Silent Stan helped finance two entrepreneurs, Torry H. and Issac B., in opening a hotel in St. Louis. The hotel is owned by a company, Former Rams United, LLC ("FRU"), a recently organized business in the state of Missouri. Torry and Issac came to Stan because FRU needed to buy furniture and kitchen supplies for the hotel. Stan extended FRU a $3 million loan in exchange for a security interest in "all debtor's equipment and inventory, including all after-acquired." On May 1, Stan properly filed a UCC-1 financing statement covering the collateral outlined in the security agreement. However, because they were on vacation, Torry and Isaac did not sign the security agreement on behalf of FRU until May 17.
Unbeknownst to Stan, FRU also got a loan from the Bank in the amount of $1 million. In exchange for the loan, FRU granted the Bank a security interest in "all debtor's inventory and equipment, including all after-acquired." On behalf of FRU, Torry and Isaac signed the security agreement with the Bank on May 15. That same day, the Bank properly filed a UCC-1 financing statement covering all the collateral in its security agreement.
In September, FRU defaulted on its monthly payment to Stan. Stan immediately calls you, tells you he has just found about FRU's security agreement with the Bank, and wants to know if he will be able to collect on all the collateral described in his security agreement. Which statement is correct?
1. Stan's security interest has priority over Bank's security interest because Stan was first to file.
2. Bank's security interest has priority over Stan's, because Bank's security interest was first to attach.
3. Bank's security interest has priority over Stan's, because Bank's security interest was the first to be perfected.
4. Stan's security interest has priority over Bank's, because FRU signed the security agreement with Stan more recently than FRU signed the security interest with the Bank.