MAINE	SUPREME	JUDICIAL	COURT Reporter	of	Decisions

Decision: 2022 ME	4

Docket: Yor-21-144

Argued: December	9,	2021

Decided: January	13,	2022

Panel: STANFILL,	C.J.,	and MEAD,	GORMAN,	JABAR,	HUMPHREY,	HORTON,	and	CONNORS,	JJ.

JACKSON	LUMBER	&	MILLWORK	CO.,	INC.

v.

ROCKWELL	HOMES,	LLC,	et	al.

HUMPHREY,	J.

[¶1]	In	ruling	on	a	motion	for	approval	of	attachment	and	trustee	process	

filed	by	Jackson	Lumber	&	Millwork	Co.,	Inc.,	the	Superior	Court	(York	County,	

Douglas,	J.)	concluded that	because Jackson	Lumber was	both	 the	mortgagee	

and	the	“purchaser	at	the	public	sale”	of	foreclosed	property	in	Lebanon,	Maine,	

the	 fair	 market	 value	 of	 that	 property as	 established	 by	 an	 independent	

appraisal—not	the	value	established by	the	highest	bid	at	the	public	sale—was	

used	in	determining the	amount	of	any	deficiency.		14 M.R.S.	§ 6203-E	(2021).	

Jackson	Lumber appeals	 from	the	court’s	denial	of	its	motion	 for approval	of

attachment	and	trustee	process in	the	amount	of	$620,942.63	against	the	real	

and	 personal	 property	 of	 mortgagor	 Rockwell	 Homes,	 LLC,	 and	 individual	

guarantors	Rock	Bisson,	Rock	Bisson	 II,	and	Aaron	Wiswell,	arguing	 that	 the	
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court	erred	in	treating	Jackson Lumber as	the	“purchaser	at	the	public	sale”	of	

the	 property	 when	 it	 had	 assigned	 its	 rights	 under	 the	 purchase	 and	 sale	

agreement to	another	entity	and	was	not	the	party	that	received	the	deed.

1		We	

affirm	the	court’s	order	denying	Jackson	Lumber’s	motion.

I.		BACKGROUND

[¶2]		The	facts	found	by	the	court	in	reaching	its	decision	are,	except	as	

noted, supported	 by	 the	 affidavits	 and	 attached	 exhibits	 submitted	 in	

conjunction	with	 the	motion	 for approval	of attachment	and	 trustee	process.		

See	 Libby	O’Brien	 Kingsley	&	 Champion,	 LLC	 v.	 Blanchard,	 2015	ME	 101,	 ¶ 5,	

121 A.3d	109.	In	September	2017,	Rockwell	Homes	borrowed	$1,300,000 from	

Jackson	Lumber	to	acquire real	property	in	Lebanon.		The	loan	was	secured	by	

a	mortgage on	the	property,	and	Wiswell	executed	a	promissory	note	on	behalf	

of	Rockwell	Homes.		The	note	also	included	personal	guaranties	executed	by	

the	Bissons	and	Wiswell.		Rockwell	Homes	defaulted	on	the	note	in	September	

2018.

1		Separately,	the	court	approved	attachment	and	trustee	process	against	the	real	and	personal	

property	of	Rock	Bisson	in	 the	amount	of	$300,000	based	on	a	separate line	of	credit	 that	Bisson	

opened	with	Jackson	Lumber	on	behalf	of	“Bisson	Const”	and	personally	guaranteed. That	ruling	is	

not	challenged	on	appeal	and	will	not	be	discussed	further.		The	court	also	reached	findings	about	a	

November	2018	promissory	note	and	mortgage	on	property	in	Sanford,	but	the	complaint	did	not	

allege	 a	 deficiency	 on	 that	 note	 or	 seek	 any	 recovery	 on	it,	 and	 that	 note	is	 not	pertinent	 to	 our	

discussion here.
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[¶3]	 	 In	 January	 2019, the	 CEO	 and	 treasurer	 of	 Jackson	 Lumber	 sent	

emails	 to	 Wiswell	 informing	 him	 that	 the	 balance	 due	 on	 the	 loan	 was	

$1,041,026.95	 and	 that	 an	 appraisal	 showed	 the	 Lebanon	 property	 against	

which	that	debt	was	secured	had	an	“as	is”	value	of	$1,100,000.		In	March	2019,	

Jackson	Lumber	provided	notice	of	default	and	demanded	payment	in	full	of	all	

amounts	 due	 on	 the	 note	 secured	 by	 the	 Lebanon	 property—the	 sum	 of	

$1,070,918.37.2

[¶4]		On	April	22,	2019,	acting	pursuant	 to	14	M.R.S.	§	6203-A	(2021),	

Jackson	Lumber	provided	notice	to	Rockwell	Homes,	the	Bissons, and	Wiswell	

of	 its	 intention	 to	 foreclose	 on	 the	 mortgage	 by	 public	 sale	 of	 the	 Lebanon	

property on	May	23,	2019.		The public	sale	was	conducted as	scheduled,	and	

Jackson	Lumber	was	the	highest	bidder	at	$550,000. Jackson	Lumber	executed	

a	purchase	and	sale	agreement	naming	itself	as	both	the	seller	and	“Purchaser”	

of	the	Lebanon	property.

[¶5]	 	 On	 July	 15,	 2019,	 Jackson	 Lumber	 assigned	 its	 rights	 under	 the	

purchase	 and	 sale	 agreement	 to	 Robert	 DiBerto	 in	 exchange	 for	 $600,000.		

2		Although	the	court	characterized	the	March	2019	communication	as	providing	to	the	relevant	

mortgagors	and	guarantors	a	“Notice[]	of	Intention	to	Foreclose	and	Liability	for	Deficiency”	as	to	the	

secured	debt,	that	finding	is	erroneous.		The	March	2019	communication	was	a	notice	of	default	and	

demand	 for	payment	of	 the	note	secured	by	 the	mortgage	on	 the	Lebanon	property;	 the	notice	of	

intention	to	foreclose	and	liability	for	deficiency	as	to	the	property	followed	in	April. This	erroneous	

but	unchallenged factual	finding	does	not	affect	the	issue	of	statutory	construction	raised	on	appeal.
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DiBerto	 then	 assigned	 his	 rights	 to	 Agamenticus	 Holdings,	 LLC,	 and	 on	

August 15,	2019,	Jackson	Lumber	conveyed	the	property	to	Agamenticus.

[¶6]	 	 Jackson	 Lumber	 filed	 a	 complaint	 in	 the	 Superior	 Court	 on	

November	25,	2019,	seeking	monetary	damages,	attorney	fees,	and	costs	based	

on	 claims	 for	 a	 deficiency	 judgment	 against	 Rockwell	 Homes	 and	 for	

enforcement	of	the	individual	guaranties	of	the	Bissons and	Wiswell.		Jackson	

Lumber	simultaneously	moved	for	approval	of	attachment	and	trustee	process	

against	 all	 defendants. It	 filed a	 draft	 order	 and	 the	 affidavit	 of	 its	 chief	

executive	officer	and	treasurer,	who	authenticated	and	attached	documentary	

exhibits.		All	defendants	opposed	 the	motion	 for approval	of attachment	and	

trustee	process.		Rock	Bisson	and	Wiswell	attached	their	own	affidavits	with	

exhibits.	 	 Jackson	 Lumber	 filed	 a	 reply	 memorandum	 and	 a	 supplemental	

affidavit	from	its	CEO	and	treasurer.

[¶7]		The	court	held	a	nontestimonial	hearing	in	April	2021	and	entered	

an	order	denying	the	motion	for approval	of attachment	and	trustee	process	as	

to	the	claims	for	deficiency	against	Rockwell	Homes	and	for	enforcement	of the	

guaranties	of	the	Bissons and	Wiswell	on	the	mortgage	note	 for	the	Lebanon	

property.	 	 The	 court	 reasoned	 that	 Jackson	 Lumber	 had	 not	 established	 a	

likelihood	 of	 success	 on	 the	 merits	 because	 when	 the	 mortgagee	 is	 the	
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“purchaser	at	 the	public	 sale”	 of	 the	mortgaged	premises,	 the	amount	 of	 the	

deficiency	must	be	determined	by	comparing	 the	amount	owed	with	 the	 fair	

market	 value	 of	 the	 property at	 the	 time of	 the	 sale,	 as	 established	 by	 an	

independent	 appraisal.	 	 14 M.R.S.	 §	 6203-E. The	 court	 regarded	 mortgagee	

Jackson	Lumber	as	the	“purchaser	at	the	public	sale”	and	concluded	that	there	

was no recoverable deficiency	given	that	the appraised value	of	 the	Lebanon	

property	($1,100,000)	exceeded	the	amount	owed	by	Rockwell	Homes	at	the	

time	of	the	foreclosure	($1,070,918.37).		Id.

[¶8]		Jackson	Lumber	timely	appealed	from	the	denial	of	its	motion	for	

approval	 of	attachment	and	 trustee	 process	as	 to	 the	 claims	 for	a	 deficiency	

owed	 on	 the	 Lebanon	 property	 and	 for	 the	 enforcement	 of	 the	 individual	

guaranties	 of	 the	 Bissons and	 Wiswell.	 See 14	 M.R.S.	 §	 1851	 (2021);	 M.R.	

App. P. 2B(c)(1);	Sweeney	v.	Hope	House,	Inc.,	656	A.2d	1215,	1216	(Me.	1995)	

(“An	order	denying	a	motion	for	approval	of	attachment	and	trustee	process	is	

immediately	appealable	as	an	exception	to	the	final	judgment	rule.”).

II.		DISCUSSION

[¶9]		We	review	a	decision	to	deny	approval	of	attachment	and	trustee	

process	for	an	abuse	of	discretion	or	clear	error. See	Sweeney,	656	A.2d	at	1216.		

We will	 disturb the	 trial	 court’s	 findings	 based	 on	 the	 affidavits	only	if “the	
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affidavits	 contain	 no	 competent	 evidence	 to	 support	 the	 finding	 as	 to	 the	

plaintiffs’	likelihood	of	success.”		Blanchard,	2015	ME	101,	¶	5,	121	A.3d	109	

(quotation	marks	omitted).

[¶10]		Issues	of	statutory	interpretation	are,	however,	reviewed	de	novo,	

and	 the	 fundamental issue	 on	 appeal	 here	 is	 the	 interpretation	 of	 the	 term	

“purchaser	 at	 the	 public	 sale”	in	14	M.R.S.	 §	 6203-E.	 	 See	 Fleet	Nat’l	 Bank	 v.	

Liberty,	2004	ME	36,	¶	5,	845	A.2d	1183.		In	interpreting	a	statute,	we	“look	to	

the	 plain	 meaning	 of	 the	 statute,	 interpreting	 its	 language	 to	 avoid	 absurd,	

illogical	or	inconsistent	results	and	attempting	to	give	all	of	its	words	meaning.”		

Thurston	v.	Galvin,	2014	ME	76,	¶	13,	94	A.3d	16	(quotation	marks	omitted).		In	

doing	so,	we	view	“the	relevant	provisions	in	the	context	of	the	entire	statutory	

scheme	to	generate	a	harmonious	result.”		Corinth	Pellets,	LLC v.	Arch	Specialty	

Ins.	Co.,	2021	ME	10,	¶	19,	246	A.3d	586	(quotation	marks	omitted).		If	a	statute	

is	unambiguous,	we interpret	the	statute	directly	without	examining	legislative	

history;	 we	 “look	 to	 legislative	 history	 and	 other	 extraneous	 aids	 in	

interpretation	of	a	statute	only	when	we	have determined	 that	 the	statute	is	

ambiguous,”	 meaning	 that	 it	 “is	 reasonably	 susceptible	 to	 different	

interpretations.”	 	Thurston,	 2014	ME	 76,	 ¶	 13,	 94	 A.3d	 16	 (quotation	marks	

omitted).
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[¶11]		The	relevant	paragraph	of	section	6203-E	provides,	“In	the	event	

that	the	mortgagee	is	the purchaser	at	the	public	sale,	any	deficiency	is	limited	

to	the	difference	between	the	fair	market	value	of	the	premises	at	the	time	of	

the	 sale,	 as	 established	 by	 an	 independent	 appraisal,	 and	 the	 sum	 due	 the	

mortgagee	 with	 interest	 plus	 the	 expenses	 incurred	 in	 making	 the	 sale.”		

(Emphasis	added.)		This	stands	in	contrast	to	the	ordinary	determination	of	a	

deficiency	by	comparing	the	sale	price with	the	sum	owed	to	the	mortgagee and	

adding interest	 and	 expenses.	 	 See	 14	 M.R.S.	 §	 6203-E;	 cf.	 14	 M.R.S.	 §	 6323	

(2021)	(providing,	in	the	statute	governing	public	sales	in	foreclosures	by	civil	

action,3 that	 “[a]ny	 rights	 of	 the	mortgagee	 to	 a	 deficiency	 claim	 against	 the	

mortgagors	are	limited	to	the	amount	established	as	of	the	date	of	the	public	

sale.	 	 The	 date	 of	 the	 public	 sale	 is	 the	 date	 on	 which	 bids	 are	 received	 to	

establish	the	sales	price,	no	matter	when	the	sale	is	completed	by	the	delivery	

of	the	deed	to	the	highest	bidder.”).

3	 	 Although	 we	 do	 not	 consider	 the	 pertinent	 language	 of	 14	 M.R.S.	 § 6203-E (2021) to	 be	

ambiguous,	we	reference	its	legislative	history in	this	footnote for	the	limited purpose	of	supporting	

our	comparison	of	that	provision	with	the	law	governing	public	sales	in	foreclosures	by	civil	action.		

The	language	in	 6203-E was	 proposed	 to	 establish	 a	method	 for	 determining	 the	 deficiency	that	

parallels the	 method employed	 for	 sales	 in	 foreclosures	 by	 civil	 action,	 14 M.R.S.	 §§	 6323-6324	

(2021).		See	An	Act	Regarding	Maine’s	Power	of	Sale	Foreclosure	Law:	Hearing	on	L.D.	276	Before	the	

J.	Standing	Comm.	on	Judiciary,	127th	Legis.	(2015)	(testimony	of	Ben	Marcus	on	behalf	of	the	Maine	

Credit	Union	League).		The	language	of	section	6203-E,	which	tracks the	language	of	section	6324,	

thus	similarly	serves	as	“a	protection	against	a	self-dealing	mortgagee.”		Peoples	Sav.	Bank	v.	Spencer,	

482	A.2d	832,	834	(Me.	1984).
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[¶12]		Thus,	when	“(1)	the	mortgagee	is	the	purchaser	at	the	public	sale	

and	 (2) the	 mortgagee	 seeks	 a	 deficiency	 judgment,”	 the	 deficiency	 is	

determined	based	on	a	comparison	of	the	fair	market	value	at	the	time	of	the	

public	sale,	as	established	by	an	independent	appraisal, with	the	amount	owed	

to	 the	mortgagee.		Key	Bank	of	Me.	v.	Holman,	657 A.2d	775,	776 (Me.	1995)

(construing	 the	 comparable	 provision in	 the	 statute governing	 a	 public	 sale	

ordered	 in	 a foreclosure	 by	 civil	 action).	 	 At	 issue	 here	 is	 whether	 Jackson	

Lumber	was	the	“purchaser	at	the	public	sale”	even	though	it	did	not	ultimately	

acquire	 the	 property	 because	 it later assigned	 away	 its	 rights	 under	 the	

purchase	and	sale	agreement	and	never	received	the	deed.		14 M.R.S.	§	6203-E.

[¶13]		The	term	“purchaser,”	viewed	in	isolation,	means	“[s]omeone	who	

obtains	 property	 for	 money	 or	 other	 valuable	 consideration;	 a	 buyer.”		

Purchaser,	 Black’s	 Law	 Dictionary (11th	 ed.	 2019).	 	 The	 statutory	 term	

“purchaser	at	the	public	sale”	has	its	own	meaning,	however,	based	on	its	usage	

in	 the	statutory	scheme.		For	instance,	14	M.R.S.	§	6203-A(5)	requires	 that	a	

purchase	and	sale	agreement	be	executed	“[a]t	the	completion	of	a	public	sale,”	

after	 which	 the	 agreement	 “may	 be	 assigned	 by	 the	 purchaser.”4	 	(Emphasis	

4		Although	a	purchase	and	sale	agreement	need	not	be	executed	if	the	mortgagee	is	the	successful	

bidder,	Jackson	Lumber	did	execute	a	purchase	and	sale agreement	and	then	assigned	its	rights as	

the	“Purchaser”	of	the	property.		See	14	M.R.S.	§ 6203-A(5)	(2021).
9

added.)		That	the	“purchaser”	is	authorized	to	assign	the	agreement	suggests	

that	the	successful	bidder5 at	the	public	sale	is	the	“purchaser	at	the	public	sale.”		

Id. §	6203-E;	see	also	id.	§ 6203-A(5)	(“A	mortgagee	may	bid	and	may	purchase	

any	 real	 estate	 sold	 at	 such	 sale,	 as	 long	 as	 the	 mortgagee	 is	 the	 highest	

bidder.”);	 cf.	 id. §	 6323	 (providing,	 in	 the	 statute	 governing	 public	 sales	 in	

foreclosures	 by	 civil	 action,	 that	 “[t]he	 date	 of	 the	 public	 sale	is	 the	 date	 on	

which	bids	are	received	to	establish	the	sales	price,	no	matter	when	the	sale	is	

completed	 by	 the	 delivery	 of	 the	 deed	 to	 the	 highest	 bidder”).	 	 Thus,	 the	

assignee	of	the	purchase	and	sale	agreement	may	receive	the	deed even	if	it	is	

not	“the	purchaser	at	the	public	sale”	and	might	not	have	even	participated	in	

the	public	sale.		Id. §	6203-E;	see	also	14	M.R.S.	§ 6324	(2021)	(referring,	in	the	

statute	 governing	 sales	 in	 foreclosures	 by	 civil	 action,	 to	 the	 real	 estate	

“purchased	by	the	highest	bidder	at	the	public	sale”	and	a	mortgagee	that	is	“the	

purchaser	at	the	public	sale”).

[¶14]		Interpreting	“purchaser	at	the	public	sale”	to	mean	the	successful	

bidder	at	the	public	sale	is	supported	by	section	6203-E	itself,	which	provides	

for	calculation	of	the	deficiency	based	on	the	fair	market	value	“at	the	time	of	

5		We	use the	 term	 “successful	bidder”	because	 “[i]f	 the	highest	bidder	 fails	 to	perform	 on	 the	

agreement,	 the	 foreclosing	mortgagee	may	 execute	 a	 purchase	 and	 sale	 agreement	with	 the	 next	

highest	bidder.”		14	M.R.S.	§	6203-A(5).
10

the	sale,”	not	the	fair	market	value	at	the	time	that	money	or	the	deed	changes	

hands.		This	provision	connects	a	mortgagee	that	is a	“purchaser	at	the	public	

sale”	with	the	value	of	the	property	at	the	time	of	that	sale.		See	id. §	6203-E.

[¶15]		Other	statutes	use	the	term	“purchaser”	rather	than	“purchaser	at	

the	public	sale”	 to	describe	 the	entity	 that	ultimately	 receives	 the	deed.		For	

instance,	 14 M.R.S.	 §	 6203-B	 (2021)	 requires	 the	 recording	 of	 an	 affidavit	

memorializing	the	sale	“within	30	days	after	the	date	of	delivery	of	the	deed	to	

the	purchaser	or	the	purchaser’s	agent.”		This	statute	notably	does	not	describe	

the	purchaser	as	 the	“purchaser	at	 the	 public	 sale.”6	 	Id. §	6203-E (emphasis	

added).		Similarly,	33 M.R.S.	 §	501-A	 (2021),	which	establishes	 the	statutory	

power	of	sale,	uses	the	term	“purchaser	or	purchasers”	to	describe	the	entity	or	

entities	that	receive	the	deed;	again,	the	reference	is	not	to	a	“purchaser	at	the	

public	sale,” 14	M.R.S.	§	6203-E.

[¶16]		The	statutory	scheme	at	issue	therefore	supports	the trial	court’s

determination:	Jackson	Lumber,	which	was	the	successful	bidder	at	the	public	

sale	and	the	buyer	listed	on	the	purchase	and	sale	agreement	of	the	Lebanon	

6		See	also J.	E.	Keefe,	Jr.,	Annotation,	What	constitutes	a	“public	sale,” 4	A.L.R.2d	575,	575	(1949)	

(“Generally	speaking,	the	term	‘public	sale,’	as	used	in	statutes	.	.	.	means	a	sale	in	which	the	public,	

upon	proper	notice,	is	invited	to	participate	and	give	full	opportunity	to	bid	upon	a	competitive	basis	

for	the	property	placed	on	sale,	which	is	sold	to	the	highest	bidder.”);	Offredi	v.	Huhla,	60	A.2d	779,	

781	 (Conn.	 1948)	 (“A	 ‘public	 sale’	is	 one	made	 at	 auction	 to	 the	 highest	 bidder	 and	 at	 which	 all	

persons	have	a	right	to	come	in	and	bid.”).
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property,	was	 the	“purchaser	 at	 the	 public	 sale”	 of	 that	 property.	 	 14 M.R.S.	

§ 6203-E.	 	 The	 Superior	 Court	 did	 not misinterpret	 the	 law	 and	 did	 not	

otherwise err	 or	 abuse	 its	 discretion	 in	 denying	 the	 motion	 for	 approval	 of	

attachment	and	trustee	process as	to	the	Lebanon	property.

The	entry	is:

Order	 denying	 the	 motion	 for approval	 of

attachment	 and	 trustee	 process related	 to	 the

$1,300,000	promissory	note affirmed.

Anthony	J.	Manhart,	Esq. (orally),	and	Bodie	B.	Colwell,	Esq.,	Preti	Flaherty	LLP,	

Portland,	for	appellant	Jackson	Lumber	&	Millwork,	Co.,	Inc.	

James	 F.	 Molleur,	 Esq.,	 and	 Christopher	 J.	 Keach,	 Esq. (orally),	 Molleur	 Law	

Office,	Saco,	for	appellees	Rockwell	Homes,	LLC,	Rock	Bisson,	and	Rock	Bisson	

II

Shea	H.	Watson,	 Esq. (orally),	 and	 Timothy	H.	Norton,	 Esq.,	Kelly	Remmel	&	

Zimmerman,	Portland,	for	appellee	Aaron	Wiswell

York	County	Superior	Court	docket	number CV-2019-261

FOR	CLERK	REFERENCE	ONLY