Mid-State Fertilizer Co., Lasley Kimmel, and Maxine Kimmel v. Exchange National Bank of Chicago

877 F.2d 1333, 13 Fed. R. Serv. 3d 1407, 1989 U.S. App. LEXIS 8918, 1989 WL 66535
CourtCourt of Appeals for the Seventh Circuit
DecidedJune 19, 1989
Docket88-2532
StatusPublished
Cited by389 cases

This text of 877 F.2d 1333 (Mid-State Fertilizer Co., Lasley Kimmel, and Maxine Kimmel v. Exchange National Bank of Chicago) is published on Counsel Stack Legal Research, covering Court of Appeals for the Seventh Circuit primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Mid-State Fertilizer Co., Lasley Kimmel, and Maxine Kimmel v. Exchange National Bank of Chicago, 877 F.2d 1333, 13 Fed. R. Serv. 3d 1407, 1989 U.S. App. LEXIS 8918, 1989 WL 66535 (7th Cir. 1989).

Opinions

EASTERBROOK, Circuit Judge.

Mid-State Fertilizer Co. sold fertilizer in mid-state Illinois. It needed money to buy supplies, pay its workers, and run the business until it could collect from customers. Mid-State arranged for revolving credit from the Exchange National Bank of Chicago, which promised to lend Mid-State 70% of its inventory and receivables to a maximum of $2 million; Mid-State promised to direct its customers to make all payments to a postal box that Exchange would control (the “lock box”). Exchange [1334]*1334would retrieve the checks and deposit them to an account from which it alone could withdraw cash (the “blocked account”). After the instruments cleared, Exchange applied the money to pay amounts due on the loan; anything left over Exchange would deposit to Mid-State’s operating account. Exchange also deposited advances into the operating account when notified by Mid-State that new inventory was available for sale. So Mid-State received money both from advances and from the excess of receivables over what was necessary to repay the bank. Exchange’s arrangement with Mid-State was a variant of factoring, which banks call “asset-based financing”. See Grant Gilmore, 1 Security Interests in Personal Property 129-33 (1965). Unlike traditional factoring, this arrangement did not shift to the lender the risk of customers’ defaults. Mid-State remained liable for the full amount of any loan; Exchange also took guarantees from Lasley and Maxine Kimmel, Mid-State’s sole shareholders.

In December 1985 Mid-State gave Exchange a financial statement showing that it had lost between $200,000 and $300,000 in the preceding year. Concerned about the soundness of its borrower, Exchange limited the amount of fertilizer in transit that would count as “inventory” for the purpose of new advances. By May 1986 Mid-State was in default. Exchange spoke with some of Mid-State’s customers and discovered that a receivable Mid-State had represented to be worth $135,000 did not exist. Exchange soon stopped making new advances to Mid-State and contacted all of Mid-State’s customers, demanding that they send payments to the lock box. It discovered in the process that customers had paid $1 million direct to Mid-State, bypassing the lock box and increasing the bank's risk. Unable to find new financing, Mid-State crumpled. It is now in liquidation under Chapter 7 of the Bankruptcy Code.

Mid-State commenced this suit, joined as plaintiff by the Kimmels. Their principal grievances arise under state law. Mid-State contends that Exchange broke its contract by refusing to make additional advances and by collecting all of the receivables even after declining to loan more money. But there is no basis of federal jurisdiction over these claims, as all parties are citizens of Illinois. To get into federal court the plaintiffs needed a federal claim.

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Bluebook (online)
877 F.2d 1333, 13 Fed. R. Serv. 3d 1407, 1989 U.S. App. LEXIS 8918, 1989 WL 66535, Counsel Stack Legal Research, https://law.counselstack.com/opinion/mid-state-fertilizer-co-lasley-kimmel-and-maxine-kimmel-v-exchange-ca7-1989.