One day after a 2015 news report raised questions about the safety of its products, flooring retailer Lumber Liquidators released a public statement strongly denying the allegations. It also filed the statement as an official document with the Securities and Exchange Commission (SEC), which is standard practice for a publicly traded company.
Yet investigators later learned that the Virginia-based company made materially false or misleading statements in its SEC filing, known as an 8K. The SEC requires companies to file 8K forms to publicly disclose information relevant to that company’s stock price.
The March 2015 news media report alleged that Lumber Liquidators’ laminate flooring contained dangerously high levels of formaldehyde, a gas that in high amounts has been linked to health issues like sore throat, nausea, headaches, and even cancer. In the 8K, the company claimed it complied with applicable regulations and disputed the test results that had been featured in the news report.
Knowingly making false statements in an 8K is a violation of federal securities law.
“Contained within that filing are a number of false and misleading statements,” said Special Agent David Hulser, who investigated the case out of the FBI’s Richmond Field Office in partnership with the U.S. Postal Inspection Service, the Internal Revenue Service, and federal prosecutors. “It was understandable that the company wanted to respond, but they responded in a way they should not have—by misleading investors.”
Investigators found that Lumber Liquidators’ top leaders—all of whom have left the company—knew that they were not complying with applicable regulations in advance of the media report and lied about it anyway.
“The former senior management team was aware that they had problems and chose not to do the right thing,” Hulser said. “In addition to making false statements, they also omitted other material facts from investors.”
“The former senior management team was aware that they had problems and chose not to do the right thing.”
David Hulser, special agent, FBI Richmond
On March 12, the Department of Justice and Lumber Liquidators entered into a deferred prosecution agreement. As part of the agreement, the company accepted responsibility and agreed to pay $33 million in penalties, fines, and asset forfeiture. The agreement noted the company’s improved efforts to ensure product safety and its corrective action plan with the Consumer Products Safety Commission.
“Lumber Liquidators engaged in extensive remedial measures, including dedicating significant resources to improving its systems and internal controls,” the agreement said.