September 18, 2018

Brian Pardo

Ernst & Young Didn’t Appreciate the Threat of ‘Action’ By Audit Client Who Wanted Rubber-Stamped Financial Statements

Some clients treat their auditors like dirt. Given. To these haters, the financial statement audit is an onerous task that is mandated by the SEC and it amounts to an assault on liberty, capitalism and Ayn Rand’s genius. Accordingly, some clients try to push auditors around because typically they can. Today we bring you a rare example of a pushy-ass client going too far and an auditor standing up for themselves.

Ernst & Young resigned at the auditor of Life Partners Holdings Inc. in a letter dated June 6, 2011 after the CEO, Brian Pardo, WROTE IN A MEMO that he would “take action” against the firm if they did not sign off on the financial statement committee got wind of this little soapbox moment and promptly told E&Y about it.

From the 8-K Filing:

On June 6, 2011, Life Partners Holdings, Inc. (“we” or “Life Partners”) received a letter from Ernst & Young LLP (“Ernst & Young”) addressed to the Chairman of our Audit Committee (the “Resignation Letter”) confirming that it had resigned effective June 3, 2011, as our independent registered public accounting firm, as had been orally communicated to the Chairman of the Audit Committee on June 3, 2011. The resignation means that Ernst & Young will not certify our financial statements for the fiscal year ended February 28, 2011 (“Fiscal 2011”), which is necessary for completing and filing our Annual Report on Form 10-K for Fiscal 2011 (the “2011 Annual Report”).

The resignation follows a letter from Mr. Brian Pardo, our Chairman and CEO, to our licensee network (persons who refer purchasers to us) commenting upon the delayed filing of our 2011 Annual Report. The letter stated that it was Mr. Pardo’s position that we would “take action” against Ernst & Young if it did not promptly complete its audit and sign off on our financial statements without adjustment. Our Audit Committee wrote to Ernst & Young disclaiming the letter’s statements and asserting that the letter did not speak for the Audit Committee. Notwithstanding the Audit Committee’s disclaimer, Ernst & Young stated that the letter compromised its independence, and when considered with other recent developments, that it was no longer able to rely upon management’s representations, and that it was unwilling to be associated with the financial statements prepared by management.

Just for good measure, E&Y also stated that the company’s revenue recognition policy sucks, needs revised and they pulled their unqualified opinion over the 2010 financial statements. How’s that for “action”?

8-K [SEC via WSJ]

UPDATE:
As noted by the first comment below, the second comment on a post over at Deal Journal has what appears to be the memo in question from Brian Pardo.

Message From Brian Pardo

Yesterday we filed for an extension of the time to file our annual10K which should have been filed by May 15th because the Auditors have not yet completed their part. Quite frankly I am confident that the SEC is interfering with us by trying to unnerve the Auditors (by asking frivolous questions) which has added to the delay in getting out the 10K which is done and ready to release. They are trying to force us to “restate” our revenue recognition criteria; one that has been in use for ten years now.

Restating for any period, for any reason is viewed by the market as an implicit admission that prior quarters were probably misstated, which they were not. We do expect to file shortly, but the WSJ called last night to print another negative article.

There is no reason to restate because any proposed adjustment is immaterial under GAAP guidelines. E&Y signed off on our revenue recognition criteria policy last year and every other audit firm has as well since we went public in 2000. However some of your clients will probably read about it in the WSJ or in some other supposedly legitimate news media. And, the shorts will no doubt make a big deal about it.

My position is we either ratify the 10k as is very soon or we will take action against E&Y as well as with the SEC in Washington. It is time to put an end to this nonsense! I believe E&Y is trying to mitigate problems they may have with the SEC at our expense. For instance, we were never told by E&Y that they audited at least one large organization in the Madoff matter.

We are well within GAAP boundaries regarding every of aspect of our financial statements including all materials created, used or reviewed in relation to our published financial statements. We have ten years of doing this the exact same way and every Auditor from every firm for the entire time has signed off on every single 10k over those last 10 years.

Brian D. Pardo

PS You are authorized to share my statement with concerned clients and Licensees, but, not the press although the matter is in the public domain now.