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68-CV-1 8-481
STATE OF MINNESOTA IN DISTRICT COURT
COUNTY OF ROSEAU NINTH JUDICIAL DISTRICT
CASE TYPE: COMMERCIAL LITIGATION
Court File N0.: 68-CV-18-481
Norcan Seeds, Inc.,
Plaintiff,
V. FINDINGS OF FACT,
CONCLUSIONS OF LAW, &
ORDER FOR JUDGMENT
Kasey Solberg,
Defendant.
This matter came before the Court for a trial before the Honorable Judge Donna K. Dixon, at
the Roseau County Courthouse Thursday, March 21, 2019 0n Plaintiff’s Complaint for payment of a
debt owed for the purchase 0f a crop inputs in the form of glyphosate resistant soybean seed and
Defendant’s Counterclaim that Plaintiff wrongly asserted a crop production input lien causing
Defendant the inability to obtain financing for farming in 2018. Plaintiff Nathan Golas appeared on
behalf 0f Norcan Seeds and was represented by and through his attorney, Dorothy P. Bradley, Cline
Jensen, P.A., 125 South Mill Street, Fergus Falls, Minnesota, 56537. Defendant Kasey Solberg
appeared and was represented by through his attorneys, Steven Anderson and Erica Austad, Anderson
Law Offices, P.O. BOX 430, 115 Roberts Avenue N.E., Warroad, Minnesota, 56737.
Based upon all 0f the evidence presented, the exhibits and review of the entire Court file, this
Court, being fully advised makes the following:
FINDINGS OF FACT
1. Plaintiff, Norcan Seeds, Inc. is a foreign business corporation With a registered
office in Middle River, Minnesota.
2. Nathan Golas is the owner ofNorcan Seeds, Inc., 24509 390th Street NE, Middle
68-CV-1 8-481
River, Minnesota, 56737.
3. Defendant Kasey Solberg, whose address is 23451 County Road 26, Badger,
Minnesota, 56714, is engaged in crop farming in Minnesota.
4. Kasey Solberg and his father Richard Solberg, who also engages in farming,
assist one another in farming, tilling and preparing the soil, planting and
harvesting crops, paying for one another’s fuel expenses, sharing the use 0f
equipment and tools, sharing the ownership 0f a tractor and a cultivator, sharing
the cost and the actual work of equipment repairs, etc.
5. In the spring 0f 2016, Nathan Golas made a sale call on Kasey Solberg at his farm
in Badger, Minnesota t0 discuss the sale 0f soybean seed. The parties met in a
small office connected t0 Kasey Solberg’s home and workshop.
6. Kasey Solberg did not commit to the purchase of seed but directed Mr. Golas to
his father Rick Solberg, explaining Where t0 find in father, “out in the field.” Mr.
Golas testified that he was given the impression by Kasey that the “son did not
make decisions about the purchase of farm inputs Without the father”.
7. Nathan Golas left Kasey Solberg’s farm and drove t0 the field where Richard
Solberg was working to discuss the purchase of soybean seed from Norcan Seeds.
8. Richard Solberg was not interested in purchasing seed from Norcan for the 2016
crop year and after a brief conversation, Mr. Golas left.
9. On Wednesday, May 10, 2017, Kasey Solberg contacted Nathan Golas by text,
asking him if he was still selling soybeans and “how it went” last year.(Exhibit
1)
10. Nate Golas replied with several consecutive text messages, indicating that Norcan Seeds
Inc. was still selling seed and relaying information about sales t0 various farmers in the
area, the price of seed and yield. (Exhibit 1)
11. Kasey Solberg replied With the text message, “Ok I’ll talk t0 dad tonight and I’ll get back
68-CV-1 8-481
t0 you tomorrow.” (Exhibit 1)
12. The following day, Nathan Golas received a telephone call from the Solbergs. Mr. Golas
testified that he was 0n speakerphone and could hear two voices, Richard Solberg and
Kasey Solberg.
13. The parties discussed the sale/purchase of glyphosate resistant soybean seed for coverage
0f 3,000-7,000 acres. The Solbergs negotiated the price per unit 0f soybeans from the
price quoted in the text messages, $32.00 per unit, down to $26.50 per unit.
14. Mr. Golas created a confirmation 0f sale slip detailing the order. (Exhibit 2)
15. Delivery 0f the soybean seed began and as 0f May 23, 2017, all 0f the seed units listed on
invoice 5546, at a purchase price 0f $128,450.80, had been delivered to Solberg Farms, at
various sites as directed by the Solbergs. (Exhibit 3,18 and 19)
16. Additional loads of the soybean seed as listed on invoice 5547, dated June 6, 2017
evidencing a purchase price 0f $133,644.70, were delivered t0 Solberg Farms, at various
sites as directed by the Solbergs. (Exhibit 4, 20 and 21)
17. Payment was due 0n receipt.
18. Payment was not sent by either Richard Solberg 0r Kasey Solberg.
19. In early June, Maria Golas, daughter of Nathan Golas, drove to Richard Solberg’s farm t0
collect payment for the soybeans delivered as 0f that date. Maria Golas presented Richard
Solberg With updated invoices. Richard Solberg gave Maria two checks; check #1 1950 in
the amount 0f $129,350.80, covering the amount due on invoice 5546, plus $900 for
freight, and check #1 1951 in the amount 0f $133,644.80. (Exhibit 6 and 7)
20. Richard Solberg instructed Norcan Seeds t0 “hold” the checks until he directed for them
to be cashed.
21. Delivery of the soybeans continued, and an additional load 0f soybeans as listed 0n
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invoice 5556, dated June 23, 2017, at a purchase price of $14,3 10.00, was delivered to
Solberg Farms, at a site as directed by the Solbergs. (Exhibit 5 and 22)
22. As of the end of June, the seed had not been paid for and no one had notified Norcan
Seeds, Inc. that the checks they were holding could be negotiated.
23. In July, Nathan Golas paid a call 0n the Richard Solberg seeking payment for the seed
delivered t0 Solberg Farms. Richard Solberg executed check #1 1969, in the amount of
$20,000.00. The check was dated July 12, 2017. (Exhibit 8)
24. Norcan Seeds deposited the check into their account at RBC in Winnipeg Canada on July
24, 2017. The check was returned for non-sufficient funds. (Exhibit 8)
25. On August 1, 2017, Nathan Golas sent Kasey Solberg a text message, stating “Your
cheque your dad gave me M came back nsf. Can you wire us 20000 and the
7$?(Exhibit 14)
26. On August 3, 2017, Nathan Golas drove t0 Badger, Minnesota and met With Kasey
Solberg and Richard Solberg at Kasey’s farm site. The parties sat at the same table Where
Nathan Golas has sat t0 discuss with purchase 0f sale to Kasey Solberg in 2016.
27. The parties discussed the Solbergs financing issues, the non-payment for the seed and the
check that bounced. Nate Golas presented Kasey Solberg and Richard Solberg with
copies of invoices 5546, 5547, and 5556. The invoices included the name 0f Solberg
Farms, Richard Solberg and Kasey Solberg. Both Richard Solberg and Kasey Solberg
signed the invoices. (Exhibit 3,4,5)
28. At the meeting with Kasey and Rick Solberg 0n August 3, 2017, Nathan Golas was not
told that Richard Solberg was planning 0n filing for bankruptcy.
29. After meeting with the Solbergs, Nathan Golas stopped into an attorney’s office in
Roseau, Minnesota and asked about filing a financing statement t0 secure his agricultural
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lien in the crop proceeds. The attorney could not assist him. The following day, Nate
Golas went online and filed a U.C.C. Financing Statement and a Statutory Lien With the
State of Minnesota naming Solberg Farms, Rick Solberg, and Kasey Solberg. (Exhibit 9
and 10)
30. The statutory liens were updated 0n August 10, 2017 and August 17, 2017. (Exhibit 11
and 12)
31. The financing statement was restated 0n September 12, 2017. (Exhibit 13)
32. Richard Solberg filed Chapter 11 bankruptcy 0n August 11, 2018.
33. Kasey Solberg admits that he used the seed purchased from Norcan Seeds.
34. Kasey Solberg offered contradictory testimony as to how he was t0 be reimbursed for the
$30,000.00 Richard Solberg borrowed in the spring of 2017. He stated at trial that
Richard Solberg intended t0 pay Norcan Seeds, Inc. for all of the seed because Kasey
Solberg had loaned him $30,000.00 in 2017 t0 put in a crop. However, in his deposition
Kasey Solberg stated he is was listed as a creditor for the $30,000.00 in Richard Solberg’s
bankruptcy. Kasey Solberg also testified that the $30,000.00 loan was for land rent for
850 acres in Lake 0f the Woods County. (Exhibit 16 Bate stamp page N81000036,
deposition page 66, lines 4-7)
35. Both Richard Solberg and Kasey Solberg agreed that there were various ways they
worked together in their 2017 farming operations.
a. Kasey Solberg was listed as lessor, 0n 850 acres 0f land in Lake 0f the Woods
County, rented by Richard Solberg from Zaitz Trust under the name 0f Solberg Farms.
(Exhibit 17 Bate stamp page N51000062, deposition pages 50-51, lines 13-25,1-10)
b. Kasey Solberg received a crop insurance check of $1 1 1,000.00 0n these 850 acres.
a. Kasey admitted t0 giving Richard Solberg money for rent 0f property in Lake 0f
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the Wood County. (Exhibit 16 Bate stamp page N81000036, deposition page
66, lines 4-7)
Richard agreed that he and Kasey Solberg worked for one another, “you might d0
work for your son and your son might d0 work for you”. (Exhibit 17 Bate stamp
pages N81000061-62, deposition pages 48-49, lines 23-25,1-6)
Kasey paid Richard $10,000.00 in fall of 2017 for fuel expenses.(EXhibit 16 Bate
stamp page N81000028, deposition page 33, lines 9-10)
The parties shared equipment, including a sprayer, spray trailer, air drill, Case IH
front wheel access tractor, 8100 J.D. tractor, Trimble Auto Steerer and 630 hydra
Flex John Deere soybean header. (Exhibit 16 Bate stamp pages N81000930-31,
deposition pages 43-46.
The parties jointly owned a 9250 Tractor and a Wilrich Cultivator. (Exhibit 16
Bate stamp page N81000032, deposition page 49)
Most 0f Richard’s smaller tools were kept in Kasey’s shop as were his benches, a
plasma-cutter and air-compressor. (Exhibit 16 Bate stamp page N81000034,
deposition pages 53-56.
Barley from Kasey’s acres was stored 0n Kasey’s farm in bins that were owned by
Richard. (Exhibit 16 Bate stamp page N81000038, deposition pages 74-75, line
14-25, 1-12)
Kasey stated in his deposition that when it came to sharing/receiving
reimbursement for expenses incurred by either Richard 0r Kasey, “it is just kind 0f
a shot in the dark”. Exhibit 16 Bate stamp page N81000030, deposition page
41, line 17-20)
F" Kasey Solberg denied any type ofj oint enterprise in 2017 but had tentative plans
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t0 farm in conjunction with his father Richard Solberg in 2018. (Exhibit 16 Bate
stamp page N81000022, deposition page 9-10, lines 6-25, 1-4)
i. Solberg Farms was incorporated in January 2018. (Exhibit 16 Bate stamp page
N81000026, deposition page 25, lines 11-19.
j. Solberg Farms had a Tax Identification Number in 2017. (Exhibit 17 Bate stamp
page N81000061, deposition page 45, lines 5-13)
k. Solberg Farms was used on the contract With CHS in 2017. According to Richard
Solberg, “I used it at CHS t0 d0 the contracting. We put it in Solberg Farms. And
that is basically where I used it last year, was just to———With the contracting we did
there.” (Exhibit 17 Bate stamp page N81000061, deposition pages 45-46, lines
25, 1-3)
1. Solberg Farms was listed 0n all of the invoices sent t0 Richard Solberg. (Exhibits
18, 19, 20, 21, and 22)
36. Norcan Seeds, Inc. was not privy t0 any agreement between Richard and Kasey Solberg,
as t0 how they intended t0 share any expense incurred in farming in 2017, including the
expense 0f soybean seed purchased from Norcan Seeds, Inc.
37. Kasey agreed that his farming operation was a break even venture in 20 1 3 through 2017.
(Exhibit 16, Bate stamp pages N81000034, deposition page 58, line 9-13)
38. In 2018 Kasey applied for a loan at Border Bank, with intent t0 farm his own 1,100
hundred acres and 4,000 acres in Lake of the Woods County that had been previously
leased by Solberg Farms, Richard Solberg. His application was denied based 0n the
inclusion of the Lake 0f the Woods County acreage. Kasey Solberg was told that Border
Bank would consider extending him financing t0 farm the 1,100 acres in his name. Kasey
Solberg’s financing With Border Bank fell through When Border Bank were served With a
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Subpoena from Bremer Bank in Richard Solberg’s bankruptcy action. In his deposition
testimony, Kasey stated t0 the attorney for Bremer Bank “But I got an email saying, when
you started t0 nose around, then, they just weren’t interested in doing anything.” (Exhibit
16, Bates stamp page N81000039, deposition page 79, line 13 -15)
39. But for Norcan Seeds, Inc.’s provision 0f soybean seed, the Solbergs would not have
farmed soybeans in 2017. Richard Solberg’s stated during his deposition, in regard t0
Norcan and Zaitz trust, “these guys were there t0 help last year, get me into the----you
know, keep a———just alive”. (Exhibit 17, Bates stamp pages N81000063-64, deposition
pages 56- 57, lines 20-25, 1-7)
CONCLUSIONS OF LAW
H Solberg Farms, Kasey Solberg and Richard Solberg entered into an agreement to purchase
soybean seed from Norcan Seeds, Inc. in 2017.
10,430.4 units of glyphosate resistant soybean seed were delivered at a cost of $277,305.60.
But for Norcan Seeds, Inc.’s Willingness t0 furnish the soybean seed, neither Richard
Solberg or Kasey Solberg would have produced a soybean crop.
Kasey Solberg, in signing the invoices for the purchase of seed during the meeting between
Richard Solberg, Kasey Solberg and Nathan Golas in August of 2017, agreed t0 be
responsible for payment of the same.
Under Minnesota law, Norcan Seeds, 1110., had an agricultural lien for the unpaid retail cost
of the crop production inputs. The lien attached to the crops produced from the furnished
seed, and the lien became effective when the crop production inputs were furnished by
Norcan Seeds, Inc. to the Solbergs.
Norcan Seeds perfected the lien against Kasey Solberg by filing a financing statement
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pursuant to sections 336.9-501 to 336.9-530 within six months after the last date that crop
production inputs were furnished to the obligor.
7. Norcan Seeds, Inc. had the right t0 file the lien pursuant t0 336.9-509a(2), Which states that:
A person may file an initial financing statement, amendment that adds collateral
covered by a financing statement, or amendment that adds a debtor to a financing
statement only if:
(1) the debtor authorizes the filing in an authenticated record or pursuant to
subsection (b) or (c); or
(2) the person holds an agricultural lien that has become effective at the time 0f
filing and the financing statement covers only collateral in which the person
holds an agricultural lien. (emphasis added)
8. As to Kasey Solberg, Norcan Seeds, Inc.’s lien While perfected, did not take priority over
Ultima Bank’s lien because Norcan Seeds, Inc. did not comply With the statutory rules under
Minn. Stat. 5 14.964, Subd. 3(b). Norcan Seed’s lien would have had priority over any
business conducted by Solberg Farms, had the court recognized that entity as a partnership
0f Kasey and Richard Solberg.
9. Kasey Solberg did not sustain any financial loss 0r damage as a result of Norcan Seeds, Inc.
filing of its financial statement under the U.C.C.
ORDER and JUDGMENT
The Court Orders That:
Judgment in this case be and hereby is entered in favor 0f creditor and against debtor for
$277,305.60, plus accumulated interest 0f 1% interest per year from July 1, 2017 until the trial date
ofMarch 21, 2019 0f$ 5,530.10 for a total 0f $282,835.70.
Date; ,
2019
Judge Donna K. Dixon
68-CV-1 8-481
I hereby certify that the above Conclusions 0f Law constitute the Judgment and Decree 0f the
Court.
Dated: ,
2019. IT HEREBY ADJUDGED THAT
IS
JUDGMENT IS ENTERED AS STATED
ABOVE.
ATTEST: Court Administrator
By:
Deputy
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68-CV-1 8-481 STATE OF MINNESOTA IN DISTRICT COURT COUNTY OF ROSEAU NINTH JUDICIAL DISTRICT CASE TYPE: COMMERCIAL LITIGATION Court File N0.: 68-CV-18-481 Norcan Seeds, Inc., Plaintiff, V. FINDINGS OF FACT, CONCLUSIONS OF LAW, & ORDER FOR JUDGMENT Kasey Solberg, Defendant. This matter came before the Court for a trial before the Honorable Judge Donna K. Dixon, at the Roseau County Courthouse Thursday, March 21, 2019 0n Plaintiff’s Complaint for payment of a debt owed for the purchase 0f a crop inputs in the form of glyphosate resistant soybean seed and Defendant’s Counterclaim that Plaintiff wrongly asserted a crop production input lien causing Defendant the inability to obtain financing for farming in 2018. Plaintiff Nathan Golas appeared on behalf 0f Norcan Seeds and was represented by and through his attorney, Dorothy P. Bradley, Cline Jensen, P.A., 125 South Mill Street, Fergus Falls, Minnesota, 56537. Defendant Kasey Solberg appeared and was represented by through his attorneys, Steven Anderson and Erica Austad, Anderson Law Offices, P.O. BOX 430, 115 Roberts Avenue N.E., Warroad, Minnesota, 56737. Based upon all 0f the evidence presented, the exhibits and review of the entire Court file, this Court, being fully advised makes the following: FINDINGS OF FACT 1. Plaintiff, Norcan Seeds, Inc. is a foreign business corporation With a registered office in Middle River, Minnesota. 2. Nathan Golas is the owner ofNorcan Seeds, Inc., 24509 390th Street NE, Middle 68-CV-1 8-481 River, Minnesota, 56737. 3. Defendant Kasey Solberg, whose address is 23451 County Road 26, Badger, Minnesota, 56714, is engaged in crop farming in Minnesota. 4. Kasey Solberg and his father Richard Solberg, who also engages in farming, assist one another in farming, tilling and preparing the soil, planting and harvesting crops, paying for one another’s fuel expenses, sharing the use 0f equipment and tools, sharing the ownership 0f a tractor and a cultivator, sharing the cost and the actual work of equipment repairs, etc. 5. In the spring 0f 2016, Nathan Golas made a sale call on Kasey Solberg at his farm in Badger, Minnesota t0 discuss the sale 0f soybean seed. The parties met in a small office connected t0 Kasey Solberg’s home and workshop. 6. Kasey Solberg did not commit to the purchase of seed but directed Mr. Golas to his father Rick Solberg, explaining Where t0 find in father, “out in the field.” Mr. Golas testified that he was given the impression by Kasey that the “son did not make decisions about the purchase of farm inputs Without the father”. 7. Nathan Golas left Kasey Solberg’s farm and drove t0 the field where Richard Solberg was working to discuss the purchase of soybean seed from Norcan Seeds. 8. Richard Solberg was not interested in purchasing seed from Norcan for the 2016 crop year and after a brief conversation, Mr. Golas left. 9. On Wednesday, May 10, 2017, Kasey Solberg contacted Nathan Golas by text, asking him if he was still selling soybeans and “how it went” last year.(Exhibit 1) 10. Nate Golas replied with several consecutive text messages, indicating that Norcan Seeds Inc. was still selling seed and relaying information about sales t0 various farmers in the area, the price of seed and yield. (Exhibit 1) 11. Kasey Solberg replied With the text message, “Ok I’ll talk t0 dad tonight and I’ll get back 68-CV-1 8-481 t0 you tomorrow.” (Exhibit 1) 12. The following day, Nathan Golas received a telephone call from the Solbergs. Mr. Golas testified that he was 0n speakerphone and could hear two voices, Richard Solberg and Kasey Solberg. 13. The parties discussed the sale/purchase of glyphosate resistant soybean seed for coverage 0f 3,000-7,000 acres. The Solbergs negotiated the price per unit 0f soybeans from the price quoted in the text messages, $32.00 per unit, down to $26.50 per unit. 14. Mr. Golas created a confirmation 0f sale slip detailing the order. (Exhibit 2) 15. Delivery 0f the soybean seed began and as 0f May 23, 2017, all 0f the seed units listed on invoice 5546, at a purchase price 0f $128,450.80, had been delivered to Solberg Farms, at various sites as directed by the Solbergs. (Exhibit 3,18 and 19) 16. Additional loads of the soybean seed as listed on invoice 5547, dated June 6, 2017 evidencing a purchase price 0f $133,644.70, were delivered t0 Solberg Farms, at various sites as directed by the Solbergs. (Exhibit 4, 20 and 21) 17. Payment was due 0n receipt. 18. Payment was not sent by either Richard Solberg 0r Kasey Solberg. 19. In early June, Maria Golas, daughter of Nathan Golas, drove to Richard Solberg’s farm t0 collect payment for the soybeans delivered as 0f that date. Maria Golas presented Richard Solberg With updated invoices. Richard Solberg gave Maria two checks; check #1 1950 in the amount 0f $129,350.80, covering the amount due on invoice 5546, plus $900 for freight, and check #1 1951 in the amount 0f $133,644.80. (Exhibit 6 and 7) 20. Richard Solberg instructed Norcan Seeds t0 “hold” the checks until he directed for them to be cashed. 21. Delivery of the soybeans continued, and an additional load 0f soybeans as listed 0n 3 68-CV-1 8-481 invoice 5556, dated June 23, 2017, at a purchase price of $14,3 10.00, was delivered to Solberg Farms, at a site as directed by the Solbergs. (Exhibit 5 and 22) 22. As of the end of June, the seed had not been paid for and no one had notified Norcan Seeds, Inc. that the checks they were holding could be negotiated. 23. In July, Nathan Golas paid a call 0n the Richard Solberg seeking payment for the seed delivered t0 Solberg Farms. Richard Solberg executed check #1 1969, in the amount of $20,000.00. The check was dated July 12, 2017. (Exhibit 8) 24. Norcan Seeds deposited the check into their account at RBC in Winnipeg Canada on July 24, 2017. The check was returned for non-sufficient funds. (Exhibit 8) 25. On August 1, 2017, Nathan Golas sent Kasey Solberg a text message, stating “Your cheque your dad gave me M came back nsf. Can you wire us 20000 and the 7$?(Exhibit 14) 26. On August 3, 2017, Nathan Golas drove t0 Badger, Minnesota and met With Kasey Solberg and Richard Solberg at Kasey’s farm site. The parties sat at the same table Where Nathan Golas has sat t0 discuss with purchase 0f sale to Kasey Solberg in 2016. 27. The parties discussed the Solbergs financing issues, the non-payment for the seed and the check that bounced. Nate Golas presented Kasey Solberg and Richard Solberg with copies of invoices 5546, 5547, and 5556. The invoices included the name 0f Solberg Farms, Richard Solberg and Kasey Solberg. Both Richard Solberg and Kasey Solberg signed the invoices. (Exhibit 3,4,5) 28. At the meeting with Kasey and Rick Solberg 0n August 3, 2017, Nathan Golas was not told that Richard Solberg was planning 0n filing for bankruptcy. 29. After meeting with the Solbergs, Nathan Golas stopped into an attorney’s office in Roseau, Minnesota and asked about filing a financing statement t0 secure his agricultural 4 68-CV-1 8-481 lien in the crop proceeds. The attorney could not assist him. The following day, Nate Golas went online and filed a U.C.C. Financing Statement and a Statutory Lien With the State of Minnesota naming Solberg Farms, Rick Solberg, and Kasey Solberg. (Exhibit 9 and 10) 30. The statutory liens were updated 0n August 10, 2017 and August 17, 2017. (Exhibit 11 and 12) 31. The financing statement was restated 0n September 12, 2017. (Exhibit 13) 32. Richard Solberg filed Chapter 11 bankruptcy 0n August 11, 2018. 33. Kasey Solberg admits that he used the seed purchased from Norcan Seeds. 34. Kasey Solberg offered contradictory testimony as to how he was t0 be reimbursed for the $30,000.00 Richard Solberg borrowed in the spring of 2017. He stated at trial that Richard Solberg intended t0 pay Norcan Seeds, Inc. for all of the seed because Kasey Solberg had loaned him $30,000.00 in 2017 t0 put in a crop. However, in his deposition Kasey Solberg stated he is was listed as a creditor for the $30,000.00 in Richard Solberg’s bankruptcy. Kasey Solberg also testified that the $30,000.00 loan was for land rent for 850 acres in Lake 0f the Woods County. (Exhibit 16 Bate stamp page N81000036, deposition page 66, lines 4-7) 35. Both Richard Solberg and Kasey Solberg agreed that there were various ways they worked together in their 2017 farming operations. a. Kasey Solberg was listed as lessor, 0n 850 acres 0f land in Lake 0f the Woods County, rented by Richard Solberg from Zaitz Trust under the name 0f Solberg Farms. (Exhibit 17 Bate stamp page N51000062, deposition pages 50-51, lines 13-25,1-10) b. Kasey Solberg received a crop insurance check of $1 1 1,000.00 0n these 850 acres. a. Kasey admitted t0 giving Richard Solberg money for rent 0f property in Lake 0f 5 68-CV-1 8-481 the Wood County. (Exhibit 16 Bate stamp page N81000036, deposition page 66, lines 4-7) Richard agreed that he and Kasey Solberg worked for one another, “you might d0 work for your son and your son might d0 work for you”. (Exhibit 17 Bate stamp pages N81000061-62, deposition pages 48-49, lines 23-25,1-6) Kasey paid Richard $10,000.00 in fall of 2017 for fuel expenses.(EXhibit 16 Bate stamp page N81000028, deposition page 33, lines 9-10) The parties shared equipment, including a sprayer, spray trailer, air drill, Case IH front wheel access tractor, 8100 J.D. tractor, Trimble Auto Steerer and 630 hydra Flex John Deere soybean header. (Exhibit 16 Bate stamp pages N81000930-31, deposition pages 43-46. The parties jointly owned a 9250 Tractor and a Wilrich Cultivator. (Exhibit 16 Bate stamp page N81000032, deposition page 49) Most 0f Richard’s smaller tools were kept in Kasey’s shop as were his benches, a plasma-cutter and air-compressor. (Exhibit 16 Bate stamp page N81000034, deposition pages 53-56. Barley from Kasey’s acres was stored 0n Kasey’s farm in bins that were owned by Richard. (Exhibit 16 Bate stamp page N81000038, deposition pages 74-75, line 14-25, 1-12) Kasey stated in his deposition that when it came to sharing/receiving reimbursement for expenses incurred by either Richard 0r Kasey, “it is just kind 0f a shot in the dark”. Exhibit 16 Bate stamp page N81000030, deposition page 41, line 17-20) F" Kasey Solberg denied any type ofj oint enterprise in 2017 but had tentative plans 6 68-CV-1 8-481 t0 farm in conjunction with his father Richard Solberg in 2018. (Exhibit 16 Bate stamp page N81000022, deposition page 9-10, lines 6-25, 1-4) i. Solberg Farms was incorporated in January 2018. (Exhibit 16 Bate stamp page N81000026, deposition page 25, lines 11-19. j. Solberg Farms had a Tax Identification Number in 2017. (Exhibit 17 Bate stamp page N81000061, deposition page 45, lines 5-13) k. Solberg Farms was used on the contract With CHS in 2017. According to Richard Solberg, “I used it at CHS t0 d0 the contracting. We put it in Solberg Farms. And that is basically where I used it last year, was just to———With the contracting we did there.” (Exhibit 17 Bate stamp page N81000061, deposition pages 45-46, lines 25, 1-3) 1. Solberg Farms was listed 0n all of the invoices sent t0 Richard Solberg. (Exhibits 18, 19, 20, 21, and 22) 36. Norcan Seeds, Inc. was not privy t0 any agreement between Richard and Kasey Solberg, as t0 how they intended t0 share any expense incurred in farming in 2017, including the expense 0f soybean seed purchased from Norcan Seeds, Inc. 37. Kasey agreed that his farming operation was a break even venture in 20 1 3 through 2017. (Exhibit 16, Bate stamp pages N81000034, deposition page 58, line 9-13) 38. In 2018 Kasey applied for a loan at Border Bank, with intent t0 farm his own 1,100 hundred acres and 4,000 acres in Lake of the Woods County that had been previously leased by Solberg Farms, Richard Solberg. His application was denied based 0n the inclusion of the Lake 0f the Woods County acreage. Kasey Solberg was told that Border Bank would consider extending him financing t0 farm the 1,100 acres in his name. Kasey Solberg’s financing With Border Bank fell through When Border Bank were served With a 7 68-CV-1 8-481 Subpoena from Bremer Bank in Richard Solberg’s bankruptcy action. In his deposition testimony, Kasey stated t0 the attorney for Bremer Bank “But I got an email saying, when you started t0 nose around, then, they just weren’t interested in doing anything.” (Exhibit 16, Bates stamp page N81000039, deposition page 79, line 13 -15) 39. But for Norcan Seeds, Inc.’s provision 0f soybean seed, the Solbergs would not have farmed soybeans in 2017. Richard Solberg’s stated during his deposition, in regard t0 Norcan and Zaitz trust, “these guys were there t0 help last year, get me into the----you know, keep a———just alive”. (Exhibit 17, Bates stamp pages N81000063-64, deposition pages 56- 57, lines 20-25, 1-7) CONCLUSIONS OF LAW H Solberg Farms, Kasey Solberg and Richard Solberg entered into an agreement to purchase soybean seed from Norcan Seeds, Inc. in 2017. 10,430.4 units of glyphosate resistant soybean seed were delivered at a cost of $277,305.60. But for Norcan Seeds, Inc.’s Willingness t0 furnish the soybean seed, neither Richard Solberg or Kasey Solberg would have produced a soybean crop. Kasey Solberg, in signing the invoices for the purchase of seed during the meeting between Richard Solberg, Kasey Solberg and Nathan Golas in August of 2017, agreed t0 be responsible for payment of the same. Under Minnesota law, Norcan Seeds, 1110., had an agricultural lien for the unpaid retail cost of the crop production inputs. The lien attached to the crops produced from the furnished seed, and the lien became effective when the crop production inputs were furnished by Norcan Seeds, Inc. to the Solbergs. Norcan Seeds perfected the lien against Kasey Solberg by filing a financing statement 8 68-CV-1 8-481 pursuant to sections 336.9-501 to 336.9-530 within six months after the last date that crop production inputs were furnished to the obligor. 7. Norcan Seeds, Inc. had the right t0 file the lien pursuant t0 336.9-509a(2), Which states that: A person may file an initial financing statement, amendment that adds collateral covered by a financing statement, or amendment that adds a debtor to a financing statement only if: (1) the debtor authorizes the filing in an authenticated record or pursuant to subsection (b) or (c); or (2) the person holds an agricultural lien that has become effective at the time 0f filing and the financing statement covers only collateral in which the person holds an agricultural lien. (emphasis added) 8. As to Kasey Solberg, Norcan Seeds, Inc.’s lien While perfected, did not take priority over Ultima Bank’s lien because Norcan Seeds, Inc. did not comply With the statutory rules under Minn. Stat. 5 14.964, Subd. 3(b). Norcan Seed’s lien would have had priority over any business conducted by Solberg Farms, had the court recognized that entity as a partnership 0f Kasey and Richard Solberg. 9. Kasey Solberg did not sustain any financial loss 0r damage as a result of Norcan Seeds, Inc. filing of its financial statement under the U.C.C. ORDER and JUDGMENT The Court Orders That: Judgment in this case be and hereby is entered in favor 0f creditor and against debtor for $277,305.60, plus accumulated interest 0f 1% interest per year from July 1, 2017 until the trial date ofMarch 21, 2019 0f$ 5,530.10 for a total 0f $282,835.70. Date; , 2019 Judge Donna K. Dixon 68-CV-1 8-481 I hereby certify that the above Conclusions 0f Law constitute the Judgment and Decree 0f the Court. Dated: , 2019. IT HEREBY ADJUDGED THAT IS JUDGMENT IS ENTERED AS STATED ABOVE. ATTEST: Court Administrator By: Deputy 10