Cite as 2020 Ark. 246 SUPREME COURT OF ARKANSAS No. CV-18-158
Opinion Delivered: June 11, 2020
AGRIFUND, LLC; AND HAMPTON PUGH COMPANY, LLC APPEAL FROM THE DESHA APPELLANTS COUNTY CIRCUIT COURT [NO. 21ACV-15-125] V. HONORABLE ROBERT BYNUM REGIONS BANK; HILL SEED & GIBSON, JR., JUDGE ELEVATOR, INC.; OPTIMUM AGRICULTURE, LLC; AND HUBBARD AFFIRMED. BRAKE, LLC APPELLEES
SHAWN A. WOMACK, Associate Justice
This intercreditor dispute is about lien priority to crop proceeds. Despite the
complicated history of this case, this appeal boils down to three creditors. In a nutshell,
AgriFund, LLC, argued that its lien is superior to those held by Regions Bank and
Optimum Agriculture, LLC.1 The circuit court disagreed. It concluded that Regions had
priority to the proceeds. It also held that Optimum was entitled to a statutory landlord
lien. We affirm.
1 AgriFund was substituted as successor to Ag Services Management, LLC (“ARM”), and is represented by the same counsel as ARM. We follow the circuit court’s lead in referring to this party as ARM. I.
A.
Scott Day is a row crop farmer in Southeast Arkansas. In 2014, he operated under
three partnerships collectively referred to as “the Old Entities.” 2 The following year, Day
farmed under three new partnerships, called “the New Entities.”3 On paper, Day farmed as
one partner in one partnership each year, but he made the financial decisions, signed on
behalf of other partners, and otherwise controlled the entities. The partnerships were, in
practice, Day-run businesses.
The 2014 crop season was farmed under the Old Entities and financed by Regions.
To secure the debt, the Old Entities pledged “[a]ll crops; whether any of the foregoing is
acquired now or later; whether any of the foregoing is now existing or hereafter raised and
grown[.]” Regions perfected its security interest and in turn held a priority lien against the
Old Entities’ crops. The Old Entities failed to pay back $1.87 million.
At the turn of the year, Day created the New Entities. He initially planned to farm
the 2015 season under the Old Entities. But the New Entities were there if needed. Day
applied for crop insurance and financing with the Old Entities. Given the substantial
carryover from 2014, Regions declined to finance the 2015 season.
2 The Old Entities include: Scott Day Farms Partnership; Beau and Shea Farms Partnership; and Matt and Holly Farms Partnership. 3 The New Entities include: Crawdad Hole Farms Partnership, Haley Farms Partnership, and Gum Ridge Farms Partnership.
2 Day then turned to ARM. Robby Miller was the ARM loan officer who handled
Day’s accounts. Miller quickly found a “pile of UCC’s from Regions on [Day] and his
different entities” and other liens against the Old Entities. Miller accordingly asked if
Regions would sign a subordination agreement. ARM refused to finance the Old Entities
absent subordination. Miller told Regions that Day repeatedly concealed information
about other creditors. Day told creditors not to inform Miller about the debts he owed. He
also changed his loan application eight times. Miller nevertheless continued to pursue
subordination in order to finance the crop loan.
In the meantime, Day purchased seed and other inputs on credit from Hill Seed
and Elevator, Inc. (“Hill”) and Hampton Pugh, LLC (“Pugh”). Day asked Clarke Pugh,
owner of Hampton Pugh, to lend him $400,000 on the ruse that the money would help
with planting while he waited for crop loans. Given their friendship, Clarke Pugh agreed to
loan the money. Rather than put crops in the ground, Day paid $375,000 to Regions to
encourage subordination.
On June 10, Miller warned Regions that Day might certify the crop under his
brother’s entities if he did not receive a loan. Two days later, the plan changed. Miller told
Regions that “if the [Old Entities] cannot go forward, [Day] will pursue different entities
that can.” He urged Regions to quickly agree to subordination to protect its interest in the
2015 crop. Regions subsequently refused to sign the subordination agreements.
It appears that Miller came up with the idea to use the New Entities. While the
subordination discussions were ongoing, Day obtained tax identification numbers and
3 partners for the New Entities. After Regions refused to subordinate, Day filed ARM loan
applications for the New Entities. The next day, ARM loaned the New Entities roughly
$2.5 million. ARM perfected its lien against the New Entities’ crops and Day, individually.
At the close of the 2015 season, it became evident that Day’s partnerships would
again default on the loans. The 2015 crop proceeds totaled $2.9 million. But the asserted
liens against the proceeds surpassed $6 million. Regions, ARM, Hill, and Pugh each
claimed security interests against the proceeds. Optimum and Hubbard Brake, LLC, also
asserted landlord liens against the New Entities for the 2015 lease of Hubbard Farm.
B.
This litigation was commenced by Hill and Pugh, and later consolidated with a
separate action filed by ARM. Multiple parties asserted a variety of claims, crossclaims, and
counterclaims. The circuit court bifurcated the priority claims to be resolved at a bench
trial. Any remaining claims for damages would be reserved for a later jury trial.
Most claims were settled immediately before trial. The first settlement dismissed the
claims between ARM, Hill, and Pugh. They agreed to divide any money received in the
lawsuit. The second settlement dismissed Hubbard Brake’s claims against Optimum for
breach of contract. Additionally, the court ruled that Optimum was entitled to a landlord’s
lien against the proceeds. Only one dispute remained: priority between Regions and ARM.
Following a two-day bench trial, the court concluded that Regions was entitled to a
first lien and judgment against the proceeds. This conclusion was buttressed by the court’s
factual findings regarding Day and Miller. Notably, the court expressly rejected the
4 credibility of Day’s testimony. It found that Day was the “sole ringleader/shot caller” for
the New and Old Entities. The entities had “no relevance” and were “merely alter egos of
Scott Day used to qualify for government payments and to move credit around.” The
substitution of the New Entities was a sham. In short, the court found Day’s conduct to be
inequitable and unfair.
The court found that ARM had knowledge of Day’s dishonesty. It also found that
ARM had actual or constructive knowledge about Regions’ lien on the Old Entities’ crop.
It knew the Old Entities existed and operated under those entities until it became apparent
that Regions would not provide subordination. The court concluded this was the “wrong
and inequitable way to get around the issue.”
In closing, the court held it is “the legislative intent under the Uniform Commercial
Code to provide security to a lender like Regions Bank when they are unpaid and when
there has not been a change in the operator.” It also found that this case “came down to
Scott Day or Scott Day Farms Partnership all the way through.” Accordingly, it held that
Regions was entitled to a priority lien against the proceeds. The court memorialized
Optimum’s landlord lien and the settlements between the parties. This appeal followed.
The Arkansas Court of Appeals initially remanded this case to settle and
supplement the record. See AgriFund, LLC v. Regions Bank, 2019 Ark. App. 414. We
accepted certification from the court of appeals. See Ark. Sup. Ct. R. 1-2(d) (2019).
II.
5 ARM asks us to hold that its lien is first in priority to the 2015 crop proceeds,
placing it ahead of both Regions and Optimum. Two distinct types of liens are at play.
ARM and Regions hold security interests governed by the Uniform Commercial Code. See
Ark. Code Ann. § 4-9-109 (Supp. 2009). Optimum, on the other hand, holds an
agricultural landlord’s lien. This statutory lien is not subject to the Uniform Commercial
Code. See Ark. Code Ann. § 18-41-101 (Repl. 2003). We separately address ARM’s
challenges to each lien in turn.
Following a bench trial, our standard of review asks whether the circuit court’s
findings were clearly erroneous or clearly against the preponderance of the evidence. See
Hartness v. Nuckles, 2015 Ark. 444, at 10, 475 S.W.3d 558, 565. We view the evidence and
all reasonable inferences arising therefrom in the light most favorable to the appellee. Id.
Disputed facts and determinations of witness credibility are within the province of the trier
of fact. Id. For questions of law, our review is de novo. See Gulfco Louisiana, Inc. v. Brantley,
2013 Ark. 367, at 10–11, 430 S.W.3d 7, 13.
We first address the priority dispute between ARM and Regions. Relying on the
circuit court’s findings that the New and Old Entities were shams and served as Day’s alter
egos, ARM contends it has priority to the proceeds as the sole lienholder against Day
6 individually. Alternatively, ARM argues it would be inequitable to grant Regions a priority
interest in crops it did not help finance.4
Priority among competing lienholders is governed by Article 9 of the Uniform
Commercial Code. See Ark. Code Ann. §§ 4-9-101 to -809 (Repl. 2001). Priority is
generally determined by the principle “first in time, first in right.” See Ark. Code Ann. § 4-
9-322(a) (Repl. 2001); see also Searcy Farm Supply, LLC v. Merchants & Planters Bank, 369
Ark. 487, 493, 256 S.W.3d 496, 501 (2007). Under this standard, the relevant time is
when the security interest is perfected. Id. There is no dispute that Regions was first to
perfect its security interest against the Old Entities. There is likewise no dispute that ARM
was first to perfect its security interest against the New Entities and Day, individually.
ARM argues that the circuit court disregarded the corporate façade by finding that
the partnerships were Day’s alter egos. What should have followed, according to ARM, was
a conclusion that the liens were valid only against Day individually. Because ARM held the
only lien against Day individually, it argues it should be first in priority. To support this
argument, ARM relies solely on Winchel v. Craig, 55 Ark. App. 373, 934 S.W.2d 946
(1996). In Winchel, to avoid tort liability, the owners of a corporation dissolved the entity
and created a new entity that served the exact same purpose. Id. A jury concluded that the
4 Though ARM did not raise these arguments below, we reject Regions’ preservation argument. In a civil bench trial, a party who does not challenge the sufficiency of the evidence at trial does not waive the right to do so on appeal. See, e.g., Bohannon v. Robinson, 2014 Ark. 458, at 5, 447 S.W.3d 585, 588.
7 new entity was a sham. Id. Accordingly, the corporate veil was pierced to hold the owners
individually liable. Id.
We later cited Winchel with approval in Anderson v. Stewart, 366 Ark. 203, 234
S.W.3d 295 (2006). There, we noted that “[t]he doctrine of piercing the corporate veil is
founded in equity and is applied when the facts warrant its application to prevent an
injustice.” Id. at 207, 234 S.W.3d at 298. Whether the corporate entity has been
fraudulently abused is a question for the trier of fact, and the one seeking to pierce the
corporate veil and disregard the corporate entity has the burden of proving that the
corporate form was abused to his injury. Id. Common instances where the corporate form
may be disregarded include when the entity attempted to hinder, delay, or defraud
creditors, evade a contract obligation, or perpetuate fraud and injustice generally. Id.
The equitable principles underlying the doctrine of piercing the corporate veil and
alter ego liability cut against ARM’s assertion of priority. The trier of fact—here, the circuit
court—concluded that the New Entities were a sham used to get around Regions’ refusal to
sign the subordination agreement. The circuit court held this case “came down to Scott
Day or Scott Day Farms Partnership all the way through.” As a result, Regions’ lien was
ongoing and had priority over ARM’s later perfected lien.
This outcome is further supported by the circuit court’s findings that both ARM
and Day engaged in inequitable conduct toward Regions. The court found that ARM knew
about Regions’ lien on the Old Entities’ crops and the substantial carryover from the 2014
season. To avoid Regions’ lien, ARM pursued subordination in a manner the circuit court
8 characterized as unbusinesslike and imprudent. When Regions refused, ARM attempted to
do indirectly what it could not do directly. That is, secure a first priority lien against the
2015 crop proceeds with Day’s New Entities. The circuit court also found that ARM knew
about Day’s dishonesty. Under the circumstances of this case, the circuit court did not
clearly err in concluding that the partnerships were Day’s alter egos and that Regions held
a priority lien against the 2015 crop proceeds.
ARM’s fallback argument is that creditors who helped finance the 2015 crop are
entitled to priority over those who did not. In other words, ARM insists that Regions
cannot be paid first from the 2015 crop proceeds because Regions did not finance or help
enable production. ARM contends this result sounds in equity. It cites only to a Mississippi
bankruptcy case applying Louisiana law to determine whether a description of collateral
was sufficient. See Bayou Louie Farm, Inc. v. White (In re Heigle), 401 B.R. 752 (Bankr. S.D.
Miss. 2008). According to ARM, Heigle held that to allow a lender who did not finance the
crop a priority lien on the crop would “give [the lender] a windfall by collecting proceeds
on the sale of a crop for which it provided no financing.” Id. at 778. Yet, as Regions points
out, Heigle’s decision was not based on equity. Rather, the statement was made only after
the court resolved the issue by determining that the collateral description was legally
sufficient. Id.
We do not find Heigle’s dicta persuasive. This is especially true given our rejection of
a similar argument in Searcy Farm Supply. In that case, an agricultural supplier sought super-
priority over a bank’s perfected lien. See Searcy Farm Supply, 369 Ark. at 492, 256 S.W.3d at
9 500. After concluding the supplier did not have super-priority status under UCC
provisions, we refused to carve out an exception to the general “first to file” rule based on
the supplier’s assertion “that Arkansas law has long afforded a special priority to those who
assist farmers with financing the planting, growing, and harvesting of their crops.” Id. We
determined that a rule of super-priority against a perfected security interest was a decision
for the legislature. Id. at 496, 256 S.W.3d at 503.
The circuit court did not clearly err. We affirm on this point.
We now turn to Optimum’s lien against the 2015 crop proceeds. Everyone agrees
that Optimum subleased farmland to the New Entities in 2015. The question is whether
Optimum held a valid landlord lien on the crop. The circuit court ruled that it did. ARM’s
argument for reversal is premised on the validity of Optimum’s lien. It first argues that
Optimum, as a sublessor, could not hold a landlord’s lien. ARM next argues that the
sublease was invalid as a violation of Optimum’s original lease with Hubbard Brake and
thus unenforceable. Neither argument is persuasive.
There are two leases here. Neither involve ARM. In 2015, Hubbard Brake leased
Hubbard Farm to Optimum. Optimum in turn subleased the land to the New Entities.
The New Entities made an initial payment on the lease but defaulted on the remaining
$79,750. Optimum timely asserted a landlord’s lien. Hubbard Brake subsequently filed
claims against Optimum. It alleged, among other things, that it had not approved the
sublease and that it was entitled to a landlord’s lien. These claims were dropped following a
10 settlement. As part of a consent judgment, Hubbard Brake would take assignment of any
proceeds Optimum received under its lien claim.
An agricultural lease gives “every landlord” a lien on the crops grown upon the
leased land for the rent due. See Ark. Code Ann. § 18-41-101(a). This statutory lien is not
subject to Article 9. Instead, the legislature provided that a landlord lien has priority
regardless of when a conflicting interest was perfected. See Ark. Code Ann. § 18-41-
102(b)(1) (Repl. 2003); see also Riceland Foods, Inc. v. Pearson, 2009 Ark. 520, 357 S.W.3d
434. The lien is on the entire crop for the rent, regardless of whether the crop is raised by a
tenant or subtenant and without regard to any agreement between the tenant and the
subtenant. See 1 Howard W. Brill & Christian H. Brill, Arkansas Law of Damages § 25:7
(Nov. 2019 Update).
ARM contends, quite implausibly, that only the original landlord may assert a
landlord’s lien against a subtenant. Because Hubbard Brake owns the land and is the
“original landlord,” ARM argues that Optimum may not hold a landlord’s lien against the
New Entities. To support this argument, ARM relies on section 18-41-102, which provides
that any subtenant is “responsible only for the rent of lands . . . cultivated or occupied by
him or her.” To be sure, this provision limits a subtenant’s liability to the original landlord.
It bars the original landlord from holding a subtenant liable for land not subject to the
sublease. See Watkins v. Wells, 172 Ark. 696, 290 S.W. 593, 594 (1927). But it does not
foreclose a sublessor from holding a landlord lien. See Miller County Bank & Trust v. Beasley,
11 165 Ark. 44, 262 S.W. 981, 982 (1924) (landowner’s lien superior to sublessor’s lien to the
extent of pro rata part of rent due on land cultivated by subtenant).
ARM’s argument altogether ignores the fact that “every landlord” shall have a
landlord’s lien. Though “landlord” is not statutorily defined, it is commonly defined as
“[o]ne who leases property to another.” Black’s Law Dictionary 883 (7th ed. 1999); see also
Bank of McCrory v. Morrison (In Re James), 368 B.R. 800, 804 (Bankr. E.D. Ark. 2006).
Optimum’s sublease to the New Entities easily satisfies this definition. Moreover, a
sublease “involves the creation of a new tenancy between the sublessor and the sublessee,
so that the sublessor is both a tenant and a landlord.” Jaber v. Miller, 219 Ark. 59, 61, 239
S.W.2d 760, 761 (1951). Accordingly, the original landlord and the sublessor may both
hold landlord liens against the subtenant. See 52A C.J.S. Landlord & Tenant § 1386 (Mar.
2020 Update).
Given that Optimum may hold a landlord’s lien against the New Entities, we turn
next to ARM’s challenge to the validity of the sublease. This argument is premised on
allegations made below by Hubbard Brake that Optimum violated the original lease by
subleasing the land without its consent. Optimum denied each of Hubbard Brake’s claims
and there is no judgment addressing the validity of the original lease. The circuit court
never considered, must less decided, whether the original lease was valid because Hubbard
Brake and Optimum reached a settlement prior to trial. The circuit court therefore had no
need to address the claims. Accordingly, it did not clearly err in concluding that Optimum
was entitled to a landlord’s lien against the 2015 crop proceeds.
12 Affirmed.
HART, J., dissents.
JOSEPHINE LINKER HART, Justice, dissenting. I dissent. When Scott Day Farms
Partnership, Beau and Shea Farms Partnership, and Matt and Holly Farms
Partnership (the “Old Entities”) defaulted on their financing agreement with
Regions after the 2014 shortfall, Regions refused to finance the 2015 growing
season. After this refusal, Regions should not be able to then—when production was
only made possible through financing provided by another lender with a perfected
security interest—assert a priority security interest in crop proceeds from the same
growing season it refused to finance.
Row farmers generate revenue by growing and selling crops. Any farming
operation will require capital resources, but shortfalls still happen. Note that Day
did not resort to pursuing financing from ARM until Regions refused to supply
financing after the 2014 shortfall. Then, ARM requested that Regions enter a
subordination agreement before ARM would provide financing to the Old Entities
for the 2015 growing season, but Regions refused. It was only then that Day utilized
the New Entities to obtain financing from ARM for the 2015 growing season. As the
majority notes, there is no dispute that Regions was first to perfect its security
interest against the Old Entities (for the 2014 growing season), and there is no
13 dispute that ARM was first to perfect its security interest against the New Entities
and Scott Day, individually (for the 2015 growing season).
The security agreements and promissory notes with Regions were both signed
in the names of the Old Entities. None of the agreements with Regions were signed
by Scott Day individually or any of the principals involved in the Old Entities. There
is no indication that Regions had exercised any of its rights on default at the time
Day obtained financing from ARM through the New Entities. Specifically, Regions
had not reduced any claim it may have had against the Old Entities or against Day
to judgment at the time Day obtained financing from ARM through the New
Entities. In this situation, ARM has priority over Regions to the 2015 proceeds
under the “first-in-time, first-in-right” rule.
I acknowledge the circuit court’s determination that Scott Day switching from
the “Old Entities” to the “New Entities” amounts to simply using these entities as
his alter-egos, but this determination is in error. There is no indication of any
impropriety at the time Regions entered its contracts with the Old Entities, or any
other legal basis for disturbing the terms of those agreements. Day did not resort to
utilizing the New Entities until after the 2014 shortfall and after Regions refused to
finance the 2015 growing season. ARM points out the tension between the circuit
court’s decision in this respect. On the one hand, the circuit court disregarded the
14 business entities because Scott Day was the “sole ringleader/shot caller” for the New
and Old Entities. But on the other, the circuit court gave Regions priority over ARM
when ARM has a perfected security interest against Day individually and Regions
does not.
Put simply, nothing in the record provides a legal basis for modifying the
terms of Regions’ agreements with the Old Entities to finance the 2014 growing
season. Those documents speak for themselves, and they only provide Regions a
security interest in crops produced by the Old Entities—not crops produced by Day
or by the New Entities. There is no indication of impropriety or underhandedness
with respect to the formation of these agreements with Regions. Legal entities need
agents to function. Pieces of paper cannot farm. Accordingly, when Regions refused
to finance the 2015 growing season, Day was free to go pursue financing either
individually or through different entities from an alternative source. We cannot
retroactively rewrite a validly entered contract to broaden one party’s security
interest so that it includes proceeds later generated by other parties who had no
participation in the original contract.
But more broadly, giving Regions priority to the 2015 proceeds over ARM in
this situation is simply inconsistent with the principles of equity upon which the
alter-ego doctrine is based. It also undermines the confidence that a lending
15 institution can have in the required recording of financial documents. “The
conditions under which the corporate entity may be disregarded or looked upon as
the alter ego of the principal stockholder vary according to the circumstances of each
case.” K.C. Properties of N.W. Arkansas, Inc. v. Lowell Inv. Partners, LLC, 373 Ark. 14,
32, 280 S.W.3d 1, 15 (2008). “The doctrine of piercing the corporate veil is founded
in equity and is applied when the facts warrant its application to prevent an injustice.”
Id. (emphasis added). In my view, the effect of the circuit court’s decision is not to
prevent an injustice. Instead, it allows a lender like Regions to “have its cake and eat
it too.”
The systemic problem here is the collateral description contained in Regions’s
financing agreement. This language would give Regions a security interest in “[a]ll
crops; whether any of the foregoing is acquired now or later; whether any of the
foregoing is now existing or hereafter raised and grown[,]” (emphasis added). This
provision is so broadly written that it effectively transforms the bank’s “security
interest in collateral” into an undying right for the bank to collect any revenue the
farmer ever generates until the debt is paid, with interest accruing all the while.
16 Security interests in after-acquired property, or “floating” liens as they are
sometimes described,1 are generally enforceable. Such contractual provisions are
regularly utilized in other commercial industries where lenders can take a floating
security interest in, for example, a business’s “inventory.” Obviously, the
composition of the business’s inventory will change after the extension of financing
as the business continues day-to-day operations and sales. But in the context of
agricultural lending for crop production, where the farmer’s entire stream of revenue
revolves around a single growing season each year, a floating security interest in “all
crops” without relation to any particular growing season(s) is indefinite and subject
to exploitation, as illustrated by the facts of this case.
Here, after refusing to finance Day’s operations in wake of the 2014 shortfall,
Regions lay in waiting until Day managed to obtain financing for the 2015 growing
season through alternative means. Then, after the 2015 growing season was
complete and Day had produced a new harvest of crops, Regions claims a priority
security interest in the proceeds from the same growing season it refused to finance.
Equity should not condone this sort of opportunistic maneuvering.
1 “A security agreement that provides for a security in proceeds, in after-acquired property, or in collateral subject to future advances by the secured party (or all three) is often characterized as a floating lien.” Roger Leroy Miller and Gaylord A. Jentz, Fundamentals of Business Law: Excerpted Cases, p. 431 (2009) (emphasis added).
17 Instead, equity would hold that Regions’s floating security interest
“crystallized” upon Day’s default, and Regions could then exercise its rights and
remedies, as set forth in the contract, to whatever collateralized assets existed at that
time. “If the company defaults on its obligations under the terms of the loan
agreement, the charge will crystallize, that is, immediately attach to the assets owned
by the company at that time.” Collins Dictionary of Law, “crystallize,” W.J. Stewart
(2006) (emphasis added); see also Matter of Estate of Spears, 314 Ark. 54, 61, 858
S.W.2d 93, 97 (1993) dicta (“Since the loan was not in default until February 1,
1991, no claim had crystallized against the estate until that time.”). And surely
Regions’ security interest cannot continue “floating” after the bank refused to
finance the 2015 growing season in the wake of the 2014 shortfall. Refusing to
acknowledge this limitation encourages exploitative business tactics and discourages
ongoing market activity. Neither law nor equity would allow Regions to have it both
ways in this situation.
Hence, my disagreement with the circuit court’s decision. It would be one
thing to acknowledge the continuing validity and enforceability of a monetary
judgment (for whatever debt exceeded the value of Regions’ “crystallized” security
interest in the 2014 crop proceeds) against the Old Entities (or perhaps even Day, if
the right steps were taken) in favor of Regions. But acknowledging and affording
18 priority to a security interest in what was non-existent collateral—collateral which
would never have existed but for another lender’s willingness to do what the first
lender was not—is quite another. If Regions has a priority security interest in the
2015 proceeds over ARM in this situation, then the incentives for each party’s role
are rendered perverse. A lender has no reason to continue doing business with an
Arkansas farmer who goes through a shortfall if the security interest contained in
their prior financing agreement will already entitle the lender to anything the farmer
grows in the future. By that same token, a prospective lender has no reason to do
business with a farmer who just went through a shortfall if anything the farmer
grows in the future would go to the former lender who now refuses to participate. It
is only predictable—and in this case, it was known—that a farmer in this situation will
be forced to attempt to secure financing and generate revenue through a different
entity. Would the lender prefer that the farmer simply declare bankruptcy? Surely
equity does not favor the perpetuation of this untenable reality.
I dissent.
Gill Law Firm, PLC, by: Brooks A. Gill and Kelly K. Brown, for appellant Hampton
Pugh Company, LLC.
Waddell, Cole & Jones, PLLC, by: Ralph W. Waddell and Justin E. Parkey, for appellant
Agrifund, LLC.
Bridges, Young, Matthews & Drake PLC, by: John T. Talbot, for appellee.