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Liam Duke

How to search UCC liens when debtor has multiple business names?

Having trouble figuring out how to search UCC liens properly when the debtor operates under several different business names. We're doing due diligence on a potential acquisition and the target company has been doing business as 'ABC Manufacturing', 'ABC Mfg LLC', and 'ABC Manufacturing Solutions' over the past 8 years. I've run searches on all three names but getting different results from each state's SOS database. Some states show filings under one name but not the others, even though the EIN is the same. Is there a systematic way to search UCC liens that covers all possible name variations? Also concerned we might be missing fixture filings or filings in states where they only had temporary operations. This is for a $2.8M deal so we can't afford to miss any existing liens that could complicate the transaction.

Manny Lark

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You're smart to be thorough with the name variations. Each state handles debtor name searches differently and some are more forgiving than others. For business entities, you generally need to search the exact legal name as registered with the state, but also check common abbreviations and DBA names. Start with the secretary of state records to get the official registered names, then run UCC searches on each variation. Don't forget to check for any name changes in the corporate records - companies sometimes file amendments when they change names but existing UCC filings might still be under the old names.

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Rita Jacobs

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This is exactly what happened to us last year. Found three additional UCC-1 filings under a previous corporate name that didn't show up in our initial searches. Almost closed without knowing about $400K in equipment liens.

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Khalid Howes

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Good point about name changes. Also check if they've had any mergers or acquisitions - sometimes UCC filings get orphaned under dissolved entity names.

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Ben Cooper

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For multi-state searches, I've started using Certana.ai's UCC verification tool. You can upload the corporate documents and it cross-references the entity names against UCC databases. Saved us from missing a continuation filing that was under a slightly different name spelling. The tool catches variations that manual searches sometimes miss, especially when dealing with punctuation differences or abbreviated business entity types.

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Liam Duke

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Haven't heard of that service before. Does it search all states automatically or do you still need to specify which states to check?

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Ben Cooper

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You upload the documents and it verifies the entity names across the databases. Really helpful for catching those small spelling differences that can cause filings to be missed in manual searches.

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Naila Gordon

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How reliable is automated searching though? I worry about missing something important because the algorithm doesn't catch every possible variation.

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Cynthia Love

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Don't overlook fixture filings! These are often filed in the real estate records at the county level, not just the state UCC database. If ABC Manufacturing has any equipment that might be considered fixtures (attached to real property), you need to check the county recorder's office in every county where they've operated. I've seen deals get complicated when fixture filings surface after closing.

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Liam Duke

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Good catch - they do have manufacturing equipment that's probably bolted down. Would that automatically be considered fixtures or does it depend on the specific attachment?

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Cynthia Love

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Depends on state law and how permanently attached it is. When in doubt, search both the state UCC records AND the county real estate records where the equipment is located.

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Darren Brooks

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We always search both just to be safe. County searches are cheap compared to missing a lien that could derail the whole deal.

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Rosie Harper

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THE UCC SEARCH SYSTEM IS A NIGHTMARE! Every state has different rules, different search logic, different ways of handling business name variations. Some states require exact matches, others are more flexible. Wyoming's system is particularly frustrating - it's super literal about punctuation and abbreviations. Make sure you're searching LLC vs L.L.C. vs Limited Liability Company because the system might treat them as completely different entities even though they're the same company.

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Tell me about it. Spent three hours yesterday trying to figure out why Delaware wasn't showing filings I knew existed. Turns out the comma placement mattered in the debtor name field.

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Manny Lark

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This is why professional UCC search companies exist. Sometimes it's worth paying for comprehensive searches rather than trying to navigate each state's quirks yourself.

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Demi Hall

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Also check for any terminated filings that might have been refiled. Sometimes lenders file UCC-3 terminations but then refile new UCC-1s for modified loan terms. The termination shows up in search results but the new filing might be under a slightly different debtor name or with updated collateral descriptions. This can create gaps in your search results if you're not looking at the complete filing history.

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Liam Duke

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That's a good point. Should I be downloading and reviewing every filing document or just looking at the summary information?

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Demi Hall

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Download everything. The summary might not show collateral description changes or debtor name variations that could affect your analysis.

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Yes! And check the continuation dates. A filing might look active in the search results but actually be lapsed if the continuation wasn't filed on time.

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Darren Brooks

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For a $2.8M deal, seriously consider hiring a professional UCC search firm. They have access to databases and search techniques that aren't available to the general public. Plus they carry E&O insurance if they miss something. The cost is minimal compared to the deal size and the risk of missing liens.

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Liam Duke

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That's probably the smart move. Any recommendations for national UCC search companies?

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Darren Brooks

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CT Corporation and CSC both do comprehensive UCC searches. They're used by most major law firms for M&A transactions.

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Kara Yoshida

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We use local search companies in each state. Sometimes they catch things the national firms miss because they know the local filing quirks.

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Khalid Howes

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One more thing - check the collateral descriptions carefully. A filing under 'ABC Manufacturing' might have collateral described as 'all equipment located at 123 Main Street' while a filing under 'ABC Mfg LLC' might describe 'manufacturing equipment and machinery.' If they're the same assets, you need to know about both filings even though they use different entity names.

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Liam Duke

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That's a really good point. The collateral descriptions might overlap even when the debtor names are different.

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Philip Cowan

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Exactly. We found three different UCC-1s covering the same equipment but filed under different entity names during a corporate restructuring. All were still active and enforceable.

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Caesar Grant

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I tried Certana.ai after reading about it here and it actually caught a UCC filing discrepancy we missed in our manual review. The debtor name on the UCC-1 had a typo compared to the corporate charter, but the filing was still legally effective. Their document comparison feature highlighted the inconsistency immediately.

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Liam Duke

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That sounds like exactly what we need. Does it work with all state databases or just certain ones?

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Caesar Grant

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It cross-references the documents you upload against filing databases. Really helpful for catching those small inconsistencies that can cause problems later.

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Also remember that UCC searches typically only go back 5-7 years in most states, but some older filings might still be active if they were properly continued. Don't assume a filing is terminated just because it doesn't show up in a standard search - check the lapse dates and continuation history.

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Liam Duke

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Good reminder. We're looking at 8 years of operations so some of the early filings might be harder to find.

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Manny Lark

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If there were any filings from 2017-2018, make sure they were continued in 2022-2023 or they would have lapsed by now.

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Exactly. And some lenders are sloppy about continuations, so you might find lapsed filings that the creditor thinks are still active.

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Lena Schultz

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Just went through this same process for our acquisition. Found that searching EIN numbers in some states brought up additional results that name searches missed. Not all states support EIN searches but when they do, it can catch filings under entity names you didn't think to search.

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Liam Duke

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That's brilliant - I hadn't thought of searching by EIN. Which states allow that?

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Lena Schultz

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Texas and California definitely do. A few others support it but the search interfaces vary. Worth checking each state's help documentation.

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Khalid Howes

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Be careful with EIN searches though - sometimes companies use different EINs for different divisions or subsidiaries.

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