Commitments and Contingencies
Litigation

From time to time, the Company is subject to certain claims and lawsuits that have been filed in the ordinary course of business. The Company believes the reasonably possible range of losses for these unresolved legal actions in addition to amounts accrued would not have a material effect on the Company’s assets and liabilities as of December 28, 2025 and December 29, 2024, and sales, expenses, changes in equity, and cash flows for the years ended December 28, 2025, December 29, 2024, and December 31, 2023.

Environmental Liability

As part of the sale by LESCO of its manufacturing assets in 2005, the Company retained the environmental liability associated with those assets. As part of the acquisition of a majority stake in the Company in December 2013 by CD&R from Deere, Deere agreed to pay the first $2.5 million of this liability and the Company’s exposure was capped at $2.4 million. In September 2025, the Company and Deere entered into agreements to settle and resolve the environmental liability arising from the LESCO sale. Under these agreements, a lump-sum settlement payment was made on September 30, 2025 to the purchaser of the LESCO manufacturing assets in exchange for a release of all related claims against both the Company and Deere, as well as the termination of certain indemnification obligations under the original LESCO sale agreement. The Company’s share of the settlement payment was $0.5 million.

During the year ended December 28, 2025, the Company recognized approximately $1.9 million in Other income, reflecting the release of its previously recorded environmental liability, net of the related indemnification asset. As of December 28, 2025, the Company had no remaining environmental liability and the related indemnification asset was derecognized. As of December 29, 2024, the Company had recorded an undiscounted environmental liability of $3.9 million in Other long-term liabilities, representing the estimated future remediation costs, and an indemnification asset in Other assets of $1.5 million.

Letters of Credit

As of December 28, 2025 and December 29, 2024, outstanding letters of credit were $22.2 million and $18.8 million, respectively. There were no amounts drawn on the letters of credit for either period presented.

Purchase Commitments
The Company has entered into contracts with various farmers that obligate the Company to purchase certain nursery products and grass seeds. These contracts run through fiscal year 2028. The total future obligation was $46.7 million as of December 28, 2025 with expected payments of $30.7 million, $14.1 million, and $1.9 million during fiscal years 2026, 2027, and 2028, respectively. The Company’s purchases were $69.0 million, $70.1 million, and $73.9 million for the years ended December 28, 2025, December 29, 2024, and December 31, 2023, respectively. The Company also contracted with a supplier beginning in 2020 and subsequently amended the contract in 2021 to purchase an aggregate minimum of 18,000 tons of fertilizer annually for 10 years or until the total purchase commitment of 180,000 tons of product is fulfilled. If the Company does not meet minimum volume commitments, the Company must pay a $195 per tonnage shortfall. As of December 28, 2025, the total remaining amount contracted with this supplier was $10.2 million. Other supplier contracts total $19.0 million for arrangements that run through fiscal year 2027. In addition, the Company has entered into various service commitments, of which, the maximum total future obligation was $52.0 million as of December 28, 2025.

Historical Timeline

Fiscal YearFiled
2025Feb 19, 2026Showing above
2024Feb 20, 2025
2023Feb 23, 2023
2022Feb 24, 2022
2021Mar 3, 2021
2019Feb 26, 2020
2018Feb 27, 2019
2017Feb 28, 2018

About Commitments Disclosures

Commitments and contingencies disclosures catalog a company's off-balance-sheet obligations and legal exposures — purchase commitments, guarantee arrangements, pending litigation, and regulatory proceedings. These items represent potential future cash outflows that may not appear as liabilities on the balance sheet until they become probable and estimable.

Key signals: litigation reserves and disclosed loss ranges quantify management's estimate of legal exposure, but unquantified "reasonably possible" losses often represent the larger risk. Watch for changes in language around pending cases — shifts from "remote" to "reasonably possible" or increases in estimated loss ranges signal deteriorating outcomes. Unconditional purchase obligations and take-or-pay contracts create fixed cost structures that reduce operational flexibility. Guarantee arrangements for subsidiaries or joint ventures can create cascading obligations. Compare the total commitment schedule against projected free cash flow to assess whether the company can meet its obligations without additional financing.