Hastings State Bank v. Stalnaker, Trustee

EDM Corporation (EDM) (defendant) was incorporated in Nebraska. EDM’s official organizational name of record was listed with the Nebraska secretary of state (secretary) as EDM Corporation. However, EDM was also known throughout the industry by its unregistered trade name, EDM Equipment. EDM obtained loans from various entities, including Hastings State Bank (Hastings) (plaintiff), TierOne Bank (TierOne) (defendant), and Huntington National Bank (Huntington) (defendant). The loans were secured by property owned by EDM, including an ambulance. Hastings filed a financing statement with the secretary in an attempt to perfect its security interest in the ambulance. In the financing statement, Hastings identified EDM as “EDM Corporation d/b/a EDM Equipment.” Thereafter, TierOne and Huntington filed financing statements identifying EDM only as “EDM Corporation.” A record search using the secretary’s standard search logic and EDM’s proper organizational name yielded results for TierOne’s and Huntington’s statements, but not Hastings’s statement. After EDM filed for bankruptcy, Hastings brought an adversary proceeding to determine the validity of the liens in EDM’s property. The bankruptcy court concluded that Hastings’s financing statement for the ambulance insufficiently identified EDM as the debtor, resulting in a seriously misleading filing. As a result, the bankruptcy court held that TierOne’s and Huntington’s interests in the ambulance took priority over Hastings’s interest, despite Hastings’s earlier filing. Hastings appealed.