SiteOne Landscape Supply, Inc.
For the period ended Sep 27, 2026. Filed Oct 28, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 27, 2026 · Filed Oct 28, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Notes to Consolidated Financial Statements
(Unaudited)
| Note 1. Nature of Business and Significant Accounting Policies | 12 |
|---|---|
| Note 2. Revenue from Contracts with Customers | 15 |
| Note 3. Acquisitions | 15 |
| Note 4. Fair Value Measurement and Interest Rate Swaps | 16 |
| Note 5. Property and Equipment, Net | 17 |
| Note 6. Goodwill and Intangible Assets, Net | 18 |
| Note 7. Leases | 19 |
| Note 8. Employee Benefit and Stock Incentive Plans | 20 |
| Note 9. Long-Term Debt | 23 |
| Note 10. Income Taxes | 26 |
| Note 11. Commitments and Contingencies | 26 |
| Note 12. Earnings (Loss) Per Share | 27 |
| Note 13. Segment Information | 27 |
| Note 14. Subsequent Event | 28 |
Note 1. Nature of Business and Significant Accounting Policies
Nature of Business
SiteOne Landscape Supply, Inc. (hereinafter collectively with all its consolidated subsidiaries referred to as the “Company”) is a wholesale distributor of hardscapes (such as concrete pavers and natural stone), irrigation, agronomics (including fertilizer, seed, control products, and ice melt), landscape accessories, nursery, and outdoor lighting to green industry professionals. The Company also provides value-added consultative services to complement its product offering and to help customers operate and grow their businesses. Substantially all of the Company’s sales are to customers located in the United States of America (“U.S.”), with less than three percent of sales and total assets in Canada for all periods presented. As of September 27, 2026, the Company had over 690 branches. Based on the nature of the Company’s products and customers’ business cycles, sales are significantly higher in the second and third quarters of each fiscal year.
Share Repurchase Program
On October 20, 2022, the Company’s Board of Directors authorized the Company to repurchase, at any time or from time to time, shares of the Company’s common stock having an aggregate purchase price not to exceed $400.0 million pursuant to a Rule 10b5-1 plan and/or pursuant to open market or accelerated share repurchase arrangements, tender offers, or privately negotiated transactions. The repurchase authorization does not have an expiration date and may be amended, suspended, or terminated by the Company’s Board of Directors at any time.
The following table summarizes the activity under the share repurchase program during the nine months ended September 27, 2026.
| Amount Authorized (in millions) | Total Number of Shares Purchased | Average Price Paid Per Share | Amount Remaining(in millions) |
|---|---|---|---|
| $400.0 | 1,597,891 | $110.10 | $38.3 |
Redeemable Non-controlling Interest
Effective June 1, 2026, the minority shareholders in Devil Mountain Wholesale Nursery, LLC (“Devil Mountain”) exercised their put option requiring the Company to purchase the minority shareholders’ remaining 25% ownership interest in Devil Mountain. The Company completed the $26.5 million purchase by issuing 216,994 shares of the Company’s common stock from treasury with a weighted average cost of $122.33. The value of the Company’s common stock issued was determined based on an agreed upon share price of $122.00. Upon exercise, the non-controlling interest was redeemed and reduced tozero. The purchase of the remaining non-controlling interest was accounted for as an equity transaction. Since the transaction did not involve the exchange of cash it was treated as a noncash financing activity and has been excluded from the Consolidated Statements of Cash Flows. The carrying amount of the Redeemable non-controlling interest equaled the purchase price and an immaterial adjustment to Additional paid-in capital was recorded for the difference between the weighted average cost and the value of the shares issued. In addition, deferred tax liabilities of approximately $6.8 million were recorded to Additional paid-in capital representing the tax effect of the amount the outside book basis exceeded the outside tax basis of the 25% ownership interest in Devil Mountain. Following the exercise of the put option, the Company has a 100% ownership interest in Devil Mountain.
In accordance with Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (Topic 480), prior to acquiring the remaining 25% interest in Devil Mountain, the Company adjusted the carrying amount of the Redeemable non-controlling interest to what would be the redemption value assuming the security was redeemable as of the balance sheet date. Under ASC 480, the Company elected for the terms of the redemption feature to be fully considered in the measurement of Net income attributable to SiteOne with the offsetting entry for the redemption value adjustment recorded in Adjustment of non-controlling interest to redemption value in the Consolidated Statements of Operations. During the nine months ended September 27, 2026, the Company made an adjustment to the carrying amount of the Redeemable non-controlling interest of $1.6 million. There were adjustments of $1.1 million and $3.0 million made during the three and nine months ended September 28, 2025, respectively.
Basis of Financial Statement Presentation
The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) as applicable to interim financial reporting. In management’s opinion, the unaudited financial information for the interim periods presented includes all adjustments, consisting of normal recurring accruals necessary for a fair statement of the financial position, results of operations, and cash flows. Certain information and disclosures normally included in the Company’s annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). These interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K filed with the SEC for the fiscal year ended December 28, 2025. The interim period unaudited financial results for the three- and nine-month periods presented are not necessarily indicative of results to be expected for any other interim period or for the entire year.
Use of Estimates
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and accompanying notes. Actual results could differ from these estimates.
Fiscal Year
The Company’s fiscal year is a 52- or 53-week period ending on the Sunday nearest to December 31. The Company’s fiscal year ending January 3, 2027 (the “2026 Fiscal Year”) includes 53 weeks and the Company’s fiscal year ended December 28, 2025 (the “2025 Fiscal Year”) included 52 weeks. Additionally, the Company’s fiscal quarters end on the Sunday nearest to March 31, June 30, and September 30, respectively. The three months ended September 27, 2026 and September 28, 2025 both included 13 weeks. The nine months ended September 27, 2026 and September 28, 2025 both included 39 weeks.
Principles of Consolidation
The Company’s consolidated financial statements include the assets and liabilities used in operating the Company’s business, including entities in which the Company owns or controls more than 50% of the voting shares. All intercompany balances and transactions have been eliminated in consolidation.
Significant Accounting Policies
Except as updated immediately below and by the Recently Issued and Adopted Accounting Pronouncements section below, a description of the Company’s significant accounting policies is included in the Company’s Annual Report on Form 10-K for the 2025 Fiscal Year.
Treasury stock: The Company records purchases of treasury stock at cost, which is reflected as a reduction to Stockholders’ equity on the Company’s Consolidated Balance Sheets. Incremental direct costs to purchase treasury stock are included in the cost of the shares acquired. The Company uses the weighted average purchase cost to determine the cost of treasury stock that is reissued.
Recently Issued and Adopted Accounting Pronouncements
In July 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) ASU 2025-05,“Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets” (“ASU 2025-05”), which revises the guidance in ASC 326 to provide a practical expedient and an accounting policy election related to the estimation of expected credit losses for current accounts receivable and current contract assets that arise from transactions accounted for under ASC 606. The Company adopted ASU 2025-05 as of December 29, 2025. The adoption of ASU 2025-05 did not have a material impact on the Company’s consolidated financial statements and related disclosures.
In December 2025, the FASB issued ASU 2025-12,“Codification Improvements” (“ASU 2025-12”), which clarifies existing guidance and makes improvements to 33 issues amongst various topics. During the second quarter of 2026, the Company early adopted Issue 10 within ASU 2025-12, which clarifies guidance for treasury stock retirements in ASC 505 to permit the excess of repurchase price over par or stated value to be accounted for entirely as a deduction from additional paid-in capital as long as additional paid-in capital does not become negative. The adoption of Issue 10 within ASU 2025-12 did not have a material impact on the Company’s consolidated financial statements and related disclosures.
Accounting Pronouncements Issued But Not Yet Adopted
In November 2024, the FASB issued ASU 2024-03, “Expense Disaggregation Disclosures (Topic 220): Disaggregation of Income Statement Expenses” (“ASU 2024-03”), which requires public entities to disclose additional information that disaggregates certain expense captions into specified categories in the Notes to the consolidated financial statements. The new standard is effective for fiscal years beginning after December 15, 2026, and interim periods after December 15, 2027, with early adoption permitted. The disclosure updates are required to be applied prospectively with the option for retrospective application. The Company is currently evaluating the impact the amended guidance will have on its disclosures.
In May 2025, the FASB issued ASU 2025-03,“Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity” (“ASU 2025-03”), which revises the guidance in ASC 805 to clarify the requirements for identifying the accounting acquirer in a business combination that is effected by exchanging equity interests in which a variable interest entity is acquired. ASU 2025-03 is required to be adopted in the annual reporting periods beginning after December 15, 2026, including interim periods within those annual reporting periods, with early adoption permitted. The disclosure updates are required to be applied prospectively with the option for retrospective application. The Company is currently evaluating the impact the amended guidance will have on its consolidated financial statements and related disclosures.
In September 2025, the FASB issued ASU 2025-06,“Intangibles – Goodwill and Other Internal-Use Software: Targeted Improvements to the Accounting for Internal-Use Software” (“ASU 2025-06”), which amends the guidance in ASC 350 to revise the criteria as to when an entity is required to start capitalizing software costs and requires an entity to consider whether there is significant uncertainty associated with the development activities of the software when evaluating the probable-to-complete recognition threshold. ASU 2025-06 is required to be adopted in the annual reporting periods beginning after December 15, 2027, including interim periods within those annual reporting periods, with early adoption permitted. The Company is currently evaluating the impact the amended guidance will have on its consolidated financial statements and related disclosures.
In November 2025, the FASB issued ASU 2025-11,“Interim Reporting (Topic 270): Narrow-Scope Improvements” (“ASU 2025-11”), which amends the guidance in ASC 270 to clarify the applicability of interim disclosure requirements and enhance the navigability of the existing guidance. ASU 2025-11 provides a comprehensive list of required interim disclosures and establishes a new disclosure principle requiring entities to disclose events that occur after the end of the last annual reporting period. The new standard is effective for interim periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact the amended guidance will have on its consolidated financial statements and related disclosures.
In December 2025, the FASB issued ASU 2025-12, which clarifies existing guidance and makes improvements to 33 issues amongst various topics. ASU 2025-12 is effective for fiscal years beginning after December 15, 2026 and interim periods within those annual reporting periods. Early adoption is permitted on an issue-by-issue basis. The Company has early adopted Issue 10 and is currently evaluating the impact the remaining Issues from the amended guidance will have on its consolidated financial statements and related disclosures.
Note 2. Revenue from Contracts with Customers
The following table presents Net sales disaggregated by product category (in millions):
| Three Months Ended | Nine Months Ended | |||
|---|---|---|---|---|
| September 27, 2026 | September 28, 2025 | September 27, 2026 | September 28, 2025 | |
| Landscaping products(a) | $1,001.2 | $978.1 | $2,868.1 | $2,821.3 |
| Agronomic and other products(b) | 289.9 | 280.1 | 893.8 | 837.9 |
| $1,291.1 | $1,258.2 | $3,761.9 | $3,659.2 | |
(a) Landscaping products include hardscapes, irrigation supplies, landscape accessories, nursery goods, and outdoor lighting.
(b) Agronomic and other products include fertilizer, control products, ice melt, equipment, and other products.
Remaining Performance Obligations
Remaining performance obligations related to ASC 606 represent the aggregate transaction price allocated to performance obligations with an original contract term greater than one year that are fully or partially unsatisfied at the end of the period. Remaining performance obligations include the outstanding points balance related to the customer loyalty rewards program. The program allows enrolled customers to earn loyalty rewards on purchases to be used on future purchases, to pay for annual customer trips hosted by the Company, or to obtain gift cards to other third-party retailers.
As of September 27, 2026, the aggregate amount of the transaction price allocated to remaining performance obligations was $27.4 million. The Company expects to recognize revenue on the remaining performance obligations over the next 12 months.
Contract Balances
The timing of revenue recognition, billings, and cash collections results in billed accounts receivable, deferred revenue, and billings in excess of revenue recognized in the Company’s Consolidated Balance Sheets.
Contract liabilities
As of September 27, 2026 and December 28, 2025, contract liabilities were $27.4 million and $21.0 million, respectively, and were included within Accrued liabilities in the accompanying Consolidated Balance Sheets. The increase in the contract liability balance during the nine months ended September 27, 2026 is primarily a result of cash payments received in advance of satisfying performance obligations, partially offset by $12.3 million of revenue recognized and the expiration of points related to the customer loyalty rewards program during the period.
Note 3. Acquisitions
The Company enters into strategic acquisitions in an effort to better service existing customers and to attract new customers. The Company completed acquisitions for an aggregate purchase price of $85.5 million and $19.0 million for the nine months ended September 27, 2026 and September 28, 2025, respectively. These acquisitions includedno deferred contingent consideration for the nine months ended September 27, 2026 and $1.1 million deferred contingent consideration for the nine months ended September 28, 2025. As of September 27, 2026, the Company completed the following acquisitions since the start of the 2025 Fiscal Year:
In August 2026, the Company’s wholly-owned subsidiary, Devil Mountain, acquired the assets and assumed the liabilities of Patterson Nursery Sales, Inc. (“Patterson Nursery”). Withone location in Eagle Creek, Oregon, Patterson Nursery is a grower and nationwide wholesale distributor of nursery products to landscape professionals.
In March 2026, the Company acquired all of the outstanding stock of Reinders, Inc. (“Reinders”). With twelve locations across Wisconsin, Michigan, Illinois, Indiana, Kansas, and Minnesota, Reinders is a wholesale distributor of irrigation, agronomics, lighting, and landscape supplies to landscape professionals.
In January 2026, the Company acquired the assets and assumed the liabilities of Bourget Flagstone Co. (“Bourget Flagstone”), a division of Bourget Bros. Building Materials Inc. Withone location in Santa Monica, California, Bourget Flagstone is a wholesale distributor of hardscapes products to landscape professionals.
In November 2025, the Company acquired the assets and assumed the liabilities of French Broad Stone Yards, LLC (“French Broad”). Withtwo locations in Arden and Brevard, North Carolina, French Broad is a wholesale distributor of hardscapes products to landscape professionals.
In November 2025, the Company acquired the assets and assumed the liabilities of CC Landscaping Warehouse Plus, Inc. (“CC Landscaping”). Withone location in Bradenton, Florida, CC Landscaping is a wholesale distributor of nursery products, bulk materials, and landscape supplies to landscape professionals.
In October 2025, the Company acquired the assets and assumed the liabilities of Red’s Home and Garden, LP and Red’s Home and Garden GP, Inc. (collectively “Red’s Home and Garden”). Withone location in Wilkesboro, North Carolina, Red’s Home and Garden is a wholesale distributor of nursery and hardscapes products to landscape professionals.
In September 2025, the Company acquired the assets and assumed the liabilities of Autumn Ridge Stone and Landscape Supply, Inc. (“Autumn Ridge”). Withone location in Holland, Michigan, Autumn Ridge is a wholesale distributor of hardscapes products and landscape supplies to landscape professionals.
In July 2025, the Company acquired the assets and assumed the liabilities of Nashville Nursery and Landscape Supply, Inc. (“Nashville Nursery”). Withone location in Nashville, Tennessee, Nashville Nursery is a wholesale distributor of nursery products to landscape professionals.
In July 2025, the Company acquired the assets and assumed the liabilities of Grove Nursery Center, Inc. and Nature’s Grove, LLC (collectively, “Grove Nursery”). Withone location in northwest Minneapolis, Minnesota, Grove Nursery is a wholesale distributor of nursery products to landscape professionals.
In March 2025, the Company acquired the assets and assumed the liabilities of Green Trade of Georgia, LLC (“Green Trade”). Withone location in Jasper, Georgia, Green Trade is a wholesale distributor of nursery products to landscape professionals.
In January 2025, the Company’s then majority-owned subsidiary, Devil Mountain, acquired the assets and assumed the liabilities of Pacific Nurseries, LLC (“Pacific Nurseries”). Withone location in Colma, California, Pacific Nurseries is a wholesale distributor of nursery products to landscape professionals.
These transactions were accounted for by the acquisition method, and accordingly, the results of operations were included in the Company’s consolidated financial statements from their respective acquisition dates.
Note 4. Fair Value Measurement and Interest Rate Swaps
Fair value is defined as an exit price, representing an amount that would be received to sell an asset or the amount paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The inputs used to measure fair value are prioritized into the following three-tiered value hierarchy:
Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2: Unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active or inputs, other than quoted prices in active markets, which are observable either directly or indirectly.
Level 3: Unobservable inputs for which there is little or no market data.
The hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The classification of fair value measurement within the hierarchy is based upon the lowest level of input that is significant to the measurement.
The Company’s financial instruments consist of Cash and cash equivalents, Accounts receivable, interest rate swap contracts, long-term debt, and Redeemable non-controlling interest. The variable interest rate on the long-term debt is reflective of current market borrowing rates. As such, the Company has determined that the carrying value of these financial instruments approximates fair value.
Interest Rate Swaps
The Company is subject to interest rate risk with regard to existing and future issuances of debt. The Company has, in the past, utilized interest rate swap contracts to reduce its exposure to fluctuations in variable interest rates for interest payments on existing debt. Prior to the termination of interest rate swaps 7, 8, and 9 upon maturity on March 23, 2025, the Company was party to interest rate swap contracts to convert the variable interest rate to a fixed interest rate on the borrowings under the term loans.
The Company recognized any differences between the variable interest rate payments and the fixed interest rate settlements with the swap counterparties as adjustments to interest expense over the life of the swaps. The Company had designated these swaps as cash flow hedges and recorded the estimated fair value of the swaps to Accumulated other comprehensive income (loss) (“AOCI”) on its Consolidated Balance Sheets.
The following table provides additional details related to the swap contracts, which were terminated upon maturity:
| Derivatives designated as hedging instruments | Inception Date | Amended Effective Date | Maturity Date | Notional Amount(in millions) | Fixed Interest Rate | Type of Hedge |
|---|---|---|---|---|---|---|
| Interest rate swap 7 | March 23, 2021 | March 31, 2023 | March 23, 2025 | $50.0 | 0.73300% | Cash flow |
| Interest rate swap 8 | March 23, 2021 | March 31, 2023 | March 23, 2025 | $90.0 | 0.74300% | Cash flow |
| Interest rate swap 9 | March 23, 2021 | March 31, 2023 | March 23, 2025 | $70.0 | 0.75424% | Cash flow |
For derivatives designated as cash flow hedges, during the nine months ended September 28, 2025, the Company recorded $0.1 million of gain in Other comprehensive income and reclassified $1.8 million of gain from AOCI into income, which is presented within Interest and other non-operating expenses, net in the Consolidated Statements of Operations.
For derivatives not designated as hedging instruments, during the nine months ended September 28, 2025, there was no ineffectiveness recognized in earnings and there wasno gain (loss) reclassified from AOCI into income.
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