IN RE GREENBROOK CARPET CO., INC., DEBTOR. HOWARD W. JONES, TRUSTEE IN BANKRUPTCY, PLAINTIFF-APPELLANT,
v.
THE NATIONAL CITY BANK OF ROME, DEFENDANT-APPELLEE

11th Cir. | 1984-01-03
No. 83-8565
Before HILL, JOHNSON and HENDERSON, Circuit Judges.
722 F.2d 659 Court of Appeals for the Eleventh Circuit (1984) Caution
Cited by 16 cases

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Holding

The court held that the bankruptcy court's finding of reasonably equivalent value was not clearly erroneous, and thus the payments were not fraudulent transfers.


Facts & Procedural History

Greenbrook borrowed $350,000 from the bank, secured by its inventory, and transferred the funds to its owners, the Greens, who used them to buy stock.…

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Opinion of the Court
PER CURIAM:

PER CURIAM:

The trustee in bankruptcy for Green-brook Carpet Co. (Greenbrook) brought this action in bankruptcy court seeking to set aside payments by Greenbrook made to the National City Bank of Rome in satisfaction of a security interest held by the bank on Greenbrook’s inventory. The trustee argues that the payments constitute fraudulent transfers under 11 U.S.C. § 548(a)(2) (1982). The bankruptcy court held in favor of the bank, and the district court affirmed. The trustee now appeals to the court; finding no reversible error in the previous decisions, we affirm.

The transactions at issue in this case began in 1980 when Bill and Bob Green, principal owners of Greenbrook, attempted to obtain a loan from the bank in order to purchase a controlling block stock in Lewis Carpet Mills, Inc. (Lewis). The bank refused to make the loan because it considered the Green’s collateral to be inadequate. The bank subsequently agreed, however, to loan $350,000 to Greenbrook in return for a security interest in Greenbrook’s inventory. Greenbrook then transferred the loan proceeds to the Greens in return for a note. The Greens used the funds to purchase the Lewis stock and granted Greenbrook a security interest in that stock. The Greens were not personally liable on the note.

The bankruptcy court found that the bank was aware of the ultimate use to which the funds would be put; however, the court found that the bank was not aware that the Greens would not be personally liable. The bankruptcy court found that the relevant transfers between Green-brook and the bank were supported by fair consideration of a “reasonably equivalent value,” see 11 U.S.C. § 548(a)(2)(A), and concluded that the transfers therefore were valid. The trustee contends that the bankruptcy court erred by not characterizing the transfers in question as a loan directly from the bank to the Greens for which Green-brook received in return only a relatively worthless security interest in the Lewis stock. The trustee asks this court to remand the case for reconsideration of the transaction characterized in this manner.1

We must accept the findings of the bankruptcy court unless they are clearly erroneous. In re Garfinkle, 672 F. 2d 1340 (11th Cir.1982). The trustee argues that this transaction clearly constituted a fraudulent conveyance scheme by the bank and the Greens to defraud the bankrupt. The bank argues that such a characterization of the events is not believable. We need not adopt either position, however, because the evidence certainly allowed the bankruptcy court to conclude that Greenbrook received reasonably equivalent value in the transactions.

Although the bank knew the intended use of the funds, this does not necessarily render the transfers invalid under section 548(a)(2). The bank could properly loan Greenbrook funds knowing Greenbrook would use the funds for a speculative venture. The issue under section (a)(2) is whether the bank received more consideration than it was due; if the transaction between Greenbrook and the Greens constituted a fraudulent transfer, the trustee may sue the Greens.

The judgment of the district court is

AFFIRMED.

. The trustee also argues that we should remand this case because the district court incorrectly stated that the loan documents indicated that Greenbrook, not the Greens, would purchase the Lewis stock. The district court’s statement is erroneous; however, we need not remand this case because it is clear that the district court reached the correct result even though it may have done so in part for the wrong reason. See J.E. Riley Inv. Co. v. Commissioner, 311 U.S. 55, 61 S.Ct. 95, 85 L.Ed. 36 (1940).


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Citator

Cited By

  • In re Seymour Chalik v. Moorefield, 748 F.2d 616 (11th Cir. 1984)
    …ly erroneous, particularly when the findings are affirmed by the district court. Northern Pipeline Construction Co. v. Marathon Pipe Line Co., 458 U.S. 50, 56 n. 5, 102 S.Ct. 2858, 2863 n. 5, 73 L.Ed.2d 598 (1982); In re Greenbrook Carpet Co., Inc., 722 F. 2d 659, 660-61 (11th Cir.1984); In re Garfinkle, 672 F. 2d 1340, 1344 (11th Cir. 1984); Bankruptcy Rule 8013 (1983). We adhere to this high standard because the trial judge is best able to assess the credibility of the witnesses before him and thus the e…
  • …k and that no direct evidence indicates a contract with certain and definite terms. In reviewing the factual findings of the bankruptcy court, this court must accept the findings unless they are clearly erroneous. In Re Greenbrook Carpet Co., Inc., 722 F. 2d 659 (11th Cir.1984). This is so particularly when the findings have been affirmed by the district court. In Re Chalik, 748 F. 2d 616 (11th Cir.1984). The documents which allegedly constitute Ballenger’s financing agreement to pay T & B’s debt consist o…
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  • In re Monnier Bros. v. Monnier, 755 F.2d 1336 (8th Cir. 1985)
    …e was a question of fact to be determined by the bankruptcy court, see In Re George Buggiere Chrysler-Plymouth, 727 F. 2d 1017, 1019 (11th Cir.1984), and we cannot set that decision aside unless it was clearly erroneous. In Re Greenbrook Carpet Co., 722 F. 2d 659, 660-61 (11th Cir.1984). In my view, Prudential’s efforts to show that it was erroneous were clearly inadequate. Indeed, the bankruptcy court rather convincingly demonstrated that any interest rate higher than 10.5% would make it difficult for the r…

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