMENT, RESTRUCTURING AND OTHER

3 Months Ended

Dec. 30, 2023

Restructuring and Related Activities [Abstract]

IMPAIRMENT, RESTRUCTURING AND OTHER

Activity described herein is classified within the “Cost of sales—impairment, restructuring and other” and “Impairment, restructuring and other” lines in the Condensed Consolidated Statements of Operations. The following table details impairment, restructuring and other charges (recoveries) for each of the periods presented:


	Three Months Ended
		December 30, 2023		December 31, 2022

Cost of sales—impairment, restructuring and other:

Restructuring and other charges (recoveries), net		$	(5.8)	$	7.1

Property, plant and equipment impairments		—		3.2
Operating expenses—impairment, restructuring and other:

Restructuring and other charges (recoveries), net		(7.1)		8.5




Total impairment, restructuring and other charges (recoveries), net		$	(12.9)	$	18.8

The following table summarizes the activity related to liabilities associated with restructuring activities during the three months ended December 30, 2023:


Amounts accrued at September 30, 2023	$	40.5
Restructuring charges	3.6

Payments	(10.1)
Amounts accrued at December 30, 2023	$	34.0

As of December 30, 2023, restructuring accruals include $13.8 that is classified as long-term.

During fiscal 2022, the Company began implementing a series of Company-wide organizational changes and initiatives intended to create operational and management-level efficiencies. These changes and initiatives include reducing the size of the supply chain network, reducing staffing levels and implementing other cost-reduction initiatives. The Company has also accelerated the reduction of certain Hawthorne inventory, primarily lighting, growing environments and hardware products, to reduce its on hand inventory to align with the reduced network capacity. During the three months ended December 30, 2023, the Company recorded recoveries of $3.7 associated with this restructuring initiative, primarily related to the sale of certain previously-reserved inventory at amounts in excess of estimated net realizable value, partially offset by employee termination benefits and facility closure costs. The Company incurred costs of $2.0 in its U.S. Consumer segment and recorded recoveries of $7.7 in its Hawthorne segment in the “Cost of sales—impairment, restructuring and other” line in the Condensed Consolidated Statements of Operations during the three months ended December 30, 2023. The Company recorded recoveries of $0.8 in its U.S. Consumer segment and incurred costs of $0.3 in its Hawthorne segment and $2.4 at Corporate in the

“Impairment, restructuring and other” line in the Condensed Consolidated Statements of Operations during the three months ended December 30, 2023. During the three months ended December 31, 2022, the Company incurred costs of $14.5 associated with this restructuring initiative primarily related to employee termination benefits, facility closure costs and impairment of property, plant and equipment. The Company incurred costs of $1.0 in its U.S. Consumer segment and $8.4 in its Hawthorne segment in the “Cost of sales—impairment, restructuring and other” line in the Condensed Consolidated Statements of Operations during the three months ended December 31, 2022. The Company incurred costs of $0.2 in its U.S. Consumer segment, $1.0 in its Hawthorne segment, $0.1 in its Other segment and $3.8 at Corporate in the “Impairment, restructuring and other” line in the Condensed Consolidated Statements of Operations during the three months ended December 31, 2022. Costs incurred since the inception of this restructuring initiative through December 30, 2023 were $217.1 for the Hawthorne segment, $46.7 for the U.S. Consumer segment, $1.6 for the Other segment and $25.1 for Corporate.

During the three months ended December 30, 2023, the Company recorded a gain of $12.1 in the “Impairment, restructuring and other” line in the Condensed Consolidated Statements of Operations associated with a payment received in resolution of a dispute with the former ownership group of a business that was acquired in fiscal 2022. This payment was classified as an operating activity in the Condensed Consolidated Statements of Cash Flows.

FAIR VALUE MEASUREMENTS - Narrative (Details) - Convertible debt investments - USD ($) $ in Millions	3 Months Ended		12 Months Ended
	Dec. 30, 2023	Dec. 31, 2022	Sep. 30, 2023
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cost basis of investment	$ 225.9	$ 223.0	$ 225.8
Gross unrealized loss	140.9	131.9	140.0
Debt Securities, Available-for-Sale, Allowance for Credit Loss	$ 101.3	$ 0.0	$ 101.3
Minimum
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt term	3 years 8 months 12 days
Maximum
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt term	5 years 8 months 12 days

- Definition

Cost of the investment.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 55
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480493/946-210-55-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480524/946-210-50-6

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480524/946-210-50-6

Reference 4: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480167/946-830-55-12

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)(3)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480524/946-210-50-6

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(d))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 320
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.12-12(Column C)(Footnote 8)(a)(3))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480032/946-320-S99-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 320
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-12B(Column C)(Footnote 11)(a)(3))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480032/946-320-S99-3

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 320
-Name Accounting Standards Codification
-Section S99
-Paragraph 6
-Subparagraph (SX 210.12-14(Column F)(Footnote 5)(a))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480032/946-320-S99-6

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 320
-Name Accounting Standards Codification
-Section S99
-Paragraph 19
-Subparagraph (3)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480032/946-320-S99-19

+ Details

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Additional Information (Details) - USD ($) $ in Millions	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Not Designated as Hedging Instrument \| Currency forward contracts
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative, notional amount	$ 112.5	$ 123.1	$ 159.9
Designated as Hedging Instruments \| Interest rate swap
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative, notional amount	700.0	$ 600.0	$ 800.0
Gain (loss) related to interest rate swap agreements expected to be reclassified	10.3
Designated as Hedging Instruments \| Commodity hedging instruments
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain (loss) related to commodity hedges expected to be reclassified	$ (3.3)

IMPAIRMENT, RESTRUCTURING AND OTHER (Tables)

3 Months Ended

Dec. 30, 2023

Restructuring and Related Activities [Abstract]

Schedules of Impairment, Restructuring and Other Charges, and Activity Related to Liabilities

The following table details impairment, restructuring and other charges (recoveries) for each of the periods presented:


	Three Months Ended
		December 30, 2023		December 31, 2022

Cost of sales—impairment, restructuring and other:

Restructuring and other charges (recoveries), net		$	(5.8)	$	7.1

Property, plant and equipment impairments		—		3.2
Operating expenses—impairment, restructuring and other:

Restructuring and other charges (recoveries), net		(7.1)		8.5




Total impairment, restructuring and other charges (recoveries), net		$	(12.9)	$	18.8

The following table summarizes the activity related to liabilities associated with restructuring activities during the three months ended December 30, 2023:


Amounts accrued at September 30, 2023	$	40.5
Restructuring charges	3.6

Payments	(10.1)
Amounts accrued at December 30, 2023	$	34.0

INVENTORIES

3 Months Ended

Dec. 30, 2023

Inventory Disclosure [Abstract]

INVENTORIES

Inventories consisted of the following for each of the periods presented:


	December 30, 2023		December 31, 2022		September 30, 2023

Finished goods	$	770.6	$	1,045.0	$	506.2
Raw materials	298.1		360.6		272.5
Work-in-process	100.9		120.3		101.6
Total inventories, net	$	1,169.6	$	1,525.9	$	880.3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

3 Months Ended

Dec. 30, 2023

Accounting Policies [Abstract]

Schedule of Supplemental Cash Flow Information

Supplemental cash flow information was as follows:


	Three Months Ended
	December 30, 2023		December 31, 2022

Interest paid	$	49.6	$	48.8

Income taxes paid (refunded), net	0.8		(23.9)

LEASES (Tables)

3 Months Ended

Dec. 30, 2023

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	December 30, 2023		December 31, 2022		September 30, 2023

Operating leases:
Right-of-use assets	Other assets	$	282.6	$	281.2	$	262.6

Current lease liabilities	Other current liabilities	77.2		76.5		76.4
Non-current lease liabilities	Other liabilities	234.0		216.4		220.1
Total operating lease liabilities		$	311.2	$	292.9	$	296.5

Finance leases:
Right-of-use assets	Property, plant and equipment, net	$	14.8	$	16.4	$	14.5

Current lease liabilities	Current portion of debt	2.1		1.9		1.9
Non-current lease liabilities	Long-term debt	15.2		16.6		15.0
Total finance lease liabilities		$	17.3	$	18.5	$	16.9

Weighted-average remaining lease term and discount rate for the Company’s leases were as follows:


	December 30, 2023		December 31, 2022
Weighted-average remaining lease term (in years):
Operating leases	5.5		4.7
Finance leases	9.1		9.9

Weighted-average discount rate:
Operating leases	5.5	%	3.6	%
Finance leases	4.5	%	4.4	%

Lease Cost Components and Supplemental Cash Flow Information and Non-Cash Activity For Company's Leases Schedules

Components of lease cost were as follows:


	Three Months Ended
	December 30, 2023		December 31, 2022

Operating lease cost (a)	$	22.0	$	22.2
Variable lease cost	6.6		6.5


Finance lease cost
Amortization of right-of-use assets	0.6		1.4
Interest on lease liabilities	0.2		0.3
Total finance lease cost	$	0.8	$	1.7

Supplemental cash flow information and non-cash activity related to the Company’s leases were as follows:


	Three Months Ended
		December 30, 2023		December 31, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases, net		$	24.3	$	22.2
Operating cash flows from finance leases		0.2		0.3
Financing cash flows from finance leases		0.5		1.3

Right-of-use assets obtained in exchange for lease obligations:
Operating leases		$	33.5	$	16.5
Finance leases		0.8		—

Maturities of Operating Lease Liabilities by Fiscal Year Schedule

Maturities of lease liabilities by fiscal year for the Company’s leases as of December 30, 2023 were as follows:


Year	Operating Leases		Finance Leases
2024 (remainder of the year)	$	71.0	$	2.1
2025	81.4		2.8
2026	62.5		2.3
2027	38.7		2.0
2028	29.8		1.7
Thereafter	81.7		10.2
Total lease payments	365.1		21.1
Less: Imputed interest	(53.9)		(3.8)
Total lease liabilities	$	311.2	$	17.3

Maturities of Finance Lease Liabilities by Fiscal Year Schedule

Maturities of lease liabilities by fiscal year for the Company’s leases as of December 30, 2023 were as follows:


Year	Operating Leases		Finance Leases
2024 (remainder of the year)	$	71.0	$	2.1
2025	81.4		2.8
2026	62.5		2.3
2027	38.7		2.0
2028	29.8		1.7
Thereafter	81.7		10.2
Total lease payments	365.1		21.1
Less: Imputed interest	(53.9)		(3.8)
Total lease liabilities	$	311.2	$	17.3

EQUITY (Tables)

3 Months Ended

Dec. 30, 2023

Equity [Abstract]

Summary of Changes in Equity

The following tables provide a summary of the changes in equity (deficit) for each of the periods indicated:


	Common Shares and Capital in Excess of Stated Value		Retained Earnings		Treasury Shares		Accumulated Other Comprehensive Loss		Total Equity (Deficit)
Balance at September 30, 2023	$	353.1	$	490.9	$	(998.5)	$	(112.8)	$	(267.3)

Net income (loss)	—		(80.5)		—		—		(80.5)
Other comprehensive income (loss)	—		—		—		(8.9)		(8.9)
Share-based compensation	11.7		—		—		—		11.7
Dividends declared ($0.66 per share)	—		(38.0)		—		—		(38.0)
Treasury share purchases	—		—		(3.1)		—		(3.1)
Treasury share issuances	(15.2)		—		15.9		—		0.7



Balance at December 30, 2023	$	349.6	$	372.4	$	(985.7)	$	(121.7)	$	(385.4)

The sum of the components may not equal due to rounding.


	Common Shares and Capital in Excess of Stated Value		Retained Earnings		Treasury Shares		Accumulated Other Comprehensive Loss		Total Equity (Deficit)
Balance at September 30, 2022	$	364.0	$	1,020.1	$	(1,091.8)	$	(144.6)	$	147.7

Net income (loss)	—		(64.7)		—		—		(64.7)
Other comprehensive income (loss)	—		—		—		(24.6)		(24.6)
Share-based compensation	20.8		—		—		—		20.8
Dividends declared ($0.66 per share)	—		(37.5)		—		—		(37.5)
Treasury share purchases	—		—		(0.8)		—		(0.8)
Treasury share issuances	(17.2)		—		35.9		—		18.7



Balance at December 31, 2022	$	367.6	$	917.9	$	(1,056.7)	$	(169.3)	$	59.5

The sum of the components may not equal due to rounding.

Schedule of Accumulated Other Comprehensive Loss

Changes in accumulated other comprehensive loss (“AOCL”) by component were as follows for each of the periods indicated:


	Three Months Ended
	Foreign Currency Translation Adjustments		Net Unrealized Gain (Loss) On Derivative Instruments		Net Unrealized Gain (Loss) On Securities		Pension and Other Post-Retirement Benefit Adjustments		Accumulated Other Comprehensive Income (Loss)
Balance at September 30, 2023	$	(21.9)	$	20.1	$	(38.6)	$	(72.4)	$	(112.8)
Other comprehensive income (loss) before reclassifications	3.1		(11.0)		(0.9)		—		(8.8)
Amounts reclassified from accumulated other comprehensive net income (loss)	—		(2.0)		—		(2.1)		(4.1)
Income tax benefit (expense)	—		3.3		—		0.7		4.0
Net current period other comprehensive income (loss)	3.1		(9.7)		(0.9)		(1.4)		(8.9)
Balance at December 30, 2023	$	(18.8)	$	10.4	$	(39.5)	$	(73.8)	$	(121.7)

Balance at September 30, 2022	$	(28.9)	$	33.3	$	(79.7)	$	(69.3)	$	(144.6)
Other comprehensive income (loss) before reclassifications	7.2		(6.4)		(26.8)		—		(26.0)
Amounts reclassified from accumulated other comprehensive net income (loss)	—		(5.0)		—		(3.9)		(8.9)
Income tax benefit (expense)	—		2.9		6.4		1.0		10.3
Net current period other comprehensive income (loss)	7.2		(8.5)		(20.4)		(2.9)		(24.6)
Balance at December 31, 2022	$	(21.7)	$	24.8	$	(100.2)	$	(72.2)	$	(169.3)

The sum of the components may not equal due to rounding.

Schedule of Share-Based Compensation

Total share-based compensation was as follows for each of the periods indicated:


	Three Months Ended
	December 30, 2023		December 31, 2022

Share-based compensation	$	16.0	$	20.9
Related tax benefit recognized	2.6		4.7

Share-Based Payment Arrangement, Stock Appreciation Right, Activity

Stock option activity was as follows:


	No. of Options	Wtd. Avg. Exercise Price		Wtd. Avg. Remaining Life	Aggregate Intrinsic Value
Awards outstanding at September 30, 2023	1,191,183	$	76.64	6.6 years
Granted	1,287,402	53.46

Forfeited	(18,381)	50.40
Awards outstanding at December 30, 2023	2,460,204	64.70		8.2 years	$	21.9
Exercisable	399,223	66.24		1.9 years	0.9

Schedule of Weighted Average Assumptions for Stock Options

The weighted average assumptions for awards granted in fiscal 2024 are as follows:



Expected volatility	38.8	%
Risk-free interest rate	4.7	%
Expected dividend yield	4.1	%
Expected life	6.1 years

Schedule of Restricted Share-based Award Activity

Restricted share-based award activity (including restricted stock units and deferred stock units) was as follows:


	No. of Units	Wtd. Avg. Grant Date Fair Value per Unit
Awards outstanding at September 30, 2023	611,838	$	89.10
Granted	204,249	48.79
Vested	(11,620)	79.38
Forfeited	(18,362)	67.76
Awards outstanding at December 30, 2023	786,105	79.27

Schedule of Performance-based Award Activity

Performance-based award activity was as follows (based on target award amounts):


	No. of Units	Wtd. Avg. Grant Date Fair Value per Unit
Awards outstanding at September 30, 2023	544,790	$	76.85
Granted	11,146	44.86
Vested (a)	(181,791)	59.88
Forfeited	(184,799)	64.31
Awards outstanding at December 30, 2023	189,346	99.60

(a) Vested at a weighted average of 100% of the target performance share units granted.

DEBT (Tables)

3 Months Ended

Dec. 30, 2023

Debt Disclosure [Abstract]

Components of Long-Term Debt

The components of debt are as follows:


	December 30, 2023		December 31, 2022		September 30, 2023

Credit Facilities:
Revolving loans	$	511.2	$	681.5	$	88.3
Term loans	912.5		962.5		925.0
Senior Notes due 2031 – 4.000%	500.0		500.0		500.0
Senior Notes due 2032 – 4.375%	400.0		400.0		400.0
Senior Notes due 2029 – 4.500%	450.0		450.0		450.0
Senior Notes due 2026 – 5.250%	250.0		250.0		250.0

Receivables facility	—		161.0		—
Finance lease obligations	17.3		18.5		16.9
Other	2.5		3.8		0.4
Total debt	3,043.5		3,427.3		2,630.6
Less current portions	54.5		216.8		52.3
Less unamortized debt issuance costs	20.0		20.9		20.9
Long-term debt	$	2,969.0	$	3,189.6	$	2,557.4

Schedule of Interest Rate Swap Agreements

The notional amount, effective date, expiration date and rate of each of the swap agreements outstanding at December 30, 2023 are shown in the table below:


Notional Amount ($)		Effective Date (a)	Expiration Date	Fixed Rate
200	(b)	1/20/2022	6/20/2024	0.49	%
200		6/7/2023	6/8/2026	0.80	%
150		6/7/2023	4/7/2027	3.37	%
50		6/7/2023	4/7/2027	3.34	%
100	(b)	11/20/2023	3/22/2027	4.74	%

(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.

- Definition

Tabular disclosure of pertinent information about a derivative or group of derivatives on a disaggregated basis, such as for individual instruments, or small groups of similar instruments. May include a combination of the type of instrument, risks being hedged, notional amount, hedge designation, related hedged item, inception date, maturity date, or other relevant item.

+ References + Details

EQUITY - Schedule of Aggregate Stock Option Activity (Details) - Options - USD ($) $ / shares in Units, $ in Millions	3 Months Ended	12 Months Ended
	Dec. 30, 2023	Sep. 30, 2023
No. of Options
Awards outstanding at beginning of period (shares)	1,191,183
Granted (shares)	1,287,402
Forfeited (shares)	(18,381)
Awards outstanding at end of period (shares)	2,460,204	1,191,183
Awards Exercisable, No. of Options (shares)	399,223
Wtd. Avg. Exercise Price
Awards outstanding at beginning of period (USD per share)	$ 76.64
Granted (USD per share)	53.46
Forfeited (USD per share)	50.40
Awards outstanding at end of period (USD per share)	64.70	$ 76.64
Awards Exercisable, Wtd. Avg. Exercise Price (USD per share)	$ 66.24
Awards Outstanding, Wtd. Avg. Remaining Life	8 years 2 months 12 days	6 years 7 months 6 days
Awards Exercisable, Wtd. Avg. Remaining Life	1 year 10 months 24 days
Awards outstanding, aggregate intrinsic value	$ 21.9
Exercisable, aggregate intrinsic value	$ 0.9

EQUITY - Dividends (Details) - $ / shares	3 Months Ended
EQUITY - Dividends (Details) - $ / shares	Dec. 30, 2023	Dec. 31, 2022
Equity [Abstract]
Dividends declared (USD per share)	$ 0.66	$ 0.66

MARKETING AGREEMENT

3 Months Ended

Dec. 30, 2023

Marketing Agreement [Abstract]

MARKETING AGREEMENT

The Scotts Company LLC (“Scotts LLC”) is 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. The annual commission payable under the Third Amended and Restated Exclusive Agency and Marketing Agreement (the “Third Restated Agreement”) is equal to 50% of the actual earnings before interest and income taxes of Monsanto’s consumer Roundup® business for each program year in the markets covered by the Third Restated Agreement (“Program EBIT”). The Third Restated Agreement also requires the Company to make annual payments of $18.0 to Monsanto as a contribution against the overall expenses of its consumer Roundup® business, subject to reduction pursuant to the Third Restated Agreement for any program year in which the Program EBIT does not equal or exceed $36.0.

Unless Monsanto terminates the Third Restated Agreement due to an event of default by the Company, termination rights under the Third Restated Agreement include the following:

•The Company may terminate the Third Restated Agreement upon the insolvency or bankruptcy of Monsanto;

•Monsanto may terminate the Third Restated Agreement in the event that Monsanto decides to decommission the permits, licenses and registrations needed for, and the trademarks, trade names, packages, copyrights and designs used in, the sale of the Roundup® products in the lawn and garden market (a “Brand Decommissioning Termination”); and

•Each party may terminate the Third Restated Agreement if Program EBIT falls below $50.0 and, in such case, no termination fee would be payable to either party.

The termination fee structure requires Monsanto to pay a termination fee to the Company in an amount equal to (i) $375.0 upon a Brand Decommissioning Termination, and (ii) the greater of $175.0 or four times an amount equal to the average of the Program EBIT for the three program years before the year of termination, minus $186.4, if Monsanto or its successor terminates the Third Restated Agreement as a result of a Roundup Sale or Change of Control of Monsanto (each, as defined in the Third Restated Agreement).


	Three Months Ended
	December 30, 2023		December 31, 2022

Gross commission	$	8.8	$	9.6
Contribution expenses	(4.5)		(4.5)

Net commission	4.3		5.1
Reimbursements associated with Roundup® marketing agreement	19.1		15.2
Total net sales associated with Roundup® marketing agreement	$	23.4	$	20.3

Cover Page - shares	3 Months Ended
Cover Page - shares	Dec. 30, 2023	Feb. 02, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Dec. 30, 2023
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	2024
Document Fiscal Period Focus	Q1
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 Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		56,692,312

EQUITY - Performance-based Awards Narrative (Details) - USD ($)	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Granted (USD per share)	$ 48.79	$ 50.59
Performance Shares
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Granted (USD per share)	$ 44.86	$ 63.61
Cost not yet recognized	$ 2,200,000
Cost not yet recognized, period (years)	2 years 3 months 18 days
Units vested, value	$ 10,600,000	$ 6,000,000.0
Accrued award liability	2,300,000
Unrecognized pre-tax compensation cost	$ 17,900,000

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Millions, $ in Millions	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Accounts receivable, allowances	$ 15.9	$ 15.1	$ 12.0
Property, plant and equipment, accumulated depreciation	$ 760.5	$ 765.4	$ 780.6
Common shares stated value (USD per share)	$ 0.01
Common shares outstanding (shares)	56.7	56.5	55.9
Treasury shares, at cost (shares)	11.5	11.6	12.3

LEASES - Maturities of Lease Liabilities by Fiscal Year Schedule (Details) - USD ($) $ in Millions	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Operating Leases
2024 (remainder of the year)	$ 71.0
2025	81.4
2026	62.5
2027	38.7
2028	29.8
Thereafter	81.7
Total lease payments	365.1
Less: Imputed interest	(53.9)
Total lease liabilities	311.2	$ 296.5	$ 292.9
Finance Leases
2024 (remainder of the year)	2.1
2025	2.8
2026	2.3
2027	2.0
2028	1.7
Thereafter	10.2
Total lease payments	21.1
Less: Imputed interest	(3.8)
Total lease liabilities	$ 17.3	$ 16.9	$ 18.5

SEGMENT INFORMATION - Net Sales by Product Category (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Revenue from External Customer [Line Items]
Net sales	$ 410.4	$ 526.6
U.S. Consumer
Revenue from External Customer [Line Items]
Net sales	306.7	369.0
U.S. Consumer \| Lawn care
Revenue from External Customer [Line Items]
Net sales	118.8	145.4
U.S. Consumer \| Growing media and mulch
Revenue from External Customer [Line Items]
Net sales	72.0	97.1
U.S. Consumer \| Controls
Revenue from External Customer [Line Items]
Net sales	53.4	58.2
U.S. Consumer \| Roundup® marketing agreement
Revenue from External Customer [Line Items]
Net sales	23.4	20.3
U.S. Consumer \| Other, primarily gardening
Revenue from External Customer [Line Items]
Net sales	39.1	48.0
Hawthorne
Revenue from External Customer [Line Items]
Net sales	80.1	131.5
Hawthorne \| Lighting
Revenue from External Customer [Line Items]
Net sales	31.9	50.3
Hawthorne \| Growing environments
Revenue from External Customer [Line Items]
Net sales	11.5	25.5
Hawthorne \| Nutrients
Revenue from External Customer [Line Items]
Net sales	16.6	22.8
Hawthorne \| Growing media
Revenue from External Customer [Line Items]
Net sales	11.2	17.8
Hawthorne \| Other, primarily hardware
Revenue from External Customer [Line Items]
Net sales	8.9	15.1
Other
Revenue from External Customer [Line Items]
Net sales	23.6	26.1
Other \| Lawn care
Revenue from External Customer [Line Items]
Net sales	2.3	2.6
Other \| Growing media
Revenue from External Customer [Line Items]
Net sales	13.2	15.4
Other \| Other, primarily gardening and controls
Revenue from External Customer [Line Items]
Net sales	$ 8.1	$ 8.1

DEBT

3 Months Ended

Dec. 30, 2023

Debt Disclosure [Abstract]

DEBT

The components of debt are as follows:


	December 30, 2023		December 31, 2022		September 30, 2023

Credit Facilities:
Revolving loans	$	511.2	$	681.5	$	88.3
Term loans	912.5		962.5		925.0
Senior Notes due 2031 – 4.000%	500.0		500.0		500.0
Senior Notes due 2032 – 4.375%	400.0		400.0		400.0
Senior Notes due 2029 – 4.500%	450.0		450.0		450.0
Senior Notes due 2026 – 5.250%	250.0		250.0		250.0

Receivables facility	—		161.0		—
Finance lease obligations	17.3		18.5		16.9
Other	2.5		3.8		0.4
Total debt	3,043.5		3,427.3		2,630.6
Less current portions	54.5		216.8		52.3
Less unamortized debt issuance costs	20.0		20.9		20.9
Long-term debt	$	2,969.0	$	3,189.6	$	2,557.4

Credit Facilities

On April 8, 2022, the Company entered into a sixth amended and restated credit agreement (the “Sixth A&R Credit Agreement”), providing the Company and certain of its subsidiaries with five-year senior secured loan facilities in the aggregate principal amount of $2,500.0, comprised of a revolving credit facility of $1,500.0 and a term loan in the original principal amount of $1,000.0 (the “Sixth A&R Credit Facilities”). The Sixth A&R Credit Agreement will terminate on April 8, 2027. The Sixth A&R Credit Facilities are available for the issuance of letters of credit up to $100.0. The terms of the Sixth A&R Credit Agreement include customary representations and warranties, affirmative and negative covenants, financial covenants, and events of default.

Under the terms of the Sixth A&R Credit Agreement, loans bear interest, at the Company’s election, at a rate per annum equal to either (i) the Alternate Base Rate plus the Applicable Spread (each, as defined in the Sixth A&R Credit Agreement) or (ii) the Adjusted Term SOFR Rate for the Interest Period in effect for such borrowing plus the Applicable Spread (all as defined in the Sixth A&R Credit Agreement). Swingline Loans bear interest at the applicable Swingline Rate set forth in the Sixth A&R Credit Agreement. Interest rates for other select non-U.S. dollar borrowings, including borrowings denominated in euro, Pounds Sterling and Canadian dollars, are based on separate interest rate indices, as set forth in the Sixth A&R Credit Agreement.

On June 8, 2022, the Company entered into Amendment No. 1 to the Sixth A&R Credit Agreement (“Amendment No. 1”). Amendment No. 1 increased the maximum permitted leverage ratio for the quarterly leverage covenant until April 1, 2024. Amendment No. 1 also increased the interest rate applicable to borrowings under the revolving credit facility by 35 bps and the term loan facility by 50 bps, and increased the annual facility fee rate on the revolving credit facility by 15 bps, in each case, when the Company’s quarterly-tested leverage ratio exceeded 4.75.

On July 31, 2023, the Company entered into Amendment No. 2 to the Sixth A&R Credit Agreement (“Amendment No. 2”). Amendment No. 2 (i) reduces the revolving loan commitments by $250.0; (ii) increases the maximum permitted leverage ratio for the quarterly leverage covenant until the earlier of (a) October 1, 2025 and (b) subject to certain conditions specified in Amendment No. 2, the termination by the Company of such adjustment (such period, the “Leverage Adjustment Period”); (iii) replaces the interest coverage covenant with a fixed charge coverage covenant; (iv) increases the interest rate applicable to borrowings under the revolving credit facility and the term loan facility by 25 bps for each existing pricing tier and adds a pricing tier applicable to periods when the leverage ratio exceeds 6.00; (v) limits the amount of certain incremental investments, loans and advances to $25.0 during the Leverage Adjustment Period; and (vi) adds the Company’s intellectual property (subject to certain exceptions) as collateral to secure its obligations under the Sixth A&R Credit Agreement. Additionally, Amendment No. 2 limits the Company’s ability to declare or pay any discretionary dividends, distributions or other restricted payments during the Leverage Adjustment Period to only the payment of (i) regularly scheduled cash dividends to holders of its Common Shares in an aggregate amount not to exceed 225.0 per fiscal year and (ii) other dividends, distributions or other restricted payments in an aggregate amount not to exceed $25.0. Amendment No. 2 also subjects the Company’s ability to make certain investments to pro forma compliance with certain leverage levels specified in Amendment No. 2. Pursuant to Amendment No. 2, the Sixth A&R Credit Agreement is secured by (i) a perfected first priority security interest in all of the accounts receivable, inventory, equipment and intellectual property (subject to certain exceptions) of Scotts Miracle-Gro and certain of its domestic subsidiaries and (ii) the pledge of all of the capital stock of certain of Scotts Miracle-Gro’s domestic subsidiaries and a portion of the capital stock of certain of its foreign subsidiaries.

At December 30, 2023, the Company had letters of credit outstanding in the aggregate principal amount of $78.0, and had $660.7 of borrowing availability under the Sixth A&R Credit Agreement. The weighted average interest rates on average borrowings under the credit facilities, excluding the impact of interest rate swaps, were 9.1% and 6.6% for the three months ended December 30, 2023 and December 31, 2022, respectively.

The Sixth A&R Credit Agreement contains, among other obligations, an affirmative covenant regarding the Company’s leverage ratio determined as of the end of each of its fiscal quarters calculated as average total indebtedness, divided by the Company’s earnings before interest, taxes, depreciation and amortization, as adjusted pursuant to the terms of Amendment No. 2 (“Adjusted EBITDA”). Pursuant to Amendment No. 2, the maximum permitted leverage ratio is (i) 8.25 for the first quarter of fiscal 2024, (ii) 7.75 for the second quarter of fiscal 2024, (iii) 6.50 for the third quarter of fiscal 2024, (iv) 6.00 for the fourth quarter of fiscal 2024, (v) 5.50 for the first quarter of fiscal 2025, (vi) 5.25 for the second quarter of fiscal 2025, (vii) 5.00 for the third quarter of fiscal 2025, (viii) 4.75 for the fourth quarter of fiscal 2025 and (ix) 4.50 for the first quarter of fiscal 2026 and thereafter. The Company’s leverage ratio was 7.20 at December 30, 2023. Pursuant to Amendment No. 2, the Sixth A&R Credit Agreement also contains an affirmative covenant regarding the Company’s fixed charge coverage ratio determined as of the end of each of its fiscal quarters, calculated as Adjusted EBITDA minus capital expenditures and expense for taxes paid in cash, divided by the sum of interest expense plus restricted payments, as described in Amendment No. 2. The minimum required fixed charge coverage ratio is (i) 0.75 for the first quarter of fiscal 2024 through the third quarter of fiscal 2024 and (ii) 1.00 for the fourth quarter of fiscal 2024 and thereafter. The Company’s fixed charge coverage ratio was 1.08 for the twelve months ended December 30, 2023.

As of December 30, 2023, the Company was in compliance with all applicable covenants in the agreements governing its debt. Based on the Company’s projections of its financial performance for the twelve-month period subsequent to the date of the filing of this Form 10-Q, the Company expects to remain in compliance with the financial covenants under the Sixth A&R Credit Agreement. However, the Company’s assessment of its ability to meet its future obligations is inherently subjective, judgment-based, and susceptible to change based on future events. A covenant violation may result in an event of default. Such a default would allow the lenders under the Sixth A&R Credit Agreement to accelerate the maturity of the indebtedness thereunder and would also implicate cross-default provisions under the Senior Notes, as defined below, and cause the Senior Notes to become due and payable at that time. As of December 30, 2023, the Company’s indebtedness under the Sixth A&R Credit Agreement and Senior Notes was $3,023.7. The Company does not have sufficient cash on hand or available liquidity that can be utilized to repay these outstanding amounts in the event of default.

As part of its contingency planning to address potential future circumstances that could result in noncompliance, the Company has contemplated alternative plans including additional restructuring activities to reduce operating expenses and certain cash management strategies that are within the Company’s control. Additionally, the Company has contemplated alternative plans that are subject to market conditions and not in the Company’s control, including, among others, discussions with its lenders to amend the terms of its financial covenants under the Sixth A&R Credit Agreement and generating cash by completing other financing transactions, which may include issuing equity. There is no assurance that the Company will be successful in implementing these alternative plans.

Senior Notes

On December 15, 2016, Scotts Miracle-Gro issued $250.0 aggregate principal amount of 5.250% Senior Notes due 2026 (the “5.250% Senior Notes”). The 5.250% Senior Notes represent general unsecured senior obligations and rank equal in right of payment with the Company’s existing and future unsecured senior debt. The 5.250% Senior Notes have interest payment dates of June 15 and December 15 of each year.

On October 22, 2019, Scotts Miracle-Gro issued $450.0 aggregate principal amount of 4.500% Senior Notes due 2029 (the “4.500% Senior Notes”). The 4.500% Senior Notes represent general unsecured senior obligations and rank equal in right of payment with the Company’s existing and future unsecured senior debt. The 4.500% Senior Notes have interest payment dates of April 15 and October 15 of each year.

On March 17, 2021, Scotts Miracle-Gro issued $500.0 aggregate principal amount of 4.000% Senior Notes due 2031 (the “4.000% Senior Notes”). The 4.000% Senior Notes represent general unsecured senior obligations and rank equal in right of payment with the Company’s existing and future unsecured senior debt. The 4.000% Senior Notes have interest payment dates of April 1 and October 1 of each year.

On August 13, 2021, Scotts Miracle-Gro issued $400.0 aggregate principal amount of 4.375% Senior Notes due 2032 (the “4.375% Senior Notes”). The 4.375% Senior Notes represent general unsecured senior obligations and rank equal in right of payment with the Company’s existing and future unsecured senior debt. The 4.375% Senior Notes have interest payment dates of February 1 and August 1 of each year.

Substantially all of Scotts Miracle-Gro’s directly and indirectly owned domestic subsidiaries serve as guarantors of the 5.250% Senior Notes, the 4.500% Senior Notes, the 4.000% Senior Notes and the 4.375% Senior Notes.

The Senior Notes contain an affirmative covenant regarding the Company’s interest coverage ratio determined as of the end of each of its fiscal quarters, calculated as Adjusted EBITDA divided by interest expense excluding costs related to refinancings. The minimum required interest coverage ratio is 2.00. The Company’s interest coverage ratio was 2.49 for the twelve months ended December 30, 2023.

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 (the “Framework Agreement” and, together with the Repurchase Agreement, the “Receivables Facility”), under which the Company could sell a portfolio of available and eligible outstanding customer accounts receivable to the purchasers subject to agreeing to repurchase the receivables on a weekly basis. The eligible accounts receivable consisted of accounts receivable generated by sales to three specified customers. The eligible amount of customer accounts receivables which could be sold under the Receivables Facility was $400.0 and the commitment amount during the seasonal commitment period that began on February 24, 2023 and ended on June 16, 2023 was $160.0. The Receivables Facility expired on August 18, 2023.

The sale of receivables under the Receivables Facility was accounted for as short-term debt and the Company continued to carry the receivables on its Condensed Consolidated Balance Sheets, primarily as a result of its requirement to repurchase receivables sold. As of December 31, 2022, there were $161.0 in borrowings on receivables pledged as collateral under the Receivables Facility, and the carrying value of the receivables pledged as collateral was $178.9.

Interest Rate Swap Agreements

The Company enters into interest rate swap agreements with major financial institutions that effectively convert a portion of the Company’s variable-rate debt to a fixed rate. Interest payments made between the effective date and expiration date are hedged by the swap agreements. Swap agreements that were hedging interest payments as of December 30, 2023, December 31, 2022 and September 30, 2023 had a maximum total U.S. dollar equivalent notional amount of $700.0, $800.0 and $600.0, respectively. The notional amount, effective date, expiration date and rate of each of the swap agreements outstanding at December 30, 2023 are shown in the table below:


Notional Amount ($)		Effective Date (a)	Expiration Date	Fixed Rate
200	(b)	1/20/2022	6/20/2024	0.49	%
200		6/7/2023	6/8/2026	0.80	%
150		6/7/2023	4/7/2027	3.37	%
50		6/7/2023	4/7/2027	3.34	%
100	(b)	11/20/2023	3/22/2027	4.74	%

(a)The effective date refers to the date on which interest payments are first hedged by the applicable swap agreement.

(b)Notional amount adjusts in accordance with a specified seasonal schedule. This represents the maximum notional amount at any point in time.

Weighted Average Interest Rate

The weighted average interest rates on the Company’s debt, including the impact of interest rate swaps, were 6.0% and 5.2% for the three months ended December 30, 2023 and December 31, 2022, respectively.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

CONTINGENCIES (Details) $ in Millions	Dec. 30, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Accrual for environmental actions	$ 2.6

EARNINGS PER COMMON SHARE - Additional Information (Details) - shares shares in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Earnings Per Share [Abstract]
Weighted-average common shares outstanding during the period plus dilutive potential common shares (in shares)	56.7	55.5
Number of anti-dilutive potential common shares excluded from the calculation (in shares)	0.5	0.2

INCOME TAXES (Details)	3 Months Ended
INCOME TAXES (Details)	Dec. 30, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Effective tax rate related to continuing operations	29.50%	31.40%

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
OPERATING ACTIVITIES
Net loss	$ (80.5)	$ (64.7)
Adjustments to reconcile net loss to net cash used in operating activities:
Impairment, restructuring and other	0.2	3.9
Share-based compensation expense	16.0	20.9
Depreciation	16.1	17.5
Amortization	4.0	7.7
Deferred taxes	(7.1)	23.1
Equity in loss of unconsolidated affiliates	22.5	11.4
Other, net	(0.2)	0.0
Changes in assets and liabilities, net of acquired businesses:
Accounts receivable	18.2	(108.4)
Inventories	(286.3)	(177.2)
Prepaid and other assets	(40.8)	(67.0)
Accounts payable	83.6	(44.7)
Other current liabilities	(81.8)	(53.5)
Other non-current items	(7.6)	(2.8)
Other, net	0.5	2.2
Net cash used in operating activities	(343.2)	(431.6)
INVESTING ACTIVITIES
Investments in property, plant and equipment	(37.9)	(29.6)
Investments in unconsolidated affiliates	(21.4)	0.0
Other investing, net	6.1	(6.4)
Net cash used in investing activities	(53.2)	(36.0)
FINANCING ACTIVITIES
Borrowings under revolving and bank lines of credit and term loans	444.9	645.6
Repayments under revolving and bank lines of credit and term loans	(34.7)	(202.6)
Dividends paid	(37.4)	(36.6)
Purchase of Common Shares	(3.1)	(0.8)
Cash received from exercise of stock options	0.5	0.6
Other financing, net	4.0	0.0
Net cash provided by financing activities	374.2	406.2
Effect of exchange rate changes on cash	0.7	0.2
Net decrease in cash and cash equivalents	(21.5)	(61.2)
Cash and cash equivalents at beginning of period	31.9	86.8
Cash and cash equivalents at end of period	$ 10.4	$ 25.6

EQUITY - Performance-based Awards Activity (Details) - $ / shares	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Wtd. Avg. Grant Date Fair Value per Unit
Granted (USD per share)	$ 48.79	$ 50.59
Performance Shares
No. of Units
Awards outstanding at beginning of period (shares)	544,790
Granted (shares)	11,146
Vested (shares)	(181,791)
Forfeited (shares)	(184,799)
Awards outstanding at end of period (shares)	189,346
Wtd. Avg. Grant Date Fair Value per Unit
Awards outstanding at beginning of period (USD per share)	$ 76.85
Granted (USD per share)	44.86	$ 63.61
Vested (USD per share)	59.88
Forfeited (USD per share)	64.31
Awards outstanding at end of period (USD per share)	$ 99.60
Vested average percentage of target performance of shares granted	100.00%

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Dec. 30, 2023
Accounting Policies [Abstract]
Nature of Operations	Nature of Operations The Scotts Miracle-Gro Company (“Scotts Miracle-Gro”) and its subsidiaries (collectively, with Scotts Miracle-Gro, the “Company”) are engaged in the manufacturing, marketing and sale of products for lawn and garden care and indoor and hydroponic gardening. The Company’s products are sold in North America, Europe and Asia. The Company’s North America consumer lawn and garden business is highly seasonal, with approximately 75% of its annual net sales occurring in the second and third fiscal quarters. The Company’s Hawthorne segment is also impacted by seasonal sales patterns for certain product categories due to the timing of growing patterns in North America during the second and third fiscal quarters, and the timing of certain controlled agricultural lighting project sales during the third and fourth fiscal quarters.
Organization and Basis of Presentation	Organization and Basis of Presentation The Company’s unaudited condensed consolidated financial statements for the three months ended December 30, 2023 and December 31, 2022 are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The condensed consolidated financial statements include the accounts of Scotts Miracle-Gro and its subsidiaries. All intercompany transactions and accounts have been eliminated in consolidation. The Company’s consolidation criteria are based on majority ownership (as evidenced by a majority voting interest in the entity) and an objective evaluation and determination of effective management control. The results of businesses acquired or disposed of are included in the condensed consolidated financial statements from the date of each acquisition or up to the date of disposal, respectively. In the opinion of management, interim results reflect all normal and recurring adjustments and are not necessarily indicative of results for a full year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted or condensed pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, this Quarterly Report on Form 10-Q for the fiscal quarter ended December 30, 2023 (this “Form 10-Q”) should be read in conjunction with Scotts Miracle-Gro’s Annual Report on Form 10-K for the fiscal year ended September 30, 2023 (the “2023 Annual Report”), which includes a complete set of footnote disclosures, including the Company’s significant accounting policies. The Company’s Condensed Consolidated Balance Sheet at September 30, 2023 has been derived from the Company’s audited Consolidated Balance Sheet at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements.
Supplier Finance Program	Supplier Finance Program The Company has an agreement to provide a supplier finance program which facilitates participating suppliers’ ability to finance payment obligations of the Company with a designated third-party financial institution. Participating suppliers may, at their sole discretion, elect to finance payment obligations of the Company prior to their scheduled due dates at a discounted price to the participating financial institution. The Company’s obligations to its suppliers, including amounts due and scheduled payment dates, are not impacted by suppliers’ decisions to finance amounts under this arrangement. The payment terms that the Company negotiates with its suppliers are consistent, regardless of whether a supplier participates in the program. The Company’s current payment terms with a majority of its suppliers generally range from 30 to 60 days, which is deemed to be commercially reasonable.

IMPAIRMENT, RESTRUCTURING AND OTHER - Activity Related to Liabilities Associated with Restructuring (Details) $ in Millions	3 Months Ended
	Dec. 30, 2023 USD ($)
Restructuring Reserve [Roll Forward]
Amounts accrued for restructuring and other, beginning balance	$ 40.5
Restructuring charges	3.6
Payments	(10.1)
Amounts accrued for restructuring and other, ending balance	$ 34.0

LEASES - Components of Lease Cost Schedule (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Leases [Abstract]
Operating lease cost	$ 22.0	$ 22.2
Variable lease cost	6.6	6.5
Amortization of right-of-use assets	0.6	1.4
Interest on lease liabilities	0.2	0.3
Total finance lease cost	0.8	1.7
Operating lease amortization of ROU assets	$ 18.2	$ 19.0

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables)

3 Months Ended

Dec. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Summary of Outstanding Derivative Contracts

The Company had the following outstanding commodity contracts that were entered into to hedge forecasted purchases:

Commodity

December 30,
2023

December 31,
2022

September 30,
2023

Urea

18,000 tons

27,000 tons

52,500 tons

Diesel

2,226,000 gallons

2,058,000 gallons

1,974,000 gallons

Heating Oil

1,008,000 gallons

1,092,000 gallons

966,000 gallons

Schedule of the 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)
Derivatives Designated as Hedging Instruments	Balance Sheet Location	December 30, 2023		December 31, 2022		September 30, 2023

Interest rate swap agreements	Prepaid and other current assets	$	14.4	$	14.2	$	16.7
	Other assets	7.1		16.1		14.7

	Other liabilities	(2.0)		—		—
Commodity hedging instruments	Prepaid and other current assets	—		0.3		2.3
	Other current liabilities	(0.4)		(2.4)		—
Total derivatives designated as hedging instruments		$	19.1	$	28.2	$	33.7

Derivatives Not Designated as Hedging Instruments	Balance Sheet Location
Currency forward contracts	Prepaid and other current assets	$	—	$	0.6	$	5.6
	Other current liabilities	(2.8)		(0.8)		—
Commodity hedging instruments	Prepaid and other current assets	—		0.7		0.9
	Other current liabilities	(0.3)		—		—
Total derivatives not designated as hedging instruments		(3.1)		0.5		6.5
Total derivatives		$	16.0	$	28.7	$	40.2

Schedule of the Effect of Derivative Instruments on AOCI and Statements of Operations

The effect of derivative instruments on AOCL, net of tax, and the Condensed Consolidated Statements of Operations for each of the periods presented was as follows:


Derivatives in Cash Flow Hedging Relationships	Amount of Gain / (Loss) Recognized in AOCL
	Three Months Ended
	December 30, 2023		December 31, 2022

Interest rate swap agreements	$	(6.4)	$	0.5
Commodity hedging instruments	(1.8)		(5.3)
Total	$	(8.2)	$	(4.8)


Derivatives in Cash Flow Hedging Relationships	Reclassified from AOCL into Statement of Operations	Amount of Gain / (Loss)
		Three Months Ended
		December 30, 2023		December 31, 2022

Interest rate swap agreements	Interest expense	$	2.6	$	1.4
Commodity hedging instruments	Cost of sales	(1.1)		2.3
Total		$	1.5	$	3.7


Derivatives Not Designated as Hedging Instruments	Recognized in Statement of Operations	Amount of Gain / (Loss)
		Three Months Ended
		December 30, 2023		December 31, 2022

Currency forward contracts	Other income / expense, net	$	(4.8)	$	(11.3)
Commodity hedging instruments	Cost of sales	(1.3)		1.5
Total		$	(6.1)	$	(9.8)

EQUITY - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Other comprehensive income (loss) before reclassifications	$ (8.8)	$ (26.0)
Amounts reclassified from accumulated other comprehensive net income (loss)	(4.1)	(8.9)
Income tax benefit (expense)	4.0	10.3
Total other comprehensive loss	(8.9)	(24.6)
Accumulated Other Comprehensive Income (Loss)
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Equity beginning balance	(112.8)	(144.6)
Equity ending balance	(121.7)	(169.3)
Foreign Currency Translation Adjustments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Equity beginning balance	(21.9)	(28.9)
Other comprehensive income (loss) before reclassifications	3.1	7.2
Amounts reclassified from accumulated other comprehensive net income (loss)	0.0	0.0
Income tax benefit (expense)	0.0	0.0
Total other comprehensive loss	3.1	7.2
Equity ending balance	(18.8)	(21.7)
Net Unrealized Gain (Loss) On Derivative Instruments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Equity beginning balance	20.1	33.3
Other comprehensive income (loss) before reclassifications	(11.0)	(6.4)
Amounts reclassified from accumulated other comprehensive net income (loss)	(2.0)	(5.0)
Income tax benefit (expense)	3.3	2.9
Total other comprehensive loss	(9.7)	(8.5)
Equity ending balance	10.4	24.8
Net Unrealized Gain (Loss) On Securities
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Equity beginning balance	(38.6)	(79.7)
Other comprehensive income (loss) before reclassifications	(0.9)	(26.8)
Amounts reclassified from accumulated other comprehensive net income (loss)	0.0	0.0
Income tax benefit (expense)	0.0	6.4
Total other comprehensive loss	(0.9)	(20.4)
Equity ending balance	(39.5)	(100.2)
Pension and Other Post-Retirement Benefit Adjustments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Equity beginning balance	(72.4)	(69.3)
Other comprehensive income (loss) before reclassifications	0.0	0.0
Amounts reclassified from accumulated other comprehensive net income (loss)	(2.1)	(3.9)
Income tax benefit (expense)	0.7	1.0
Total other comprehensive loss	(1.4)	(2.9)
Equity ending balance	$ (73.8)	$ (72.2)

EARNINGS PER COMMON SHARE - Calculation of Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net loss	$ (80.5)	$ (64.7)
Basic net loss per common share:
Weighted-average common shares outstanding during the period (in shares)	56,700,000	55,500,000
Basic income (loss) per common share (USD per share)	$ (1.42)	$ (1.17)
Diluted net loss per common share:
Weighted-average common shares outstanding during the period (in shares)	56,700,000	55,500,000
Dilutive potential Common Shares (in shares)	0	0
Weighted-average common shares outstanding during the period plus dilutive potential common shares (in shares)	56,700,000	55,500,000
Diluted income (loss) per common share (USD per share)	$ (1.42)	$ (1.17)
Anti-dilutive stock options outstanding (in shares)	500,000	200,000
Options
Diluted net loss per common share:
Anti-dilutive stock options outstanding (in shares)	1,000,000.0	900,000

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 10.4	$ 31.9	$ 25.6
Accounts receivable, less allowances of $15.9, $12.0 and $15.1, respectively	287.6	304.2	311.4
Accounts receivable pledged	0.0	0.0	178.9
Inventories	1,169.6	880.3	1,525.9
Prepaid and other current assets	213.8	181.4	257.5
Total current assets	1,681.4	1,397.8	2,299.3
Investment in unconsolidated affiliates	90.8	91.9	181.5
Property, plant and equipment, net of accumulated depreciation of $760.5, $780.6 and $765.4, respectively	610.4	610.3	592.8
Goodwill	243.9	243.9	254.3
Intangible assets, net	433.2	436.7	576.0
Other assets	656.4	633.1	630.1
Total assets	3,716.1	3,413.7	4,534.0
Current liabilities:
Current portion of debt	54.5	52.3	216.8
Accounts payable	332.5	271.2	366.8
Other current liabilities	377.1	450.2	348.1
Total current liabilities	764.1	773.7	931.7
Long-term debt	2,969.0	2,557.4	3,189.6
Other liabilities	368.4	349.9	353.2
Total liabilities	4,101.5	3,681.0	4,474.5
Commitments and contingencies (Note 10)
Equity (deficit):
Common shares and capital in excess of $0.01 stated value per share; shares outstanding of 56.7, 55.9 and 56.5, respectively	349.6	353.1	367.6
Retained earnings	372.4	490.9	917.9
Treasury shares, at cost; 11.5, 12.3 and 11.6 shares, respectively	(985.7)	(998.5)	(1,056.7)
Accumulated other comprehensive loss	(121.7)	(112.8)	(169.3)
Total equity (deficit)	(385.4)	(267.3)	59.5
Total liabilities and equity (deficit)	$ 3,716.1	$ 3,413.7	$ 4,534.0

EQUITY - Total Share-based Compensation (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Equity [Abstract]
Share-based compensation	$ 16.0	$ 20.9
Related tax benefit recognized	$ 2.6	$ 4.7

EQUITY - Stock Options Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cash received from exercise of stock options	$ 0.5	$ 0.6
Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average fair value (USD per share)	$ 15.16	$ 13.67
Cost not yet recognized	$ 11.7
Cost not yet recognized, period (years)	2 years 7 months 6 days

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

EARNINGS PER COMMON SHARE (Tables)

3 Months Ended

Dec. 30, 2023

Earnings Per Share [Abstract]

Information to Calculate Basic and Diluted Earnings (Loss) Per Common Share

The following table presents information necessary to calculate basic and diluted income (loss) per Common Share.


	Three Months Ended
	December 30, 2023		December 31, 2022



Net loss	$	(80.5)	$	(64.7)


Basic net loss per common share:
Weighted-average common shares outstanding during the period	56.7		55.5
Basic net loss per common share:	$	(1.42)	$	(1.17)



Diluted net loss per common share:
Weighted-average common shares outstanding during the period	56.7		55.5
Dilutive potential common shares	—		—
Weighted-average common shares outstanding during the period plus dilutive potential common shares	56.7		55.5
Diluted net loss per common share:	$	(1.42)	$	(1.17)




Antidilutive stock options outstanding	1.0		0.9

EQUITY - Restricted Stock-based Awards Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (USD per share)	$ 48.79	$ 50.59
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (USD per share)	$ 48.79
Cost not yet recognized	$ 18.2
Cost not yet recognized, period (years)	1 year 10 months 24 days

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

FAIR VALUE MEASUREMENTS (Tables)

3 Months Ended

Dec. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements, Recurring Basis

The following table summarizes the fair value of the Company’s assets and liabilities for which disclosure of fair value is required:


		December 30, 2023				December 31, 2022				September 30, 2023
	Fair Value Hierarchy Level	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Assets
Cash equivalents	Level 1	$	1.5	$	1.5	$	1.9	$	1.9	$	1.2	$	1.2




Other
Investment securities in non-qualified retirement plan assets	Level 1	40.1		40.1		37.7		37.7		36.3		36.3


Convertible debt investments	Level 3	85.0		85.0		91.2		91.2		85.8		85.8

Liabilities




Debt instruments
Credit facilities – revolving loans	Level 2	511.2		511.2		681.5		681.5		88.3		88.3
Credit facilities – term loans	Level 2	912.5		912.5		962.5		962.5		925.0		925.0
Senior Notes due 2031 – 4.000%	Level 2	500.0		425.0		500.0		375.6		500.0		380.0
Senior Notes due 2032 – 4.375%	Level 2	400.0		339.0		400.0		303.0		400.0		304.0
Senior Notes due 2029 – 4.500%	Level 2	450.0		401.6		450.0		364.5		450.0		366.8
Senior Notes due 2026 – 5.250%	Level 2	250.0		242.2		250.0		236.3		250.0		233.1

Receivables facility	Level 2	—		—		161.0		161.0		—		—

Other debt	Level 2	2.5		2.5		3.8		3.8		0.4		0.4

Changes in the balance of Level 3 convertible debt investments carried at fair value are presented below. There were no transfers into or out of Level 3.


	Three Months Ended
	December 30, 2023		December 31, 2022
Fair value at beginning of period	$	85.8	$	117.0

Total realized / unrealized gains included in net earnings	0.1		1.0
Total realized / unrealized losses included in OCI	(0.9)		(26.8)
Fair value at end of period	$	85.0	$	91.2

INVESTMENT IN UNCONSOLIDATED AFFILIATES (Details) - USD ($) $ in Millions		3 Months Ended
	Nov. 07, 2023	Dec. 30, 2023	Dec. 31, 2022	Sep. 30, 2023	Dec. 31, 2020
Investments in and Advances to Affiliates [Line Items]
Investment in unconsolidated affiliates		$ 90.8	$ 181.5	$ 91.9
Equity in loss of unconsolidated affiliates		(22.5)	$ (11.4)
Bonnie Plants
Investments in and Advances to Affiliates [Line Items]
Equity ownership percentage	50.00%		45.00%		50.00%
Ownership percentage increase (decrease)	5.00%
Payments to acquire equity interest	$ 21.4
Non-cash impairment		$ (10.4)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022	Oct. 27, 2023	Sep. 30, 2023
Line of Credit Facility [Line Items]
Percentage of annual net sales	75.00%
Noncash investing activities for unpaid liabilities incurred	$ 8.6	$ 19.2
Accounts Receivable, Held-for-Sale			$ 600.0
Net receivables derecognized	140.1
Proceeds from sale of receivables	199.6
Supplier finance obligation	$ 30.8	$ 20.4		$ 18.3
Supplier Finance Program, Obligation, Statement of Financial Position [Extensible Enumeration]	Accounts payable	Accounts payable		Accounts payable
Supplier finance obligation, settlement	$ 69.8	$ 50.5
Minimum
Line of Credit Facility [Line Items]
Payment terms	30 days
Maximum
Line of Credit Facility [Line Items]
Payment terms	60 days
Standby Letters of Credit
Line of Credit Facility [Line Items]
Senior secured credit facilities, maximum borrowing capacity			$ 70.0

MARKETING AGREEMENT - Net Commission Earned Under Marketing Agreement (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Marketing Agreement [Line Items]
Contribution expenses	$ (354.0)	$ (420.6)
Restated Marketing Agreement
Marketing Agreement [Line Items]
Gross commission	8.8	9.6
Contribution expenses	(4.5)	(4.5)
Net commission	4.3	5.1
Reimbursements associated with Roundup® marketing agreement	19.1	15.2
Total net sales associated with Roundup® marketing agreement	$ 23.4	$ 20.3

SEGMENT INFORMATION

3 Months Ended

Dec. 30, 2023

Segment Reporting [Abstract]

SEGMENT INFORMATION

The Company divides its operations into three reportable segments: U.S. Consumer, Hawthorne and Other. U.S. Consumer consists of the Company’s consumer lawn and garden business in the United States. Hawthorne consists of the Company’s indoor and hydroponic gardening business. Other primarily consists of the Company’s consumer lawn and garden business in Canada. This identification of reportable segments is consistent with how the segments report to and are managed by the chief operating decision maker of the Company. In addition, Corporate consists of general and administrative expenses and certain other income and expense items not allocated to the business segments.

The performance of each reportable segment is evaluated based on several factors, including income (loss) 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:


	Three Months Ended
	December 30, 2023		December 31, 2022

Net Sales:
U.S. Consumer	$	306.7	$	369.0
Hawthorne	80.1		131.5
Other	23.6		26.1
Consolidated	$	410.4	$	526.6

Segment Profit (Loss):
U.S. Consumer	$	(15.5)	$	31.3
Hawthorne	(9.7)		(16.2)
Other	(5.0)		1.4
Total Segment Profit (Loss)	(30.2)		16.5
Corporate	(26.0)		(31.9)
Intangible asset amortization	(4.0)		(7.7)

Impairment, restructuring and other	12.9		(18.7)
Equity in loss of unconsolidated affiliates	(22.5)		(11.4)

Interest expense	(42.8)		(42.7)
Other non-operating income (expense), net	(1.6)		1.6
Loss before income taxes	$	(114.2)	$	(94.3)

The following table presents net sales by product category for the periods indicated:


	Three Months Ended
	December 30, 2023		December 31, 2022

U.S. Consumer:
Lawn care	$	118.8	$	145.4
Growing media and mulch	72.0		97.1
Controls	53.4		58.2
Roundup® marketing agreement	23.4		20.3
Other, primarily gardening	39.1		48.0
Hawthorne:
Lighting	31.9		50.3
Nutrients	16.6		22.8
Growing environments	11.5		25.5
Growing media	11.2		17.8
Other, primarily hardware	8.9		15.1
Other:
Growing media	13.2		15.4
Lawn care	2.3		2.6
Other, primarily gardening and controls	8.1		8.1
Total net sales	$	410.4	$	526.6

The following table presents net sales by geographic area for the periods indicated:


	Three Months Ended
	December 30, 2023		December 31, 2022

Net sales:
United States	$	365.8	$	465.0
International	44.6		61.6
	$	410.4	$	526.6

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//280/tableOfContent

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-26

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 34
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-34

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

+ Details

LEASES - Supplemental Cash Flow Information and Non-Cash Activity Schedule (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Lease, Cost [Abstract]
Operating cash flows from operating leases, net	$ 24.3	$ 22.2
Operating cash flows from finance leases	0.2	0.3
Financing cash flows from finance leases	0.5	1.3
Right-of-use assets obtained in exchange for lease obligations, operating leases	33.5	16.5
Right-of-use assets obtained in exchange for lease obligations, finance leases	$ 0.8	$ 0.0

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Statement of Comprehensive Income [Abstract]
Net loss	$ (80.5)	$ (64.7)
Other comprehensive income (loss):
Net foreign currency translation adjustment	3.1	7.2
Net unrealized loss on derivative instruments, net of tax	(8.2)	(4.8)
Reclassification of net unrealized gains on derivative instruments to net loss, net of tax	(1.5)	(3.7)
Net unrealized loss on securities, net of tax	(0.9)	(20.4)
Pension and other post-retirement benefit adjustments, net of tax	(1.4)	(2.9)
Total other comprehensive loss	(8.9)	(24.6)
Comprehensive loss	$ (89.4)	$ (89.3)

LEASES - Supplemental Balance Sheet Information Schedule (Details) - USD ($) $ in Millions	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Leases [Abstract]
Operating lease right-of-use-assets	$ 282.6	$ 262.6	$ 281.2
Operating lease current lease liabilities	77.2	76.4	76.5
Operating lease non-current lease liabilities	234.0	220.1	216.4
Total operating lease liabilities	311.2	296.5	292.9
Finance lease right-of-use assets	14.8	14.5	16.4
Finance lease current lease liabilities	2.1	1.9	1.9
Finance lease non-current lease liabilities	15.2	15.0	16.6
Total finance lease liabilities	$ 17.3	$ 16.9	$ 18.5

DEBT - Senior Notes (Details) - Senior notes - USD ($) $ in Millions	Mar. 17, 2021	Oct. 22, 2019	Dec. 15, 2016	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022	Aug. 13, 2021
Debt Instrument [Line Items]
Debt Instrument, Covenant, Interest Coverage Ratio, Minimum				2.00
Debt Instrument, Covenant, Interest Coverage Ratio				2.49
5.250% Senior Notes
Debt Instrument [Line Items]
Interest rate of debt (percentage)			5.25%	5.25%	5.25%	5.25%
Proceeds from issuance of unsecured debt			$ 250.0
4.500% Senior Notes
Debt Instrument [Line Items]
Interest rate of debt (percentage)		4.50%		4.50%	4.50%	4.50%
Proceeds from issuance of unsecured debt		$ 450.0
4.000% Senior Notes
Debt Instrument [Line Items]
Interest rate of debt (percentage)	4.00%			4.00%	4.00%	4.00%
Proceeds from issuance of unsecured debt	$ 500.0
4.375% Senior Notes
Debt Instrument [Line Items]
Interest rate of debt (percentage)				4.375%	4.375%	4.375%	4.375%
Principal amount of debt							$ 400.0

INVESTMENT IN UNCONSOLIDATED AFFILIATES	3 Months Ended
INVESTMENT IN UNCONSOLIDATED AFFILIATES	Dec. 30, 2023
Equity Method Investments and Joint Ventures [Abstract]
INVESTMENTS IN UNCONSOLIDATED AFFILIATES	INVESTMENT IN UNCONSOLIDATED AFFILIATES On December 31, 2020, the Company acquired a 50% equity interest in Bonnie Plants, LLC, a joint venture with Alabama Farmers Cooperative, Inc. (“AFC”) focused on planting, growing, developing, distributing, marketing and selling live plants. During the three months ended December 31, 2022, the Company and AFC amended the joint venture agreement to allow AFC to make an additional equity contribution to Bonnie Plants, LLC, and, as a result of this contribution by AFC, the Company’s equity interest in Bonnie Plants, LLC was reduced to 45%. On November 7, 2023, the Company purchased an additional 5% equity interest in Bonnie Plants, LLC from AFC for $21.4, which restores its total equity interest back to 50%. The Company’s interest is accounted for using the equity method of accounting, with the Company’s proportionate share of Bonnie Plants, LLC earnings reflected in the Condensed Consolidated Statements of Operations. During the three months ended December 30, 2023 and December 31, 2022, the Company recorded equity in loss of unconsolidated affiliates of $22.5 and $11.4, respectively, associated with Bonnie Plants, LLC. During the three months ended December 30, 2023, the Company recorded a pre-tax impairment charge of $10.4 associated with its investment in Bonnie Plants, LLC in the “Equity in loss of unconsolidated affiliates” line in the Condensed Consolidated Statements of Operations. The estimated fair value of Bonnie Plants, LLC was based upon an equal weighting of the income-based and market-based approaches, utilizing estimated cash flows and a terminal value discounted at a rate of return that reflects the relative risk of the cash flows, as well as valuation multiples derived from comparable publicly traded companies that are applied to operating performance of the investment. The fair value estimate utilizes significant unobservable inputs and thus represents a Level 3 fair value measurement.

IMPAIRMENT, RESTRUCTURING AND OTHER - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		27 Months Ended
	Dec. 30, 2023	Dec. 31, 2022	Dec. 30, 2023
Restructuring Cost and Reserve [Line Items]
Restructuring reserve, long-term	$ 13.8		$ 13.8
Employee Severance and Impairment Of Property, Plant, And Equipment
Restructuring Cost and Reserve [Line Items]
Restructuring charges and adjustments	(3.7)	$ 14.5
Hawthorne
Restructuring Cost and Reserve [Line Items]
Restructuring charges and adjustments			217.1
U.S. Consumer
Restructuring Cost and Reserve [Line Items]
Restructuring charges and adjustments			46.7
Corporate Segment
Restructuring Cost and Reserve [Line Items]
Restructuring charges and adjustments			25.1
Other
Restructuring Cost and Reserve [Line Items]
Restructuring charges and adjustments			$ 1.6
Cost of sales—impairment, restructuring and other \| Hawthorne
Restructuring Cost and Reserve [Line Items]
Restructuring charges and adjustments	(7.7)	8.4
Cost of sales—impairment, restructuring and other \| U.S. Consumer
Restructuring Cost and Reserve [Line Items]
Restructuring charges and adjustments	2.0	1.0
Impairment, Restructuring, And Other
Restructuring Cost and Reserve [Line Items]
Gain (loss) on resolution of dispute	12.1
Impairment, Restructuring, And Other \| Hawthorne
Restructuring Cost and Reserve [Line Items]
Restructuring charges and adjustments	0.3	1.0
Impairment, Restructuring, And Other \| U.S. Consumer
Restructuring Cost and Reserve [Line Items]
Restructuring charges and adjustments	(0.8)	0.2
Impairment, Restructuring, And Other \| Corporate Segment
Restructuring Cost and Reserve [Line Items]
Restructuring charges and adjustments	$ 2.4	3.8
Impairment, Restructuring, And Other \| Other
Restructuring Cost and Reserve [Line Items]
Restructuring charges and adjustments		$ 0.1

Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Dec. 30, 2023	Dec. 31, 2022
Income Statement [Abstract]
Net sales	$ 410.4	$ 526.6
Cost of sales	354.0	420.6
Cost of sales—impairment, restructuring and other	(5.8)	10.3
Gross margin	62.2	95.7
Operating expenses:
Selling, general and administrative	114.8	128.5
Impairment, restructuring and other	(7.1)	8.5
Other expense, net	1.8	0.5
Loss from operations	(47.3)	(41.8)
Equity in loss of unconsolidated affiliates	(22.5)	(11.4)
Interest expense	42.8	42.7
Other non-operating (income) expense, net	1.6	(1.6)
Loss before income taxes	(114.2)	(94.3)
Income tax benefit	(33.7)	(29.6)
Net loss	$ (80.5)	$ (64.7)
Earnings Per Share
Basic income (loss) per common share (USD per share)	$ (1.42)	$ (1.17)
Diluted income (loss) per common share (USD per share)	$ (1.42)	$ (1.17)
Weighted-average common shares outstanding during the period (in shares)	56.7	55.5
Weighted-average common shares outstanding during the period plus dilutive potential common shares (in shares)	56.7	55.5

SEGMENT INFORMATION (Tables)

3 Months Ended

Dec. 30, 2023

Segment Reporting [Abstract]

Summary of Segment Financial Information

The following tables present financial information for the Company’s reportable segments for the periods indicated:


	Three Months Ended
	December 30, 2023		December 31, 2022

Net Sales:
U.S. Consumer	$	306.7	$	369.0
Hawthorne	80.1		131.5
Other	23.6		26.1
Consolidated	$	410.4	$	526.6

Segment Profit (Loss):
U.S. Consumer	$	(15.5)	$	31.3
Hawthorne	(9.7)		(16.2)
Other	(5.0)		1.4
Total Segment Profit (Loss)	(30.2)		16.5
Corporate	(26.0)		(31.9)
Intangible asset amortization	(4.0)		(7.7)

Impairment, restructuring and other	12.9		(18.7)
Equity in loss of unconsolidated affiliates	(22.5)		(11.4)

Interest expense	(42.8)		(42.7)
Other non-operating income (expense), net	(1.6)		1.6
Loss before income taxes	$	(114.2)	$	(94.3)

The following table presents net sales by product category for the periods indicated:


	Three Months Ended
	December 30, 2023		December 31, 2022

U.S. Consumer:
Lawn care	$	118.8	$	145.4
Growing media and mulch	72.0		97.1
Controls	53.4		58.2
Roundup® marketing agreement	23.4		20.3
Other, primarily gardening	39.1		48.0
Hawthorne:
Lighting	31.9		50.3
Nutrients	16.6		22.8
Growing environments	11.5		25.5
Growing media	11.2		17.8
Other, primarily hardware	8.9		15.1
Other:
Growing media	13.2		15.4
Lawn care	2.3		2.6
Other, primarily gardening and controls	8.1		8.1
Total net sales	$	410.4	$	526.6

The following table presents net sales by geographic area for the periods indicated:


	Three Months Ended
	December 30, 2023		December 31, 2022

Net sales:
United States	$	365.8	$	465.0
International	44.6		61.6
	$	410.4	$	526.6

EARNINGS PER COMMON SHARE

3 Months Ended

Dec. 30, 2023

Earnings Per Share [Abstract]

EARNINGS PER COMMON SHARE

The following table presents information necessary to calculate basic and diluted income (loss) per Common Share.


	Three Months Ended
	December 30, 2023		December 31, 2022



Net loss	$	(80.5)	$	(64.7)


Basic net loss per common share:
Weighted-average common shares outstanding during the period	56.7		55.5
Basic net loss per common share:	$	(1.42)	$	(1.17)



Diluted net loss per common share:
Weighted-average common shares outstanding during the period	56.7		55.5
Dilutive potential common shares	—		—
Weighted-average common shares outstanding during the period plus dilutive potential common shares	56.7		55.5
Diluted net loss per common share:	$	(1.42)	$	(1.17)




Antidilutive stock options outstanding	1.0		0.9

Diluted average common shares used in the diluted loss per common share calculation for the three months ended December 30, 2023 and December 31, 2022 were 56.7 million and 55.5 million, respectively, which excluded potential Common Shares of 0.5 million and 0.2 million, respectively, because the effect of their inclusion would be anti-dilutive as the Company incurred a net loss for the three months ended December 30, 2023 and December 31, 2022.

FAIR VALUE MEASUREMENTS - Summary of Fair Value of Assets and Liabilities (Details) - USD ($) $ in Millions	Dec. 30, 2023	Sep. 30, 2023	Dec. 31, 2022	Aug. 13, 2021	Mar. 17, 2021	Oct. 22, 2019	Dec. 15, 2016
Senior notes \| 4.000% Senior Notes
Liabilities
Interest rate of debt (percentage)	4.00%	4.00%	4.00%		4.00%
Senior notes \| 4.375% Senior Notes
Liabilities
Interest rate of debt (percentage)	4.375%	4.375%	4.375%	4.375%
Senior notes \| 4.500% Senior Notes
Liabilities
Interest rate of debt (percentage)	4.50%	4.50%	4.50%			4.50%
Senior notes \| 5.250% Senior Notes
Liabilities
Interest rate of debt (percentage)	5.25%	5.25%	5.25%				5.25%
Carrying Amount \| Fair value, inputs, level 1 \| Fair Value, Measurements, Recurring
Assets
Cash equivalents	$ 1.5	$ 1.2	$ 1.9
Carrying Amount \| Fair value, inputs, level 1 \| Fair Value, Measurements, Recurring \| Investment securities in non-qualified retirement plan assets
Assets
Other	40.1	36.3	37.7
Carrying Amount \| Fair value, inputs, level 3 \| Fair Value, Measurements, Recurring \| Convertible debt investments
Assets
Other	85.0	85.8	91.2
Carrying Amount \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Credit facilities \| Revolving loans
Liabilities
Debt instruments	511.2	88.3	681.5
Carrying Amount \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Credit facilities \| Term loans
Liabilities
Debt instruments	912.5	925.0	962.5
Carrying Amount \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Senior notes \| 4.000% Senior Notes
Liabilities
Debt instruments	500.0	500.0	500.0
Carrying Amount \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Senior notes \| 4.375% Senior Notes
Liabilities
Debt instruments	400.0	400.0	400.0
Carrying Amount \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Senior notes \| 4.500% Senior Notes
Liabilities
Debt instruments	450.0	450.0	450.0
Carrying Amount \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Senior notes \| 5.250% Senior Notes
Liabilities
Debt instruments	250.0	250.0	250.0
Carrying Amount \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Receivables facility
Liabilities
Debt instruments	0.0	0.0	161.0
Carrying Amount \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Other debt
Liabilities
Debt instruments	2.5	0.4	3.8
Estimated Fair Value \| Fair value, inputs, level 1 \| Fair Value, Measurements, Recurring
Assets
Cash equivalents	1.5	1.2	1.9
Estimated Fair Value \| Fair value, inputs, level 1 \| Fair Value, Measurements, Recurring \| Investment securities in non-qualified retirement plan assets
Assets
Other	40.1	36.3	37.7
Estimated Fair Value \| Fair value, inputs, level 3 \| Fair Value, Measurements, Recurring \| Convertible debt investments
Assets
Other	85.0	85.8	91.2
Estimated Fair Value \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Credit facilities \| Revolving loans
Liabilities
Debt instruments	511.2	88.3	681.5
Estimated Fair Value \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Credit facilities \| Term loans
Liabilities
Debt instruments	912.5	925.0	962.5
Estimated Fair Value \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Senior notes \| 4.000% Senior Notes
Liabilities
Debt instruments	425.0	380.0	375.6
Estimated Fair Value \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Senior notes \| 4.375% Senior Notes
Liabilities
Debt instruments	339.0	304.0	303.0
Estimated Fair Value \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Senior notes \| 4.500% Senior Notes
Liabilities
Debt instruments	401.6	366.8	364.5
Estimated Fair Value \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Senior notes \| 5.250% Senior Notes
Liabilities
Debt instruments	242.2	233.1	236.3
Estimated Fair Value \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Receivables facility
Liabilities
Debt instruments	0.0	0.0	161.0
Estimated Fair Value \| Fair value, inputs, level 2 \| Fair Value, Measurements, Recurring \| Other debt
Liabilities
Debt instruments	$ 2.5	$ 0.4	$ 3.8

EQUITY - Share-Based Awards Narrative (Details) shares in Millions	Jan. 31, 2024 shares
Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant (in shares)	2.5

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details