SMGSCOTTS MIRACLE-GRO CO

Agricultural Chemicals

Revenue: $3.4B; 3.9% YoY
Operating margin: 10.5%; 79% YoY
EBITDA: $421M; 46% YoY
Market cap: $3.6B
Employees: 5,200; $656K revenue each
Net debt / EBITDA: 0.9×; $388M net debt
AI in 10-K: 1.1; mentions per 10K words

Takeover score 1 of 13

Fixable underperformance 0 of 7

TSR below peersNo
—
3+ of last 5 years
High CEO pay despite TSRNo
—
Median CEO pay ≥ $15M while TSR trails
Earnings not backed by cashNo
256% of net income
Cash flow under 80% of net income
Dilutive SBCNo
2% of revenue
Over 10% of revenue
Payouts exceed cash flowNo
47% of cash flow
Buybacks + dividends over cash flow
Goodwill-heavyNo
8% of assets
Over 40% of assets
Shareholder dissentNo
84% lowest support
Any vote under 80% support

Buyer economics 1 of 4

Low revenue per employeeNo
$656K · 61st pct
Bottom quartile of its SIC industry
Quiet on AINo
1.1 per 10K words · 37th pct
Bottom quartile of AI mentions in 10-Ks
Net cashNo
0.9× EBITDA net debt
More cash than debt, positive EBITDA
Buyout-sizedYes
$3.6B market cap
Market cap $500M–$5B

Catalysts 0 of 2

Active 13DNo
0 filings
Active-intent 13D in 18 months
Net insider sellingNo
−$5M net
Net sales over $10M in 12 months

Financials

Metric	FY2021	FY2022	FY2023	FY2024	FY2025	YoY	Trend
Revenue	$4.9B	$3.9B	$3.6B	$3.6B	$3.4B	3.9%
Operating income	$723M	−$434M	−$174M	$209M	$359M	72%
Net income	$513M	−$438M	−$380M	−$35M	$145M	516%
Operating cash flow	$272M	−$129M	$531M	$668M	$371M	44%
Capex	$107M	$114M	$93M	$84M	$97M	16%
Stock-based comp	$41M	$34M	$69M	$80M	$69M	14%
Buybacks	$129M	$258M	$9M	$5M	$18M	261%
Dividends	$143M	$166M	$149M	$151M	$154M	2.0%

Deal filings

None.

13D filers

Filed	Filer	Form	Stake	Intent
Dec 11, 2025	Hagedorn Partnership, L.P.	SCHEDULE 13D/A	87.7%	Passive
Nov 21, 2025	Hagedorn Partnership, L.P.	SCHEDULE 13D/A	22.9%	Passive

Insider trading

Open-market buys, 12 mo: $50K · 1
Open-market sells, 12 mo: $5M · 5
Net: −$5M

Pay vs performance

No pay-versus-performance disclosure yet.