ScottsMiracle-Gro sells Hawthorne to Vireo for 213M shares plus warrants

SCOTTS MIRACLE-GRO CO

Consideration: 213M subordinate voting Vireo Shares and warrants for 80M additional shares.
Transaction closed immediately; Hawthorne reclassified as discontinued operation effective Q1 FY2026.
FY2026 guidance reaffirmed; divestiture does not impact full-year outlook.
Chris Hagedorn nominated to Vireo board; to chair strategic growth committee.
Hawthorne provides nutrients, lighting for indoor/hydroponic gardening; Vireo operates in 10 US states.

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