Court papers show SEC's Green Mountain probe isn't over

Wed May 30, 2012 6:26pm EDT

* Company's lawyer said in Jan. hearing no pending SEC charges

* Shareholders filed amended complaint in March

By Emily Flitter

NEW YORK, May 30 (Reuters) - The SEC's 18-month investigation of Green Mountain Coffee Roasters isn't finished, with revenue recognition among the items under the feds' microscope, a review of court documents shows.

The transcript from a hearing in January sheds some more light on the nature of the SEC inquiry, which is a hot topic of debate for bulls and bears on the once high-flying stock.

Green Mountain, the maker of Keurig one-cup coffee brewers, has never disclosed many details of the U.S. Securities and Exchange Commission's probe.

But earlier this year, a company lawyer said the Vermont-based coffee vendor had turned over "a ton of information."

The lawyer, Randall Bodner, speaking at a January hearing on a shareholder class-action lawsuit in federal court in Vermont, said there was no indication that the SEC was about to take any legal action against the company or its employees.

"There's no pending action nor am I aware of any threatened action by the SEC to make - to make - you know, to bring any charges against the company in any way, shape or form," said Bodner, a Ropes & Gray partner, during a hearing on a pending shareholder class-action lawsuit filed against Green Mountain.

In the transcript, Bodner said some of the documents turned over by Green Mountain to the SEC concerned one of its distributors, M. Block & Sons of Chicago. But he added that regulators "have had other requests of us."

Bodner was in court, according to the transcript, to argue for a motion to dismiss the shareholder lawsuit, which alleged that Green Mountain engaged in accounting irregularities in its revenue recognition practices and its dealings with M. Block.

In response to Bodner's statement during the Jan. 5 proceeding, U.S. District Judge William Sessions III said that if the SEC had truly concluded its investigation, the regulatory agency would have notified the company.

"I am not saying that the SEC has completely gone away," Bodner told the judge.

However, Bodner said if the SEC's investigation had turned up anything, "we would have seen some action out of them by now."

REVENUES AND RELATIONSHIPS

Sources close to the SEC investigation told Reuters the SEC had four people working on the case, including two forensic accountants.

The SEC declined to comment on the case.

M. Block did not return calls seeking comment.

The Waterbury, Vermont-based company first disclosed it was under investigation by the SEC in September 2010. Green Mountain's disclosure stated that the SEC's investigation seemed to focus on "certain revenue recognition practices and the Company's relationship with one of its fulfillment vendors."

Shareholders sued two days later.

In the months that followed, short sellers, including Greenlight Capital's David Einhorn, began attacking Green Mountain, saying the company was engaging in "channel stuffing" and other tricks to make sales look more robust.

Channel stuffing involves an inflation of sales and earnings figures by pushing more products through a distribution channel than it could sell to the public.

Soon after the court hearing in January, Sessions dismissed the shareholder lawsuit, saying the plaintiffs' complaint didn't do enough to establish its allegations against Green Mountain's founder Robert Stiller and the other defendants in the suit.

But the judge gave the plaintiffs an opportunity to file an amended complaint, which they did in March.

Bodner, who declined to discuss his comments during the January hearing, said on Wednesday that he expects to file another motion to dismiss the amended complaint in June.

The plaintiffs' lead attorney, David Rosenfeld, a partner at Robbins Geller Rudman & Dowd in Melville, New York, said, "We think that we have adequately addressed the court's concerns with our amended complaint."

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