AGM 2014

Jan 30, 2014

Welcome to today's Scott's Miracle Gro Annual Shareholder Meeting. At this time, I'd like to turn the conference over to today's speakers. Please go ahead. Hey, Jim Agenhorn here. We'll start in 35 seconds, which will be exactly on time, but everybody just be chilled. Thank you, sir. Thank you for your support on the other question. I think it was lonely though, dude. Good morning, ladies and gentlemen, and welcome to the Annual Meeting of the Shareholders of The Scotts Miracle Gro Company. I'm Jim Hagedorn, Chief Executive Officer and Chairman of the Board. Before we begin the formal portion of the business meeting, I'd like to introduce other members of the Board of Directors who are here with us today. If you guys would please stand when your name is called and remain standing, that'd be great. Alan Barry? Adam Hanft? Steve Johnson? Tom Kelly, Kate Hagedorn Littlefield, Nancy Mistretta, Mike Porter and John Vines. Stephanie Schurin, I think is with us on the telephone. This is the first time she's been sick of all the time she's been on the Board, the only time she's missed a meeting. Also present is our board nominee, Jim McCann. Nancy, Stephanie and I are standing for reelection to the board this morning. Jim is standing for election for his first term also. Next, I'd like to introduce members of the leadership team here at Scotts, a group that plays a vital role in the success of the company. Barry Sanders, President and Chief Operating Officer Larry Hilsheimer, Executive Vice President, Chief Financial Officer Mike Lukemire, Executive Vice President, Business Execution Ivan Smith, Executive Vice President, General Counsel, Corporate Secretary and Chief Compliance Officer Denise Stump, Executive Vice President, Global Human Resources and Chief Ethics Officer I've got a few more introductions to make before we move on. 1st, after Bill, how many years you've been doing this with us? Okay. All right. I'd like to introduce Bill Marsh from IBS Associates, who will serve as our Inspector of Elections. I'd also like to recognize some special guests from outside independent auditing firm, Ray Vanderhorst and Paul Resotek. Where are you guys at? Sorry, if I put you in your name. And Tony Puckett from Deloitte and Touche LLP. Thank you guys for being here. I wasn't going to clap for them, but with that, the business portion of the meeting will now please come to order. Ivan Smith, our General Counsel and Corporate Secretary will assume the chair to conduct the business as outlined in the proxy statement. Thank you, Jim. I'd like to add my welcome to the Ingalls meeting. This is the more formal part of the meeting and we'll address the matters that are set forth in the proxy statements sent to our shareholders. When we finish this, we'll turn the podium back over to Jim, who will discuss our results of operations and other matters relating to the recently completed fiscal year. During the course of our discussions this morning, we may make forward looking statements regarding the company's future performance. And I'd like to remind everyone that actual results and events may differ materially from what we discuss based on a variety of risk factors. We encourage all investors to familiarize themselves with those risk factors. They're spelled out in detail in our Form 10 ks, which we file with the SEC. Copies of the company's 2013 annual report are available now outside after the meeting and they are available for review by any shareholder or other interested party. Now we'll proceed with the business of the meeting. First, with regard to last year's Annual Shareholders Meeting, I'd like the record to reflect that the minutes of that meeting have been filed with the records of the company. Next, I'd like to recognize our Senior Vice President and Chief Communications Officer, Jim King. Thank you, Ivan. I'd like to present the affidavit of Broadridge Financial Solutions pursuant to which Broadridge has confirmed at the notice of this meeting, the proxy statement, the former proxy in the 2013 annual report were timely mailed to the shareholders of the company. Thanks, Jim. The affidavit and proxy materials are directed to be filed with the records of the company. I'd also like to present our list of shareholders of the company's common shares as of the close of business on December 4, 2013, the record date for this meeting. Thanks, Jim. The list of shareholders is directed to be filed with the records of the company. Next, I'd like to offer the opportunity to any shareholder present who wishes to vote by ballot at this time to please raise his or her hand. I see no hands, so we'll move on. Mr. Marsh, please present your report regarding the number of common shares present at today's meeting. Mr. Smith, a minimum of 58,000,000 668,954 or 94.4 percent of the common shares are present in person or by proxy. Thank you, Mr. Marsh. The proxies the substitution of proxies and ballots presented to the meeting are hereby ordered to be filed with the records of the company. According to Mr. Marsh's report, a quorum is present so the business may be properly conducted. As set forth in the proxy statement, the business of this meeting includes 4 proposals. Proposal number 1 is to elect 4 directors, each to serve for a 3 year term expiring at the Annual Shareholders Meeting to be held in the year 2017. Proposal number 2 is to conduct an advisory vote on the compensation of the company's named executive officers. Proposal number 3 is to approve an amendment and restatement of The Scott Company LLC amended and restated executive incentive plan. Proposal number 4 is to ratify the Audit and Finance Committee selection of Deloitte and Touche LLP as the company's independent registered public accounting firm for the fiscal year ending September 30, 2014. We'll proceed to proposal number 1. And for that, I recognize Denise Stump, Executive Vice President, Global Human Resources, for the purpose of nominating the 4 directors. Thank you, Ivan. I hereby move that the following persons be elected as Directors of the company, each to hold office until the Annual Meeting of Shareholders to be held in the year 2017 and until their successors are duly elected and qualified or until their earlier death, resignation or removal. Jim Hagedorn, Jim McCann, Nancy Mastrata and Stephanie Schurn. Is there a second to the motion? I second the motion to move the voting for the election of directors to close. Is there a second to the motion to close the voting? I second the motion. Voting for the election of directors is hereby closed. As a person appointed as an official proxy, I report that I have voted in accordance with proxies received from shareholders. Mr. Marsh, may I have your report of the vote regarding the election of the 4 directors? Mr. Smith, I report that each of the 4 nominees for election as a director received not less than 53,000,000,952 1,876 votes. I hereby declare that Jim Hagedorn, Jim McCann, Nancy Nostretta and Stephanie Schurin have been duly elected as Directors of the company. The meeting will now proceed to consideration of proposal number 2. I recognize Denise Stumpf for the purpose of presenting the proposal. I hereby move that the compensation of the company's named executive officers be approved. Is there a second to the motion? I second the motion and move that voting on proposal number 2 be closed. Is there a second to the motion to close the voting? I second the motion. Voting on proposal number 2 is hereby closed. As a person appointed as an official proxy, I report that I voted in accordance with the proxies received from the shareholders. Mr. Marsh, may I please have your report of the advisory vote regarding the compensation of the company's named executive officers? Mr. Smith, I report that not less than 55,000,000 112,000 609 advisory votes were received for approval of the compensation of the company's named executive officers. I hereby declare that compensation of the company's named executive officers has been approved. The meeting will now proceed to consideration of proposal number 3. Again, I recognize Denise Stump for the purpose of presenting the proposal. I hereby move that the amendment and restatement of The Scotts Company LLC amended and restated incentive plan be approved. Is there a second to the motion? I second the motion to move that voting on proposal number 3 be closed. Is there a second to the motion to close the voting? I second the motion. Voting on proposal number 3 is hereby closed. As a person appointed as an official proxy, I report that I have voted in accordance with the proxies received from shareholders. Mr. Marsh, may I have your report on the vote regarding the amendment and restatement of The Scotts Company LLC amended and restated executive incentive plan? Mr. Smith, I report that the amendment and restatement of The Scotts Company LLC Amended and Restated Executive Incentive Plan received not less than 53,867,399 votes. I hereby declare that the amendment and restatement of The Scotts Company LLC amended and restated executive incentive plan has been approved. The meeting will now proceed to consideration of proposal number 4. For that, I recognize Larry Hilsheimer, Executive Vice President and Chief Financial Officer. Thank you, Evan. I hereby move that the Audit and Finance Committee's selection of Deloitte and Touche LLP as the company's independent registered public accounting firm for the fiscal year ending September 30, 2014 be ratified. Is there a second to the motion? I second the motion to move that voting on proposal number 4 be closed. Is there a second to the motion to close the voting? I second the motion. Voting on proposal number 4 is hereby closed. As a person appointed as an official proxy, I report that I have voted in accordance with the proxies received from the shareholders. Mr. Marsh, may I have your report of the vote regarding the ratification of the Audit and Finance Committee's selection of the DeWitt and Touche LLP as the company's independent registered public accounting firm. Mr. Smith, I report that ratification of the Audit and Finance Committee's selection of Deloitte and Touche LLP as the company's independent registered public accounting firm for the fiscal year ending September 30, 2014 received not less than 57,105,742 votes. And Mr. Hagedorn, I realize this is my 13th year here. Thank you for having me. That's more than 2. I hereby declare that the Audit and Finance Committee's selection of the Royton 2 Shell LP as the company's independent registered public accounting firm for the fiscal year ending September 30, 2014 has been ratified. Mr. Chairman, this concludes the formal business portion of our meeting. Ivan, thanks very much. Good job. Thank you. Okay. We're now in the informal part of the meeting and kind of how I'm just going to talk for a couple of minutes, I think. Welcome our newly elected group of folks and Jim, welcome. I think most people know Jim runs and has founded 1-eight 100 Flowers and a long island guy, very charitable and just I think a great businessman. I've been watching your company for a long time. So it's great to have you on the Board. Then we're going to show a video, which is kind of the state of the company kind of briefly. But sometimes I read it, sometimes I do the video. I think we did this video on the coldest day of the year here in Scotts last week. But I think it does allow kind of a better presentation. We can throw some visuals up there that this sort of help. But it's a pretty positive place that I think where we're at. So I'm I think most people know I've been in sort of a a down place in regard to sort of the global and U. S. Economy and sort of to some extent our prospects. Some of this will kind of repeat stuff that's going to be in video, but I want to give a sort of shout out to Barry and his team, because last year wasn't like the season was the greatest, it was the execution was greatest. And that sort of brought the year in, but we're in a pretty good place and I think we believe that things are starting to look positive. Maybe the government will screw it up. But I think if the government can sort of stay out of the way, I think the economy of the United States could actually continue to recover housing, employment could get better. And these are all important numbers for us. So I'm pretty proud of the team. I'm happy to sort of associate with the Board. I think the Board is a good group of folks who cares. And I'm happy my sister is here. My youngest son is or my oldest boy is presenting to the Board tomorrow. And I brought down a picture only because it kind of is like making me crazy is my youngest boy who's in the Army and I don't know last I heard a couple of days ago was Manafagrim Air Base in Afghanistan on his first tour of combat. So I'm a pretty comfortable human being right now, I think is the bottom line is I feel good about the business. I think there's challenges. I think we know as a management team what we want to get done. We spend the next kind of 2 days with our Board talking about how we look at the issues and what we plan to do about it. And then we'll that'll become part of our execution plan. And so you put it all together, I think we're in a pretty good place. And I personally feel like in a pretty good place. So bottom line is and I'm sure it's fragile and I'll like I'm probably just jinx myself, but I feel pretty good about it. So let's we'll show the video and then what we'll do is we'll do Q and A if anybody has any questions. We have a few civilians around. We also have relatives of one of our founding families, the Stern family of Stern's Nurseries who were sort of the original founders of Miracle Gro along with my own man. So it's kind of good to have you here. But hopefully, we'll have a couple of questions that are from civilians. So if we could show the video, that'd be promise. What is our promise? To help consumers create and enjoy an outdoor space where they can celebrate with friends and family, play tag with their kids or fetch with a dolly, where they can grow gardens that are both beautiful and colorful. That promise is the foundation of our vision, to help people of all ages express themselves on their own piece of the earth. That expression is demonstrated in infinite ways. It could come from someone with a showcase garden in the suburbs or someone nurturing a single potted plant in the balcony of a high rise. It could come from someone with a perfectly manicured lawn as well as someone willing to live with few weeds. That expression could come from someone with decades of experience in the garden or a 6 year old planting a seed for the first time. All of these people are gardeners and at Scotts Millford Row, all of them are our consumers. Possible while doing my best to inform you of the progress we're making and to share with you my confidence in our plans for fiscal year 2014 beyond. But first, I want to thank our shareholders for their continued support of Scotts Miracle Gro and our entire management team. All of us consider it a privilege to be a part of this organization and we take seriously our mission to provide you with the financial returns that you deserve. That opening video speaks to the core of who we are. It speaks to what makes us different from other consumer products companies. In fact, I really don't like to think of Scotts Miracle Gro as a consumer products company. I like to think of us as a company that sells experiences. At one time or another, each of us has walked in the cool grass on a hot summer's day. Each of us have picked flowers or vegetables from the garden. We stopped literally and smelled the roses. Those experiences are what this business is really about. It's what I love about it and it's what keeps so many of us coming back to work day after day. Our mission goes beyond helping our consumers. It includes doing the right thing and being responsible stewards of our planet. And it involves providing a dynamic workplace for our associates to succeed. We're not perfect, but I'm proud of the progress we're making on each of these fronts. And fiscal 2013 provided a great example of what I mean. I've spent nearly my entire life in or around the lawn and garden industry. No matter how prepared you are for a growing season to arrive, each year has a unique character. Some years you know by the end of May whether it's going to be a good year. Other years you don't know until the very end. After a late start to the 2013 season, it wasn't until September that we were able to step back and acknowledge our accomplishments, which were due to the hard work and continued focus of our associates. At our meeting last year, we said we would budget conservatively in 2013 and focus on driving margin improvement and operating cash flow. We said we would delever the balance sheet and adopt the bias of returning 2 thirds of our cash to our shareholders. The remaining 1 third will be used to grow the business including acquisitions that were easily integrated into our existing operations. Every major effort of our team was in keeping with those commitments. In our core North American business, we drove significant profit improvement in a flat category while maintaining market share. In our international consumer business, we successfully executed a restructuring effort that will result in higher profitability in fiscal 2014. In addition, our Scotts Lawn Service business saw mid single digit sales growth and continued improvement in operating margin. Our lawn service business continues to show steady growth and long term prospects. On a company wide basis, we delivered adjusted gross margin improvement of 100 basis points and prudently managed our expenses reducing SG and A by 6%. Our operating margin improved by 2 60 basis points and we delivered adjusted gross earnings of $2.79 per share, slightly above the top end of the guidance range we expected heading into the year. Our inventory management helped drive operating cash flow to $342,000,000 In terms of using cash, we announced a 35% increase in our quarterly dividend and the early weeks of 2014 announced the acquisition of Tomcat, a brand that will strengthen our market position in the controls category. As CEO, I'm less encouraged by what we did in 2013 than how we did it. We got off to a lousy start when weather delays caused us to enter In fact, they did just the opposite. To a person, they operated with focus and confidence. They kept our retailers engaged. They kept our consumers engaged. And by the end of the year, we over delivered on our commitment to our shareholders. At the peak of our season, Scotts Miracle Gro is comprised of more than 8,000 associates. Every one of them contributed to success we had in 2013 and I want to thank them for a job well done. As we look ahead to fiscal 2014, I'm feeling better about the environment. The economy ever so slowly is getting stronger. In the U. S, housing resurgence, stable gasoline prices and a strong stock market are encouraging. With that said, we continue to believe that discretionary spending will accelerate at a slower pace and so we continue to believe that sales growth and category expansion will be difficult to achieve. But longer term, the trends are encouraging. I want to stress that we're not just relying on the macroeconomic environment to determine our fate. The team is working aggressively to take control of our own destiny put Scotts Miracle Gro in an even better position to drive category growth and market share improvements. There are several exciting opportunities at our fingertips and I'm convinced we can continue to build upon our market leadership by pursuing ideas such as the following. First, Scotts Lawn Service. It has strong organic growth opportunities as well as the ability for high margin acquired growth in both lawn and pest control services, and we're going after that growth. 2nd, indoor and urban gardening. It's a huge opportunity for us and one that we must attack. To do so, we put a standalone team in place with a singular focus on these growth areas. 3rd, natural and organic products. Every year, more and more consumers want natural and organic Wanna Garden solutions. While we already are the market leaders in this space, we barely scratched the surface. We're testing 2 lines of organic Miracle Gro products in 2014 and expect a national launch of 1 of them in 2015. 4th, long fertilizer. This is a category where growth has been hard to come by in recent years. We believe improved product offerings will help. We're introducing formulation changes and new active ingredients with limited market tests in 2014. But this is another area where we expect a broader rollout in 2015. These are just four examples. I could talk about branded plants, animal repellents, improved grass seed technology and several other exciting opportunities. In the interest of time, I'll refrain. But I want you to know there are plenty of reasons we feel good about our future and are confident in our ability to grow. I also want you to know that we'll move forward while demonstrating good financial discipline. We remain focused on improving margins and reducing while balancing near term goals with long term health of our brands. We'll continue to invest in innovation and our people. And we remain focused on strengthening our core business. The combination of all these efforts should allow us to drive strong operating cash flow and continue to execute We also have an obligation to our communities and to our associates. Again in 2013, we had a tremendous with our Grow 1,000 initiative. We are quickly reaching the halfway point in creating 1,000 community gardens in the markets that we serve. I had the honor of participating this year in the creation of a garden in Sacramento, California, and I saw firsthand just how impactful this program has become. Through Grow 1000, we're helping school kids experience gardening for the first time. In some parts of the country, we're turning urban blight into beautiful green spaces. In others, we're creating vegetable and herb gardens that can feed the hungry. This effort has been made even more due to our partnership with the U. S. Conference of Mayors, the Gardeners Association of America, Franklin Park Conservatory as well as others. Those types of partnerships are critical not just for Grow 1000, but for some of our other environmental programming as well. Over the past several years, communities in Florida had to deal with water quality concerns stemming from algae blooms and discharges from Lake Okeechobee. Some of those communities have responded by putting laws in place to protect the quality of their water and sometimes that's included restrictions around the use of fertilizer products. We know this is a complicated issue. Academic research has shown that a well fed lawn helps the environment, doesn't hurt. But we also know that improper use of fertilizer can contribute to water quality issues. So this spring, we'll be launching an unprecedented consumer awareness program to help ensure that our products are being used responsibly and to communicate our commitment to the environment. That commitment includes helping to build a better understanding of the issues related to water quality. That's why we're providing financial support to a variety of environmental groups focused on science that puts forward fact based solutions to the problems. Whether it's GROW 1,000, our outreach in Florida, if it wasn't for the commitment of our associates, these programs would not be successful. And I'm not talking about those of us whose actual jobs require us to be involved in these efforts. I'm talking about the hundreds of associates who volunteer their time. Not only will we have hundreds of associates involved in Florida and Grow 1,000 projects this year, but hundreds more will engage in other company sponsored events like Pelotonia or the Heart Walk. To make it easier on our associates to volunteer their time, this year we've begun offering them a new benefit, 2 paid days off to participate in the community service projects. If all eligible associates they will contribute nearly 60,000 hours of their time. I'm proud of our associates and I'm proud of the contribution Scotts Miracle Gro makes to communities in which we live and work. It's just one of the many things that makes this a special company. I'm hopeful that our shareholders share that sense of pride. It's one thing to have ownership in a company that's a market leader and provide sound investment returns. It's something else to have ownership in a company that is equally committed to all of its stakeholders. Before I conclude, I want to share my thoughts about the way we conduct this meeting in the future. For years, we've assembled in person to hold this meeting. Back in the 1990s, we utilized 1 of Central Ohio's Grand for this event. Following the completion of the Burger Learning Center here at our headquarters, we moved the meeting to Marysville. But as technology continues to evolve, we concluded that the expense and formality of this meeting is no longer needed. We will continue to meet our requirements to have the legal portion of the meeting, which takes just a few minutes. Of course, shareholders are welcome to attend, but it is likely that these meetings will be held in our boardroom or one of our facilities around United States. This plan changed in no way speaks to our commitment to communicating with our shareholders. For those of you who have attended these meetings year in and year out, we continue to look for ways for you to visit with us and tour our facilities. We simply believe there are more effective ways to spend our time and money. And I hope all of you continue to see our story as a positive one. I know that I do. Our team takes great pride in our accomplishments. We remain committed to growing this business, to helping our consumers express themselves in their own piece of the earth, to growing our people and their careers and to managing the business in a way that enhances shareholder value. More than anything, we remain committed to making Scotts Miracle Grow 1 of the truly best consumer goods companies, business companies selling the best consumer experiences anywhere in the world. It's a lofty goal, but when we're focused on achieving. Thank you again for your support. See why I like doing the video except I'm getting like pretty old looking in that thing, I got to say. Yes, that was my dog who I think they were concerned should we and we just I think he was looking for squirrels outside or something. Okay. So kind of that's where we're at. I think pretty optimistic. So and I think if we are thoughtful about how horrible this winter is and the need for people to want to garden this coming season, I think we can make some hay this year. So anybody have any questions? Gents? These are my pals. I always talk with these guys. As I remember last year, you were kind of pessimistic on the future of Scotch stock prices. And I'm happy to say that you were wrong. And I appreciate the fact that the price has gone up substantially in the last few months and I thank you for that. And I thank you and your team for a good job in managing and keep up the good work. Thank you. I think that if there's lessons out of this, it's under promise and over deliver. I think that pretty much works with the investment community. Do what you say. I think that if something came out of that, do what you say. We did what we said we were going to do this year and not with like a cakewalk season. And I think that goes back to Barry and his team for being able to have the plans put to bed that allow us to adapt to a season that's not going together as well as we'd like. I think within the story, I think we're still saying that we believe that I think this is for a lot of consumer companies. I think Jim you'd probably say the same, which is today's world is learning how to make more money on flat sales more or less. And so I think we've practiced that, but we know we've got to get growth as well. So we think there's growth opportunities, a little bit in the core and a lot in these other areas we talked about in the video. So this is part of it. If we can organize against that, I think as long as there's not a world crisis, I think it's probably pretty good. And so I feel a lot better this year, I have to say, than I have the last couple of years. My younger brother Rob who always has a question. Okay. Whatever happened to the grass seed? I mean it's with routes and stuff, I was always looking forward to come out with like the true environmental answer where we had lawns that required less fertilizer, required less water, required less maintenance. And then we could say, okay, you happy now? We did it. I think we're very confident over a decade ago that we could bring the same sort of biotechnological or biological improvements to plants that Monsanto and all of the ag guys are doing to the consumer, which is the same technology you're eating virtually almost all of us are every day. We still have not gotten anywhere with the government on that. But Scott's R and D continue to work with my support and Barry's support. And we've made, Rob, tremendous progress. So when we talk about long seat technology, we've found ways and worked with USDA to bring forth the kind of innovation in grass seed that brings you those things, grass that grows. I mean if you say what's a home run on grass? Grass that grows slower, that requires less mowing, grass that is really easy to keep weed free with the most benign active ingredients possible. And we believe that requires a lot less water because it grows and is much deeper green than a lot of lawns today. I think where we are on that and I mean, Barry, you could correct me if I'm wrong, but I think we're going to have a limited associate test of this products. So these products are alive and growing. We when you start with one plant and you got to go to 100 of 1000 of pounds, We're going to begin with as we build up our seed inventory trying it with families of associates in their own homes this coming season. And that's a major step forward. I think we see sort of limited commercial activity the following year. And I think if all goes well, much more in the consumer market in 2016. I think, Barry, is that about right? Well, I think it's large. I think if you look at the grassy category, you're probably sort of significantly north of $500,000,000 and probably less than $1,000,000,000 if you're talking grassy. If you're including sod and other stuff, it would be larger, new home installations, etcetera. If you were to include facilities like this, a commercial facility that we hire people require half as much mowing and you didn't have to reduce the price to Scotts to service our lawn by half, you can see that this becomes $1,000,000,000 category. But there's still a lot of work to be done. But so Rob, I think it's material. Maybe that's the way to say it. So yes, it's a very exciting I mean, I think the Board is kind of aware of what we're doing here, but it's a very exciting technological improvement that I think to some extent sets an example because as we had issues with the sort of application to USDA to deregulate the biotech version of the product, Had some mistakes we made. We had some grass escape. We had to remediate. We effectively closed the biotech program down generally. People we had the laboratory in New York we closed. And as we had to steward through a shutdown effectively of the program, there were people within R and D with again with my support who on a shoestring budget basically said I think we can do it a different way. And this is unique innovation from the company that invented lawn fertilizer that had the first patented grass. I mean it's very much within our legacy of who we are. And so it's something you could really be proud of when you say we've done something nobody I mean a lot of what we do, we take somebody else's stuff and we package it for consumers and formulate it and we sell it. It's not sort of our special stuff. I mean, we adapt it. This is original work that Scott's people have done on a short budget, a little bit of a kind of black ops program, and I'm really proud of it. And so it's a good story. Thanks for asking the question. And it wasn't planned. Any other? Yes. To test that in a business, my school district would love to take that on for it. We'd love to partner with you on that because we would love for people to not have to mow grass as much as we have to mow. I'm from Fairbanks right here. So Barry gave me the nod and he's making a note. So I'm going to say if since you're here and you asked, as soon as we have available seed within sort of our business plan, So I'd figure it within a couple of years, we'll do that. But it's really exciting because there's hardly anybody you say, how about aggressive growth, half of SaaS is really deep green, requires a lot less effort and work. It's pretty exciting. Now the hard part is for the launch folks to have to commercialize it and figure out how do we sell it, how do we explain it to people, how do we price it. I mean, these are all questions I think that are being worked on hard. Is that fair? But I'm not sure we have total answers. But right now, we're building up seed and it's pretty exciting. So anyway, accepted. I got in like huge trouble for that once. My father and Chuck Berger, the CEO before me, asked if we would rehab a softball field for the Police Athletic League in Port Washington, New York, which we did. And at the ceremony, I said, you know what guys, free fertilizer for life. And now their shed wasn't exactly like a highly tuned inventory supply chain. It was really much first in, last out, okay? Within the process of that, this is when OPs were going off. Some lady complained that they're not using organic products. New York DEC shows up and there were like 42 bags of an expired product in there. I think it's out of our proxy now. But if you go back and look at our historic proxy, I think they tried to find me personally like $600,000 for 42 bags that we donated to the Police Athletic League. So just keep me out of trouble, okay? Last time I did that, I got in trouble for it. Any other questions? Listen, I want to first of all, I want to thank our associates for coming down. It is a rare day that we you see people with ties on. I think a lot of people this morning said, oh, this feels so weird and it's so cold out there. So I want to thank you for showing up. I want to thank civilians, especially people who've come from far away. I think you guys might have recall this gentier, a member of one of our founding families, I think came out left here on a stretcher. That was my best speech ever. But I'm glad you're vertical, sir, and welcome. And I want to say how happy I am that not only do I work sort of every day with my twin, but my younger brother Rob who's also a twin. And after passing on, he's like, oh, we're driving back to down upstate New York. It's like, no, we'll fly you and have somebody drive the car back. So Annette was very responsible for making that happen in our flight department. And I want to thank the people who did all the work to put this together, Jim King and his team who do a lot of work for this. So I guess we can all go back to work and have a board meeting. But thank you everybody.