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THE SCOTTS COMPANY FILES INITIAL PUBLIC OFFERING OF 9,500,000 SHARES OF CLASS A COMMON STOCK

          THE SCOTTS COMPANY FILES INITIAL PUBLIC OFFERING OF
                9,500,000 SHARES OF CLASS A COMMON STOCK
    MARYSVILLE, Ohio, Dec. 23 /PRNewswire/ -- The Scotts Company announced today that it has filed with the Securities and Exchange Commission a registration statement relating to an initial public offering of 9,500,000 shares of class A common stock.  Of the shares to be offered, 8,500,000 shares will be sold by the company and 1,000,000 shares will be sold by certain selling stockholders, none of whom are members of management.
    The Scotts Company is the country's leading producer and marketer of consumer do-it-yourself lawn care and professional golf course turf care products.  The Scotts Company was formed by Clayton & Dubilier, Inc. a New York-based private investment firm, in 1986 to acquire The O.M. Scott & Sons Company.
    Goldman, Sachs & Co., The First Boston Corporation and Kidder, Peabody & Co. Incorporated, and their international affiliates, will act as representatives of the underwriters.
    It is currently estimated that the initial public offering price of the class A common stock will be between $15 and $18 a share.  Prior to the completion of the offering, the company will effect a reverse stock split whereby every 2.2 shares of class A common stock then outstanding will be combined into one share of class A common stock.
    The net proceeds to the company from the sale of its shares will be applied to reduce indebtedness outstanding under the company's senior bank credit agreement and, subject to the refinancing of such credit agreement, to redeem the company's outstanding subordinated debt securities.
    A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective.  These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release does not constitute an offer to sell or the solicitation of an offer to buy and there shall not be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
    -0-               12/23/91
    /CONTACT:  Thomas C. Franco or Allison Sargent of Broadgate Consultants, 212-229-2222, for The Scotts Company/ CO:  The Scotts Company ST:  Ohio IN: SU:  OFR KD-FC -- NY070 -- 4948 12/23/91 16:22 EST
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Publication:PR Newswire
Date:Dec 23, 1991
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