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This excerpt taken from the SMG 10-K filed Nov 29, 2007. Other
The Company has been named 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. The complaints in these cases are not specific about
the plaintiffs’ contacts with the Company or its products.
The Company in each case is one of numerous defendants and none
of the claims seeks damages from the Company alone. The Company
believes that the claims against it are without merit and is
vigorously defending them. It is not currently possible to
reasonably estimate a probable loss, if any, associated with the
cases and, accordingly, no accrual or reserves have been
recorded in the Company’s consolidated financial
statements. There can be no assurance that these cases, whether
as a result of adverse outcomes or as a result of significant
defense costs, will not have a material adverse effect on the
Company’s financial condition, results of operations or
cash flows.
The Company is reviewing agreements and policies that may
provide insurance coverage or indemnity as to these claims and
is pursuing coverage under some of these agreements and
policies, although there can be no assurance of the results of
these efforts.
On April 27, 2007, the Company received a proposed Order On
Consent from the New York State Department of Environmental
Conservation (the “Proposed Order”) alleging that
during the calendar year 2003, the Company and James Hagedorn,
individually and as Chairman of the Board and the Chief
Executive Officer of the Company, unlawfully donated to a Port
Washington, New York youth sports organization forty bags of
Scotts®
LawnPro Annual Program Step 3 Insect Control Plus Fertilizer
which, while federally registered, was allegedly not registered
in the state of New York. The Proposed Order requests penalties
totaling $695,000. The Company has made its position clear to
the New York State Department of Environmental Conservation and
is awaiting a response.
On November 26, 2007, the United States Department of
Agriculture issued an administrative complaint alleging that
Scotts LLC had violated the Plant Protection Act and the
regulations promulgated thereunder, related to the testing of
genetically-modified Glyphosate-tolerant creeping bentgrass.
Without admitting or denying that it violated the law, on
November 26, 2007, Scotts LLC entered into a Consent
Decision and Order with the USDA resolving this matter. The
Company has agreed to pay a civil penalty of $500,000, which had
previously been accrued, and conduct three public workshops.
We are involved in other lawsuits and claims which arise in the
normal course of our business. In our opinion, these claims
individually and in the aggregate are not expected to result in
a material adverse effect on our results of operations,
financial position or cash flows.
This excerpt taken from the SMG 10-K filed Dec 14, 2006. Other
The Company has been named 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. The complaints in these cases are not specific about
the plaintiffs’ contacts with the Company or its products.
The Company in each case is one of numerous defendants and none
of the claims seeks damages from the Company alone. The Company
believes that the claims against it are without merit and is
vigorously defending them. It is not currently possible to
reasonably estimate a probable loss, if any, associated with the
cases and, accordingly, no accrual or reserves have been
recorded in the Company’s consolidated financial
statements. There can be no assurance that these cases, whether
as a result of adverse outcomes or as a result of significant
defense costs, will not have a material adverse effect on the
Company’s financial condition, results of operations or
cash flows.
The Company is reviewing agreements and policies that may
provide insurance coverage or indemnity as to these claims and
is pursuing coverage under some of these agreements, although
there can be no assurance of the results of these efforts.
We are involved in other lawsuits and claims which arise in the
normal course of our business. In our opinion, these claims
individually and in the aggregate are not expected to result in
a material adverse effect on our results of operations,
financial position or cash flows.
Table of Contents
There were no matters submitted to a vote of the security
holders of The Scotts Miracle-Gro Company during the fourth
quarter of fiscal 2006.
SUPPLEMENTAL
ITEM. EXECUTIVE OFFICERS OF THE REGISTRANT
The executive officers of The Scotts Miracle-Gro Company, their
positions and, as of November 28, 2006, their ages and
years with the Company (and its predecessors) are set forth
below.
Executive officers serve at the discretion of the Board of
Directors and pursuant to employment agreements or other
arrangements.
The business experience of each of the individuals listed above
during at least the past five years is as follows:
Mr. Hagedorn has been serving as the Chairman of the Board
of the Company since January 2003; as Chief Executive Officer of
the Company since May 2001 and as President of the Company since
November 2006 and from May 2001 until December 2005. The Scotts
Miracle-Gro Company became the public company successor to The
Scotts Company which was merged into The Scotts Company LLC in
March 2005. He also serves as a director for Farms For City Kids
Foundation, Inc., Nurse Family Partnership, The CDC Foundation,
Embry Riddle/Aeronautical University, Northshore University
Hospital (New York), Scotts Miracle-Gro Foundation and the
Intrepid Sea-Air-Space Museum, all charitable organizations.
Mr. Hagedorn is the brother of Katherine Hagedorn
Littlefield, a director of The Scotts Miracle-Gro Company.
Mr. Evans was named Executive Vice President and Chief
Financial Officer of The Scotts Miracle-Gro Company on
September 14, 2006. From October 2005 to September 2006, he
served as Senior Vice President, Finance and Global Shared
Services of The Scotts Company LLC. From October 2003 to March
2005, he served as Senior Vice President, North America of The
Scotts Company and from March 2005 to September 2005, he served
in the same capacity for The Scotts Company LLC following the
merger of The Scotts Company into The Scotts Company LLC. From
June 2001 to September 2003, he served as Vice President,
Finance, North America Sales of The Scotts Company.
Mr. Nagel was named Executive Vice President, North
American Consumer Business of The Scotts Miracle-Gro Company on
September 12, 2006. He served as Executive Vice President
and Chief Financial Officer of The Scotts Miracle-Gro Company
from March 2005 to September 2006. Mr. Nagel was named
Executive Vice President in February 2003 and Chief Financial
Officer in January 2003 of The Scotts Company, which was merged
into The Scotts Company LLC in March 2005. From August 2001 to
January 2003, he served as Senior Vice President, North America
and Corporate Finance of The Scotts Company. From September 1998
to August 2001, Mr. Nagel served as Vice President and
Corporate Controller of The Scotts Company.
Mr. Aronowitz was named Executive Vice President, General
Counsel and Corporate Secretary of The Scotts Miracle-Gro
Company in March 2005. He was previously named Executive Vice
President, General Counsel and Secretary of The Scotts Company
in October 2001, which was merged into The Scotts Company LLC in
March 2005. He was Senior Vice President, Assistant General
Counsel and Assistant Secretary of The Scotts Company from
February 2000 to October 2001.
Table of Contents
Ms. Stump was named Executive Vice President, Global Human
Resources of The Scotts Miracle-Gro Company in March 2005.
Ms. Stump was named Executive Vice President, Global Human
Resources of The Scotts Company in February 2003, which was
merged into The Scotts Company LLC in March 2005. She was named
Senior Vice President, Global Human Resources of The Scotts
Company in October 2002. From July 2001 until October 2002,
Ms. Stump served as Vice President, Human Resources North
America, of The Scotts Company. From September 2000 until July
2001, Ms. Stump served as Vice President, Human Resources
Technology and Operations, of The Scotts Company.
Table of Contents
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