ScottsMiracle-Gro Announces Results of Annual Meeting of Shareholders; Company Declares Second Quarter Dividend

ScottsMiracle-Gro Announces Results of Annual Meeting of Shareholders; Company
                       Declares Second Quarter Dividend

James F. McCann Elected to Board of Directors

Three Current Board Members Re-elected

PR Newswire

MARYSVILLE, Ohio, Jan. 30, 2014

MARYSVILLE, Ohio, Jan. 30, 2014 /PRNewswire-FirstCall/ --Shareholders of The
Scotts Miracle-Gro Company (NYSE: SMG), the world's largest marketer of
branded consumer lawn and garden products, today elected James F. McCann,
Chairman and Chief Executive Officer of 1-800-Flowers.com, and re-elected
three current members to the Company's Board of Directors, effective
immediately, for three-year terms that expire in 2017.

Those board members elected this morning are James Hagedorn, the Company's
Chairman and Chief Executive Officer; Nancy G. Mistretta, retired partner of
executive search firm Russell Reynolds Associates; Stephanie M. Shern, former
Vice Chairman and Global Director of Retail and Consumer Products for Ernst &
Young LLP; and James F. McCann, Chairman and Chief Executive Officer of
1-800-Flowers.com, the world's leading online florist and gift shop.

"We are honored to have Jim join our Board," said Hagedorn. "As the founder
and long-time chairman and chief executive of one of the world's most
recognized consumer brands, he brings significant knowledge and expertise to
the Board in the areas of digital business strategy and customer-focused
innovation. With more than 40 years of retail experience and considerable
leadership, I am confident he will strengthen the dialog we have with our
Board and help us drive shareholder value."

Also at today's meeting, shareholders approved, on an advisory basis, the
compensation of the Company's named executive officers. Shareholders also
approved an amendment and restatement of The Scotts Company LLC Amended and
Restated Executive Incentive Plan. In addition, shareholders ratified the
Audit and Finance Committee's selection of Deloitte & Touche LLP as the
Company's independent registered public accounting firm for the fiscal year
ending September 30, 2014.

In addition, the Board of Directors approved the payment of a cash dividend of
$0.4375 per share. The dividend is payable March 10, 2014, to shareholders of
record on February 24, 2014.

An archive of the Company's 2014 Annual Meeting of Shareholders is available
on the investor relations section of the ScottsMiracle-Gro website at
http://investor.scotts.com.

About ScottsMiracle-Gro
With more than $2.8 billion in worldwide sales, The Scotts Miracle-Gro Company
is the world's largest marketer of branded consumer products for lawn and
garden care. The Company's brands are the most recognized in the industry. In
the U.S., the Company's Scotts®, Miracle-Gro® and Ortho® brands are
market-leading in their categories, as is the consumer Roundup® brand, which
is marketed in North America and most of Europe exclusively by Scotts and
owned by Monsanto. In the U.S., we operate Scotts LawnService®, the second
largest residential lawn care service business. In Europe, the Company's
brands include Weedol®, Pathclear®, Evergreen®, Levington®, Miracle-Gro®, KB®,
Fertiligene® and Substral®. For additional information, visit us at
www.scotts.com.

Cautionary Note Regarding Forward-Looking Statements
Statements contained in this press release, other than statements of
historical fact, which address activities, events and developments that the
Company expects or anticipates will or may occur in the future, including, but
not limited to, information regarding the future economic performance and
financial condition of the Company, the plans and objectives of the Company's
management, and the Company's assumptions regarding such performance and plans
are "forward-looking statements" within the meaning of the U.S. federal
securities laws that are subject to risks and uncertainties. These
forward-looking statements generally can be identified as statements that
include phrases such as "guidance," "outlook," "projected," "believe,"
"target," "predict," "estimate," "forecast," "strategy," "may," "goal,"
"expect," "anticipate," "intend," "plan," "foresee," "likely," "will,"
"should" or other similar words or phrases. Actual results could differ
materially from the forward-looking information in this release due to a
variety of factors, including, but not limited to:

  oCompliance with environmental and other public health regulations could
    increase the Company's costs of doing business or limit the Company's
    ability to market all of its products;
  oIncreases in the prices of raw materials and fuel costs could adversely
    affect the Company's results of operations;
  oThe highly competitive nature of the Company's markets could adversely
    affect its ability to maintain or grow revenues;
  oBecause of the concentration of the Company's sales to a small number of
    retail customers, the loss of one or more of, or significant reduction in
    orders from, its top customers could adversely affect the Company's
    financial results;
  oAdverse weather conditions could adversely impact financial results;
  oThe Company's international operations make the Company susceptible to
    fluctuations in currency exchange rates and to other costs and risks
    associated with international regulation;
  oThe Company may not be able to adequately protect its intellectual
    property and other proprietary rights that are material to the Company's
    business;
  oIf Monsanto Company were to terminate the Marketing Agreement for consumer
    Roundup products, the Company would lose a substantial source of future
    earnings and overhead expense absorption;
  oHagedorn Partnership, L.P. beneficially owns approximately 30% of the
    Company's common shares and can significantly influence decisions that
    require the approval of shareholders;
  oThe Company may pursue acquisitions, dispositions, investments, dividends,
    share repurchases and/or other corporate transactions that it believes
    will maximize equity returns of its shareholders but may involve risks.

Additional detailed information concerning a number of the important factors
that could cause actual results to differ materially from the forward-looking
information contained in this release is readily available in the Company's
publicly filed quarterly, annual and other reports. The Company disclaims any
obligation to update developments of these risk factors or to announce
publicly any revision to any of the forward-looking statements contained in
this release, or to make corrections to reflect future events or developments.

SOURCE The Scotts Miracle-Gro Company

Website: http://www.scotts.com
Contact: Jim King, Senior Vice President, Chief Communications Officer, The
Scotts Miracle-Gro Company, (937) 578-5622
 
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