The Scotts Miracle-Gro Company filed a Form 8-K on August 27, 2026, disclosing that it entered into a Third Amendment to its Master Receivables Purchase Agreement with JPMorgan Chase Bank, N.A. on August 24, 2026, extending the facility's Purchase Termination Date by one year.

Key Highlights

  • Extension of termination date: The Purchase Termination Date was extended from September 1, 2026 to August 31, 2027.
  • Facility capacity: The Receivables Facility allows the Sellers to sell, and JPMorgan Chase Bank, N.A. to purchase, up to $750 million of eligible customer accounts receivable on an uncommitted and weekly basis.
  • Five specified customers: Eligible accounts receivable consist of up to $750 million generated by sales to five specified customers of the company.
  • Servicer fee: The Seller, acting as servicer, will continue to service sold receivables for a fee of 20 basis points.
  • Recourse support: Recourse obligations are supported by standby letters of credit of $75 million issued under the company's senior secured revolving facility.
  • Intended use of proceeds: According to the filing, the company "continues to expect to use the proceeds from receivables sales under the Receivables Facility for general corporate purposes."

Scotts Miracle-Gro and JPMorgan Amend Receivables Purchase Terms

The Scotts Miracle-Gro Company (NYSE:SMG) disclosed in its August 27, 2026 Form 8-K that on August 24, 2026, it entered into the Third Amendment to its Master Receivables Purchase Agreement with JPMorgan Chase Bank, N.A. The amendment's primary effect, according to the filing, is to extend the Purchase Termination Date from September 1, 2026 to August 31, 2027, as permitted under the existing agreement.

Under the facility as amended, The Scotts Company LLC, a subsidiary acting as seller and servicer, along with any additional sellers that may join, may sell up to $750 million of eligible outstanding customer accounts receivable to JPMorgan on an uncommitted and weekly basis. The filing notes the facility is uncommitted, meaning JPMorgan is not obligated to purchase receivables, and will expire on August 31, 2027 "unless earlier terminated by the Purchaser." The eligible receivables are those generated from sales to five specified customers of the company.

The filing states the facility "continues to be non-recourse to the Sellers and the Company," except for certain limited recourse obligations, including repurchase and indemnification obligations for violations of representations or obligations and obligations arising from dilution of or disputes over purchased receivables arising after sale. These recourse obligations are supported by $75 million in standby letters of credit under the company's senior secured revolving facility, and are guaranteed by the company under a Performance Undertaking dated October 27, 2023. The filing notes the agreement continues to contain "customary representations and warranties and covenants for facilities of this nature."

What Was Disclosed

Scotts Miracle-Gro reported entering into a one-year extension of its receivables purchase facility with JPMorgan Chase Bank, N.A., pushing the expiration to August 31, 2027, with the $750 million capacity, 20 basis point servicer fee, and existing recourse and guarantee structures remaining in place.