STATE OF LOUISIANA COURT OF APPEAL, THIRD CIRCUIT
13-926
FARMERS-MERCHANTS BANK & TRUST COMPANY, ET AL.
VERSUS
SOUTHERN STRUCTURES, LLC, ET AL.
**********
APPEAL FROM THE SIXTEENTH JUDICIAL DISTRICT COURT PARISH OF ST. MARTIN, NO. 76722 HONORABLE VINCENT J. BORNE, DISTRICT JUDGE
PHYLLIS M. KEATY JUDGE
Court composed of Elizabeth A. Pickett, James T. Genovese, and Phyllis M. Keaty, Judges.
AFFIRMED.
Ward F. Lafleur Mahtook & Lafleur, L.L.C. Post Office Box 3089 Lafayette, Louisiana 70502 (337) 266-2189 Counsel for Defendant/Appellant: Nucor Building Systems Sales Corporation
Allan L. Durand Attorney at Law 235 La Rue France Lafayette, Louisiana 70508 (337) 237-8501 Counsel for Plaintiff/Appellee: Farmers-Merchants Bank & Trust Company of Breaux Bridge Keith E. Thibodeaux Attorney at Law 422 South Main Street St. Martinville, Louisiana 70582 (337) 394-3034 Counsel for Defendant/Appellee: Southern Structures, LLC
James Lawhern MH Precision Systems, Inc. Post Office Box 609 Florence, Alabama 35631 Counsel for Defendant/Appellee: MH Precision Systems, Inc. KEATY, Judge.
Defendant, Nucor Building Systems Sales Corporation, appeals the trial
court‟s judgment in favor of Plaintiff, Farmers-Merchants Bank & Trust Company
of Breaux Bridge (FM Bank). For the following reasons, we affirm.
FACTS AND PROCEDURAL HISTORY
Southern Structures, LLC was in the business of manufacturing components
for metal buildings. Southern Structures secured multiple loans1 from FM Bank
between 2005 and 2007 to purchase various large items of equipment, including a
Franklin flange unit, a type of metal fabricating equipment used in the construction
of various metal items. At all relevant times, FM Bank held a first perfected
security interest in the flange unit.
In November 2009, negotiations commenced between Nucor, Southern
Structures, and MH Precision Systems, Inc. MH Precision was allegedly acting as
the agent of Southern Structures and the broker for the sale of the flange unit. In
December 2009, Southern Structures sold the used flange unit to Nucor. Nucor
subsequently had the equipment shipped to its plant in South Carolina. Southern
Structures defaulted on its loan with FM Bank, and when FM Bank attempted to
inventory its collateral, it discovered that the flange unit was gone. FM Bank later
learned that the flange unit had been sold and was in possession of Nucor.
FM Bank sued Southern Structures, MH Precision, and Nucor for the return
of the equipment and damages. Nucor filed a cross-claim against MH Precision,
asserting that it had purchased the flange unit from MH Precision who Nucor 1 Plaintiff‟s exhibits and testimony on behalf of Mark Sibley, an FM Bank employee and senior lender, show that promissory notes were executed by Southern Structures in favor of FM Bank on the following dates and in the following amounts: (1) June 7, 2005, in the amount of $4,000,770.00; (2) August 14, 2007, in the amount of $750,020.00; (3) August 14, 2007 in the amount of $300,045.00; and (4) August 14, 2007, in the amount of $1,469,092.77. believed was either the seller of the flange unit or the agent of Southern Structures
as the seller. Nucor also filed a motion for summary judgment, claiming that it
purchased the equipment from MH Precision in good faith pursuant to La.R.S.
10:1-201(9) and as such was not liable to FM Bank. The trial court denied Nucor‟s
motion for summary judgment. The case then proceeded to trial on the merits
wherein the trial court rendered judgment in favor of FM Bank and against Nucor,
MH Precision, and Southern Structures, jointly, severally, and in solido, in the
amount of $276,000.00 together with legal interest from the date of judgment and
all court costs.
Nucor is before this court alleging three assignments of error and one
alternative assignment of error. Nucor contends that: (1) the trial court erred as a
matter of law when it held Nucor personally liable for damages and/or in finding
Nucor in bad faith regarding the purchase of the flange unit; (2) the trial court erred
as a matter of law when it found it had subject matter jurisdiction of the in rem
action because Nucor is not subject to personal liability and neither in rem nor
quasi in rem jurisdiction existed over the flange unit because it is not located in
Louisiana; and (3) the trial court erred in finding that Nucor was not a buyer in the
ordinary course of business entitled to keep the flange unit free of FM Bank‟s
security interest because MH Precision was the seller of the flange unit, the sale
occurred in MH Precision‟s ordinary course of business, and Nucor was a good
faith purchaser. Alternatively, and only in the event that this court finds bad faith
premised on some type of negligence standard suggested by the trial court, Nucor
contends that the trial court erred in finding Nucor liable in solido with the other
Defendants, Southern Structures and MH Precision, and instead, should have
allocated fault under La.Civ.Code art. 2324(B).
2 LAW
In Rosell v. Esco, 549 So.2d 840, 844 (La.1989) (citations omitted), the
supreme court held:
It is well settled that a court of appeal may not set aside a trial court‟s or a jury‟s finding of fact in absence of “manifest error” or unless it is “clearly wrong,” and where there is conflict in testimony, reasonable evaluations of credibility and reasonable inferences of fact should not be disturbed upon review, even though the appellate court may feel that its own evaluations and inferences are as reasonable. . . . Where there are two permissible views of the evidence, the factfinder‟s choice between them cannot be manifestly erroneous or clearly wrong. . . .
When findings are based on determinations regarding the credibility of witnesses, the manifest error-clearly wrong standard demands great deference to the trier of fact‟s finding; for only the fact finder can be aware of the variations in demeanor and tone of voice that bear so heavily on the listener‟s understanding and belief in what is said.
Additionally, appellate courts review the interpretation of statutes de novo
and render judgment on the record without deference to the legal conclusions of
the trial court. Cleco Evangeline, LLC v. La. Tax Comm’n, 01-2162 (La. 4/3/02),
813 So.2d 351.
DISCUSSION
Assignment of Error Number One
Did the trial court err in finding that La.R.S. 10:9-315(a)(3) created a statutory avenue for a secured party to hold a third-party purchaser personally liable for damages?
Nucor contends that the trial court erred in finding it personally liable to FM
Bank. Nucor argues that the trial court erred in finding that La.R.S. 10:9-315(a)(3)
created a statutory avenue for a secured party to hold a third-party purchaser
personally liable for damages. Louisiana Revised Statutes 10:9-315(a)(3) provides:
(a) Disposition of collateral: continuation of security interest; proceeds. Except as otherwise provided in this Chapter:
3 ....
(3) a purchaser of collateral incurs no personal liability on account of an unauthorized transfer unless he has failed to act in good faith.
Nucor takes issue with the trial court‟s statement that because La.R.S. 10:9-
315(a)(3) “clearly state[s] that a „good faith‟ purchaser [of collateral] incurs no
personal liability, thus by inference, a bad faith purchaser under the statute incurs
personal liability.” Nucor argues that La.R.S. 10:9-315(a)(3) does not support the
conclusion that only upon a showing of bad faith, which Nucor believes is a
relaxed standard of proof, does a purchaser in an unauthorized transaction incur
personal liability.
In support, Nucor contends that under La.R.S. 10:9-315(a)(3)‟s predecessor
statute, La.R.S. 10:9-306(2), a high burden of proof was required to impose
personal liability on a purchaser in an unauthorized transaction. The predecessor
statute, La.R.S. 10:9-306(2), provided that the buyer had no personal liability
“unless he has conspired with the debtor to defeat the interest of the secured party.”
In 2001, the Louisiana legislature amended the statute to provide for no personal
liability of a buyer “unless he has failed to act in good faith.” La.R.S. 10:9-
315(a)(3). Despite the revision, Nucor contends that the legislature did not intend
to change the law to lessen the burden of proof required to hold a third-party
purchaser personally liable for damages under the amended statute. Rather, Nucor
alleges that the correct standard is a finding of both conspiracy and
willful/purposeful conduct on the part of the purchaser to defraud or to defeat the
bank‟s security interest, which cannot be supported based on the evidence.
4 In opposition, FM Bank and Southern Structures contend that the evidence
supports the trial court‟s judgment on this point.
We find that Nucor‟s argument lacks merit. The requirement of a
conspiracy was dropped under the amended statute, La.R.S. 10:9-315(a)(3). We
believe that such a change is significant: the original statute required the virtual
equivalent of a crime, and the amendment reduced that to merely a lack of good
faith. We interpret this amendment to mean that the legislature intended to reduce
the burden of proof required to impose personal liability on the buyer. It is a core
principle of legislative interpretation that, when the legislature amends a law to
word it differently, the courts must presume that the legislature intended to change
the law. SWAT 24 Shreveport Bossier, Inc. v. Bond, 00-1695 (La. 6/29/01), 808
So.2d 294.
Accordingly, we find that the trial court did not err in finding that La.R.S.
10:9-315(a)(3) created a statutory avenue for a secured party to hold a third-party
purchaser personally liable for damages.
Did the trial court err in finding that Nucor’s knowledge of FM Bank’s security interest in the flange unit amounted to bad faith for purposes of personal liability under La.R.S. 10:9-315(a)(3)?
In further support of its argument that the trial court erred in finding it
personally liable to FM Bank, Nucor contends that the trial court erred in finding
that Nucor‟s knowledge of FM Bank‟s security interest in the flange unit
amounted to bad faith for purposes of personal liability under La.R.S. 10:9-
315(a)(3). In opposition, FM Bank and Southern Structures contend that the
evidence supports the trial court‟s judgment on this point.
Louisiana Revised Statutes 10:9-315(a)(3) provides for no personal liability
on a purchaser, such as Nucor, unless it has failed to act in good faith. The trial
5 court concluded that Nucor and MH Precision, together with Southern Structures,
acted in bad faith to attempt to deprive FM Bank of its security interest. The
following evidence supports the trial court‟s conclusion.
The seller, Southern Structures, was either out of business or going out of
business at the time of the sale. In negotiating the sale, Larry Blanchet, the owner
of Southern Structures, Jim Lawhern, the owner of MH Precision, and Rich Huber
and Glenn Wilber, Nucor employees, met at Southern Structures‟ yard in
Broussard, Louisiana. All agreed that Nucor would purchase the flange unit and
all had knowledge that FM Bank had a lien on the equipment. Nucor was made
aware that bank consent was necessary when it received an email from Lawhern
that Southern Structures had to “get with the bank and give me an asking price.”
However, the negotiations continued, and Lawhern disclosed to Nucor in an email
that “I spoke with the owner. He thinks he can keep the bank at bay for a month.”
Southern Structures had paid over $500,000.00 for the flange unit but was willing
to sell it for only 60% of that amount, despite the fact that there was only about six
months of use on the equipment.
According to the supreme court, the evidence must be reviewed in the light
which most favorably supports the judgment. Theriot v. Allstate Ins. Co., 625
So.2d 1337 (La.1993). “Courts can only take judicial notice of a fact that may be
regarded as forming part of the common knowledge of every person of ordinary
understanding and intelligence[.]” Walker v. Halliburton Servs., Inc., 93-722, p. 3
(La.App. 3 Cir. 3/1/95), 654 So.2d 365, 368, writ denied, 95-1507 (La. 9/22/95),
660 So.2d 481.
Based on the evidence, the trial court reasonably concluded that Nucor knew
about a lien and acted to deprive FM Bank of its security interest. Nucor, through
6 its employee, Huber, admitted that it received the email regarding “keep[ing] the
bank at bay.” Although several Nucor representatives testified at trial, there is no
evidence in the record to explain why the Nucor representatives did not make
further inquiries about the lien with FM Bank. Given the foregoing, it is
reasonable to conclude that Nucor was not in good faith in this transaction.
We find that the trial court did not err in finding that Nucor‟s knowledge of
FM Bank‟s security interest in the flange unit amounted to bad faith for purposes
of personal liability under La.R.S. 10:9-315(a)(3). Nucor‟s assignment of error is
without merit.
Assignment of Error Number Two
In its second assignment of error, Nucor contends that the trial court erred in
finding that subject matter jurisdiction existed over the claim at issue. Nucor
alleges that FM Bank does not have a claim for money damages premised on in
personam liability against Nucor. Insofar as FM Bank‟s petition seeks a lien right
on the flange unit at issue, Nucor contends that FM Bank‟s claim is against the
property itself, without which there would be no recovery against Nucor. Since the
flange unit is located at the Nucor plant in South Carolina, Nucor alleges that the
trial court lacked subject matter jurisdiction over such a claim against the property
because neither quasi in rem nor in rem jurisdiction existed.
In opposition, FM Bank and Southern Structures contend that the trial court
had subject matter jurisdiction of the matter via personal jurisdiction.
Louisiana Code of Civil Procedure Article 6(A) provides that personal
jurisdiction “is the legal power and authority of a court to render a personal
judgment against a party to an action or proceeding.” One of the specific methods
by which a court can acquire personal jurisdiction is “[t]he submission of the party
7 to the jurisdiction of the court . . . by the waiver of objection to jurisdiction.”
La.Code Civ.P. art. 6(A)(3). When a foreign corporation makes a general
appearance in a lawsuit in Louisiana and files an answer, it submits itself to the
jurisdiction of the Louisiana courts with respect to that litigation. Hancock Bank v.
Alexander, 344 So.2d 21 (La.App. 3 Cir. 1977).
In the present case, the Nucor representatives physically came to Louisiana
to examine the equipment prior to purchasing it. FM Bank subsequently filed this
suit against Nucor claiming damages and seeking recognition of its security
interest in the equipment. Nucor filed an answer, made a general appearance, and
never objected to the jurisdiction. Therefore, we find that the trial court had
personal jurisdiction over Nucor. Nucor, having submitted itself to the personal
jurisdiction of the trial court, is subject to having the issue of FM Bank‟s security
interest resolved by the trial court.
The real issue raised in this assignment of error, however, is whether the trial
court had jurisdiction over the flange unit for the purpose of recognizing a lien.
This issue is not covered by La.Code Civ.P. art. 6 or La.Code Civ.P. art. 8.2 Rather,
this issue is covered by the Uniform Commercial Code (UCC). In that regard,
“Louisiana enacted Article 9 of the [] (UCC) as Chapter 9 of the Louisiana
Commercial Laws, effective on January 1, 1990.” Tetra Applied Techs, Inc. v.
H.O.E., Inc., 03-1523, p. 4 (La.App. 3 Cir. 5/26/04), 878 So.2d 708, 710. Chapter
9 “regulates the creation of conventional real security in most movables and
supplants the law of pledge and chattel mortgage with a security interest.” Id. at
711. “Chapter 9 permits possession to be gained or lost according to an agreement
2 Louisiana Code of Civil Procedure Article 8 discusses in rem jurisdiction, otherwise known as jurisdiction over property.
8 between the parties without otherwise affecting the rights of the secured party”
“[b]y separating the consequences of possession from the privilege or priority
given by the security.” Id.
The general rule in Louisiana is that the validity and effect of a lien or
privilege on movable property are determined by the law of the state where the
movable property was located at the time the lien was created. Figuero v. Figuero,
303 So.2d 801 (La.App. 3 Cir. 1974). The highest courts of many states have
spoken upon the subject, and the weight of authority is that a valid security interest
which is recorded in the state where it is executed continues to have the same
effect when the mortgaged property is removed to another state. See, e.g., Gen.
Motors Acceptance Corp. v. Nuss, 195 La. 209, 196 So. 323 (1940); Universal
C.I.T. Credit Corp. v. Hulett, 151 So.2d 705 (La.App. 3 Cir. 1963).
In the present case, FM Bank loaned Southern Structures money for the
purchase of various items of new equipment in 2005. The flange unit, which was
located in Louisiana, was included among these items. The flange unit, as well as
all of the other equipment owned by Southern Structures, was the subject of a
Commercial Security Agreement dated December 15, 2005. This granted a UCC
security interest to FM Bank over the flange unit and all other equipment owned by
Southern Structures. The subsequent relocation of the flange unit from Louisiana
to South Carolina does not affect FM Bank‟s security interest as Louisiana courts
have the authority to recognize a lien on property that was in the state when a valid
security interest was created. Thus, Nucor‟s assignment of error is without merit.
Assignment of Error Number Three
Nucor contends that the trial court erred when it found that the transaction
between MH Precision and Nucor did not occur in the ordinary course of business.
9 Nucor alleges that it was in good faith as a matter of law and that MH Precision
dealt with Nucor regarding the sale in the course of its usual or customary business
practices. Nucor contends that the trial court‟s judgment was based on the
erroneous conclusion that MH Precision was merely a broker or agent, rather than
a seller, in the transaction.
In opposition, FM Bank contends that the transaction was really between
Southern Structures and Nucor rather than MH Precision and Nucor. FM Bank
contends that the transaction between Southern Structures and Nucor did not occur
in the ordinary course of business.
Thus, we must first decide whether the trial court‟s conclusion that Nucor
purchased the flange unit directly from Southern Structures, rather than from MH
Precision, was reasonable under the facts of this case. We must then decide
whether the trial court erred in finding that the transaction between Southern
Structures and Nucor did not occur in the ordinary course of business.
The Seller of the Flange Unit
The evidence supporting the trial court‟s ruling that the flange unit was sold
directly from Southern Structures to Nucor is based in large part upon the
deposition testimony of Lawhern, the owner of MH Precision. Specifically,
Lawhern testified that he was initially contacted by Nucor to find it a new flange
unit. As a new flange unit eventually proved to be too expensive, Lawhern
testified that Nucor asked him to look for a used unit. Lawhern testified that he
was contacted by Southern Structures and told that a slightly used flange unit was
available for sale, which information he then passed on to Nucor. Lawhern
testified that Nucor representatives came to Southern Structures in Broussard,
Louisiana, to have the equipment operated in their presence to satisfy themselves
10 that it worked. Lawhern testified that MH Precision was not in the business of
fabricating metal products and had no use, in its business, for any of the Southern
Structures‟ equipment.
The record further contains other evidence and witness testimony showing
that Nucor was aware that the equipment was owned by Southern Structures,
which was no longer in business. There is evidence that the Nucor officials went
to lunch with the Southern Structures officials to discuss the possible sale at length.
There is evidence showing that the flange unit was shipped directly from Southern
Structures to Nucor. Additionally, the evidence indicates that Nucor dealt with
Lawhern of MH Precision several times over many years, but always as a broker.
The trial court found that the Nucor representatives were not credible on the
issue of whether Nucor knew that Lawhern was acting as a broker rather than a
seller. We note that Lawhern testified by video deposition. As such, the trial court
was able to view Lawhern while he was testifying as well as the Nucor
representatives who testified at trial.
Nucor attempts to overcome this evidence with the fact that the purchase
order was on a MH Precision purchase order form. In its reasons for judgment,
however, the trial court noted that the purchase order does not list MH Precision as
the buyer. The trial court stated that the purchase order merely designated
Southern Structures as the seller and Nucor as the delivery destination. The trial
court indicated that a buyer was not specified on the purchase order. Additionally,
although Huber of Nucor testified that he believed Nucor was buying the flange
unit from MH Precision, the trial court specifically found that it did not believe
Huber‟s testimony on that point.
11 Based on the above evidence, it was reasonable for the trial court to
conclude that Southern Structures was the seller and Nucor was the buyer.
Accordingly, the trial court‟s judgment was not manifestly erroneous in this regard.
Ordinary Course of Business
Since Southern Structures is the seller, we must decide whether the
transaction between Southern Structures and Nucor occurred in the ordinary course
of business. In that regard, La.R.S. 10:1-201(9) provides that a “„Buyer in
ordinary course of business‟ means a person that buys goods in good faith, without
knowledge that the sale violates the rights of another person in the goods, and in
the ordinary course from a person, other than a pawnbroker, in the business of
selling goods of that kind.”
Louisiana Revised Statutes 10:9-320 defines a buyer of goods, in pertinent
part, as:
(a) Buyer in ordinary course of business. Except as otherwise provided in Subsection (e), a buyer in ordinary course of business, other than a person buying farm products from a person engaged in farming operations, takes free of a security interest created by the buyer‟s seller, even if the security interest is perfected and the buyer knows of its existence.
(b) Buyer of consumer goods. Except as otherwise provided in Subsection (e), a buyer of goods from a person who used or bought the goods for use primarily for personal, family, or household purposes takes free of a security interest, even if perfected, if the buyer buys:
....
(2) for value;
(3) primarily for the buyer‟s personal, family, or household purposes; and
(4) before the filing of a financing statement covering the goods.
12 The Uniform Commerical Code Comment, which follows La.R.S. 10:9-320
(emphasis added), provide that:
3. Buyers in Ordinary Course. Subsection (a) derives from former Section 9-307(1). The definition of “buyer in ordinary course of business” in Section 1-201 restricts its application to buyers “from a person, other than a pawnbroker, in the business of selling goods of that kind.” Thus subsection (a) applies primarily to inventory collateral. The subsection further excludes from its operation buyers of “farm products” (defined in Section 9-102) from a person engaged in farming operations. The buyer in ordinary course of business is defined as one who buys goods “in good faith, without knowledge that the sale violates the rights of another person and in the ordinary course.” Subsection (a) provides that such a buyer takes free of a security interest, even though perfected, and even though the buyer knows the security interest exists. Reading the definition together with the rule of law results in the buyer‟s taking free if the buyer merely knows that a security interest covers the goods but taking subject if the buyer knows, in addition, that the sale violates a term in an agreement with the secured party.
As did former Section 9-307(1), subsection (a) applies only to security interests created by the seller of the goods to the buyer in ordinary course. However, under certain circumstances a buyer in ordinary course who buys goods that were encumbered with a security interest created by a person other than the seller may take free of the security interest, . . . .
Louisiana Revised Statutes 10:9-102 (48) defines “Inventory as: “goods,
other than farm products, which:”
(A) are leased by a person as lessor;
(B) are held by a person for sale or lease or to be furnished under a contract of service;
(C) are furnished by a person under a contract of service; or
(D) consist of raw materials, work in process, or materials used or consumed in a business.
“Equipment” is defined as “goods other than inventory, farm products, or
consumer goods.” La.R.S. 10:9-102(33).
13 Thus, the key distinction in the present case is whether the flange unit is
classified as inventory or equipment used in the manufacturing of products. If the
flange unit is considered inventory, then it is in Southern Structures‟ ordinary
course of business. If the flange unit is considered equipment used in the
manufacturing of products, it is not in Southern Structures‟ ordinary course of
business.
In the present case, witness testimony provides the following evidence.
Southern Structures was the seller. Southern Structures was in the business of
manufacturing metal components for metal buildings, not manufacturing and/or
selling metal fabricating equipment such as the flange unit. Southern Structures
eventually went out of business. The flange unit was never an inventory item in
Southern Structures business.
The foregoing testimony indicates that the flange unit was not inventory
used in the ordinary course of business of Southern Structures. Rather, the flange
unit was a specialty piece of equipment used in the manufacturing process that was
subject to FM Bank‟s lien. In addition to the foregoing testimony, there was no
evidence presented that the sale was in the ordinary course of the business of
Southern Structures. Accordingly, we find that the trial court did not err when it
found that the transaction between Southern Structures and Nucor did not occur in
the ordinary course of business. Nucor‟s assignment of error is without merit.
Alternative Assignment of Error
Since we find that Nucor acted in bad faith, we must consider Nucor‟s
alternative assignment of error. Nucor alleges that there is no supportable finding
of any type of intentional tort or willful action on the part of Nucor. As such, the
trial court‟s finding that Nucor was liable in solido with Defendants is error under
14 La.Civ.Code art. 2324(B). Nucor contends that since it was the least culpable, it
should only be cast with five to ten percent fault.
Louisiana Civil Code Article 2324 provides, in pertinent part:
A. He who conspires with another person to commit an intentional or willful act is answerable, in solido, with that person, for the damage caused by such act.
B. If liability is not solidary pursuant to Paragraph A, then liability for damages caused by two or more persons shall be a joint and divisible obligation. A joint tortfeasor shall not be liable for more than his degree of fault and shall not be solidarily liable with any other person for damages attributable to the fault of such other person, including the person suffering injury, death, or loss, regardless of such other person‟s insolvency, ability to pay, degree of fault, immunity by statute or otherwise, including but not limited to immunity as provided in R.S. 23:1032, or that the other person‟s identity is not known or reasonably ascertainable.
Our review of the record indicates that the trial court found that Nucor
conspired with Southern Structures to defraud FM Bank. Nucor‟s purchase while
FM Bank was being kept at bay was not a negligent act. It was intentional. That is
what the trial court found, i.e., a conspiracy to commit an unlawful act. In this case,
the unlawful act was a sale of equipment with knowledge of a lien against it and
without any notification to the bank holding the lien in violation of La.R.S.
14:72.4.3 Hence, we agree with the trial court‟s finding of solidary liability.
Accordingly, we find that the trial court did not err in this regard. Nucor‟s
assignment of error is without merit.
DECREE
The judgment rendered by the trial court is affirmed. All costs of this appeal
are assessed against Nucor Building Systems Sales Corporation.
3 Louisiana Revised Statutes 14:72.4 is entitled “Disposal of property with fraudulent or malicious intent.”