Sunbeam fraud case

thi79492_case2-5_067-070.qxd 12/19/07 2:11 AM Page 67 Confirming Pages 2.5 Case Sunbeam: Due Professional Care Synopsis In April 1996 Sunbeam named Albert J. Dunlap as its CEO and chairman. Formerly with Scott Paper Co., Dunlap was known as a turnaround specialist and was even nicknamed “Chainsaw Al” because of the cost-cutting measures he typically employed. Almost immediately Dunlap began replacing nearly all of the upper management team and led the company into an aggressive corporate restructuring that included the elimination of half of its 12,000 employees and 87 percent of Sunbeam’s products. Unfortunately, in May 1998 Sunbeam disappointed investors with its announcement that it had earned a worse-than-expected loss of $44.6 million in the first quarter of 1998.1 CEO and Chairman Dunlap was fired in June 1998. In October 1998 Sunbeam announced that it would need to restate its financial statements for 1996, 1997, and 1998.2 Arthur Andersen Sunbeam’s auditor, Arthur Andersen, came under fire for having issued an unqualified opinion on the company’s financial statements for both 1996 and 1997. In January 1999 a class action lawsuit alleging violation of the federal securities laws was filed in the U.S. District Court for the Southern District of Florida against Sunbeam, Arthur Andersen, and Sunbeam executives. The suit reached the settlement stage in 2001. As part of the settlement, Andersen agreed to pay $110 million.3 1 Robert Frank and Joann S. Lublin. “Dunlap’s Ax Falls—6,000 Times—at Sunbeam,” The Wall Street Journal, November 13, 1996, p. B1. 2 GAO-03-138, Appendix XVII “Sunbeam Corporation,” p. 201. 3 Nicole Harris, “Andersen to Pay $110 Million to Settle Sunbeam Accounting-Fraud Lawsuit,” The Wall Street Journal, May 2, 2001, p. B11. 67 thi79492_case2-5_067-070.qxd 12/19/07 2:11 AM Page 68 Confirming Pages 68 Section Two Ethics and Professional Responsibility Cases Not surprisingly, Phillip Harlow, the engagement partner in charge of the Sunbeam audit during this period, also found himself under fire on an individual basis for his work on the audits. The Securities and Exchange Commission (SEC) barred Harlow from serving as a public accountant for three years after it found that Harlow failed to exercise due professional care in auditing Sunbeam’s financial statements.4 The 1996 Audit Through the 1996 audit, Andersen partner Phillip Harlow allegedly became aware of several accounting practices that failed to comply with GAAP. In particular, he allegedly knew about Sunbeam’s improper restructuring costs, excessive litigation reserves, and an excessive cooperative advertising figure. Improper Restructuring Costs During the 1996 audit, Harlow allegedly identified $18.7 million in items within Sunbeam’s restructuring reserve that were improperly classified as restructuring costs because they benefited Sunbeam’s future operations. Harlow proposed that the company reverse the improper accounting entries, but management rejected his proposed adjustments for these entries. Harlow relented on his demand after deciding that the items were immaterial for the 1996 financials.5 Excessive Litigation Reserves Sunbeam also failed to comply with GAAP on a $12 million reserve recorded for a lawsuit that alleged Sunbeam’s potential obligation to cover a portion of the cleanup costs for a hazardous waste site. Management did not take appropriate steps to determine whether the amount reflected a probable and reasonable estimate of the loss, as required by GAAP. Had they done so, the reserve would not have passed either of the criteria. The SEC determined that Harlow relied on statements from Sunbeam’s general counsel and did not take additional steps to determine whether the litigation reserve level was in accordance with GAAP.6 The 1997 Audit The SEC also found that Harlow discovered several items that were not compliant with GAAP during the 1997 audit. These items related to revenue, the 4 Cassell Bryan-Low, “Deals & Deal Makers,” The Wall Street Journal, January 28, 2003, p. C5. SEC Accounting and Auditing Enforcement Release No. 1393, May 15, 2001. 6 SEC Accounting and Auditing Enforcement Release No. 1706, January 27, 2003. 5 thi79492_case2-5_067-070.qxd 12/19/07 2:11 AM Page 69 Confirming Pages Case 2.5 Sunbeam: Due Professional Care 69 restructuring reserves, and inventory, in particular. In several cases he proposed adjustments that management refused to make. In response to management’s refusal, Harlow acquiesced, however.