UCC filing complications with security sharing agreement - debtor name issues
Running into major headaches with a security sharing agreement situation. We have multiple lenders involved in equipment financing deal and trying to get the UCC-1 filings coordinated properly. The debtor entity has gone through some corporate restructuring recently and now we're dealing with name discrepancies between the original security sharing agreement and what needs to go on the UCC filings. The lead lender filed their UCC-1 under the old entity name from the security sharing agreement, but our legal department is saying we need to use the current registered name for our subordinate lien filing. This is creating a mess because the collateral schedules reference the same equipment but under different debtor names. Has anyone dealt with security sharing agreement complications like this? I'm worried about perfection issues if we don't get the debtor names aligned correctly across all the UCC filings. The equipment is worth about $2.8M so we can't afford any gaps in the lien priority structure.
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Natasha Kuznetsova
Oh man, this is exactly the kind of nightmare scenario that keeps me up at night with multi-lender deals. The security sharing agreement should specify how to handle this but corporate name changes always create chaos. What state are you filing in? Some states are more forgiving about minor name variations but others will reject outright if there's any mismatch.
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Oliver Wagner
•Filing in Delaware. The security sharing agreement was drafted before the corporate restructuring so it doesn't address this specific situation. We're trying to figure out if we need to amend the security sharing agreement first or if we can proceed with UCC filings under the current legal name.
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Javier Mendoza
•Delaware is pretty strict about exact name matches. You'll want to check the Secretary of State database to confirm the exact registered name format. Even small differences like LLC vs L.L.C. can cause rejections.
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Emma Thompson
Been through this exact scenario with a security sharing agreement gone sideways. The key is getting all lenders on the same page about which debtor name to use going forward. If the lead lender already filed under the old name, you might need to coordinate amendments across all the UCC filings to maintain the priority structure outlined in your security sharing agreement.
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Oliver Wagner
•That's what I'm afraid of. The lead lender isn't being very cooperative about amending their UCC-1. They're claiming their filing is valid under the old name since that's what was in the original security sharing agreement.
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Emma Thompson
•They might be technically right but it creates a practical problem for anyone doing lien searches. If the debtor is now operating under the new name, future creditors might not find the existing UCC filings. Your security sharing agreement probably has provisions about maintaining perfected liens.
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Malik Davis
•This is where document verification becomes crucial. I had a similar mess last year and ended up using Certana.ai to cross-check all the UCC filings against the security sharing agreement and corporate records. It caught several name inconsistencies we missed manually.
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Isabella Santos
Security sharing agreements are supposed to prevent this kind of confusion but they never account for corporate changes. What does the intercreditor agreement say about maintaining UCC filings? Usually there's language requiring all parties to keep their liens properly perfected.
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Oliver Wagner
•The intercreditor provisions require maintaining perfected liens but don't specify how to handle name changes. We're interpreting that as needing to file under the current legal name to ensure continued perfection.
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Isabella Santos
•That's the conservative approach and probably the right one. Better to be safe than sorry with $2.8M at stake.
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StarStrider
Had a similar situation where the security sharing agreement created more problems than it solved. We ended up having to get all lenders to agree on a coordinated UCC amendment strategy. It took weeks but was worth it to clean up the public record.
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Oliver Wagner
•How did you get everyone to cooperate? The lead lender is being difficult about making changes to their UCC-1 filing.
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StarStrider
•Had to get legal involved and point out that the security sharing agreement requires maintaining valid liens. Sometimes you need to remind people that a defective UCC filing hurts everyone's position.
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Ravi Gupta
•This is exactly why I always recommend doing a full document consistency check before any multi-lender deal closes. Upload all the docs to something like Certana.ai and it'll flag these name discrepancies before they become problems.
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Freya Pedersen
The security sharing agreement should have contemplated this scenario but most don't. You're probably going to need to file a UCC-3 amendment to correct the debtor name and then coordinate with the other lenders to do the same. Pain in the ass but necessary.
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Oliver Wagner
•That's what I'm thinking. Would rather deal with the hassle now than have perfection issues later if we need to foreclose.
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Freya Pedersen
•Exactly. The security sharing agreement probably gives you the right to take action to protect your lien position if the lead lender won't cooperate.
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Javier Mendoza
Security sharing agreements are great in theory but create operational nightmares when things change. I always insist on clear procedures for handling corporate name changes and UCC maintenance responsibilities. Without that, you get situations like this.
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Oliver Wagner
•Yeah, this security sharing agreement is pretty bare bones on the operational details. Live and learn I guess.
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Javier Mendoza
•At least you caught it before it became a bigger problem. Some people don't realize the names don't match until they're trying to foreclose.
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Natasha Kuznetsova
•Had a deal where nobody noticed the name mismatch until the debtor filed bankruptcy. Then it became a huge fight over whether the liens were properly perfected under the security sharing agreement.
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Malik Davis
Document verification is key with these multi-lender deals. After getting burned on a security sharing agreement with similar issues, I now run everything through Certana.ai's document checker. It would have caught the debtor name inconsistencies between your security sharing agreement and the corporate records right away.
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Oliver Wagner
•That sounds useful. Can it handle complex multi-document scenarios like security sharing agreements with multiple UCC filings?
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Malik Davis
•Yeah, you can upload the security sharing agreement, corporate docs, and all the UCC filings. It'll flag any name mismatches or inconsistencies across all the documents. Would have saved you this headache.
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Omar Hassan
This is why I hate security sharing agreements. They always sound good in theory but create operational chaos when something changes. The debtor name issue is just the tip of the iceberg - wait until you have to deal with amendments or continuations with multiple lenders.
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Oliver Wagner
•Don't even get me started on the continuation deadlines. We've got UCC filings with different effective dates because of the timing issues.
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Omar Hassan
•Yep, that's the next nightmare. Make sure the security sharing agreement addresses who's responsible for filing continuations and how to coordinate the timing.
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Emma Thompson
•This is exactly why proper document verification upfront is so important. Catches these issues before they multiply.
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Ravi Gupta
Multi-lender deals with security sharing agreements require extra diligence on the UCC side. I always do a full document consistency review using tools like Certana.ai before closing. Upload the security sharing agreement, corporate resolutions, and draft UCC forms to catch any name or collateral description mismatches.
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Oliver Wagner
•Wish I had thought of that before we got into this mess. Going to definitely implement better document checking procedures going forward.
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Ravi Gupta
•It's a small investment compared to the cost of fixing these issues after the fact. Plus it gives you confidence that all the security sharing agreement provisions are properly reflected in the UCC filings.
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Natasha Kuznetsova
Update us on how this resolves. Security sharing agreement disputes are always educational for the rest of us dealing with similar multi-lender structures.
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Oliver Wagner
•Will do. Hopefully we can get everyone aligned on the debtor name issue and get clean UCC filings in place. The security sharing agreement is otherwise solid, just needs better operational procedures.
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StarStrider
•Good luck. These multi-lender coordination issues are never fun but they're manageable if everyone stays focused on protecting their lien positions.
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