CRE Borrower and Guarantor Defenses: Attempts to Stop the Receiver, the UCC Sale, and the Personal Judgment

Robert E. Richards, Chair, US and Global Restructuring, Insolvency and Bankruptcy | Dentons

Bob Richards regularly handles UCC Article 9 foreclosure sales and represents companies, acquirers, and creditors in bankruptcy and insolvency-related transactions and litigation, both in and out of court. He chairs Dentons’ US Restructuring, Insolvency and Bankruptcy group and also chairs the firm’s Global Restructuring practice group. His work includes Chapter 11 representations,
prebankruptcy workout negotiations, and transaction structuring, and he is a frequent speaker on webinars.

• Education & Credentials

Bob earned his JD, cum laude, from the University of Michigan Law School in 1988 and his BA in International Studies, with Departmental Honors, from Johns Hopkins University in 1985.

• Recognition & Leadership

Chambers USA ranks Bob in Bankruptcy/Restructuring for Illinois, where he has been ranked for 12 years. BTI Consulting Group, after surveying in-house counsel, named him to its BTI Client Service All-Stars in 2015 for his client service. He leads both the US and Global Restructuring practice groups at Dentons.

• Professional Involvement

Bob is a member of the American Bankruptcy Institute and the Turnaround Management Association. His co-authored publications include “Bankruptcy Ruling Could Affect LIHTC Properties” in the Novogradac Journal of Tax Credits (August 2016), “Current Trends in Oil and Gas Finance” on the Dentons Global Energy blog (February 2016), “Dancing with the Bear: Challenges for E&P Companies in the Unconventional Oil Market Are Not Quite Over” in Dentons’ Game Changers Impacting the US Energy Sector (July 2015), and “Contingency Planning at the Coalface” in the Mining Journal (June 2015).

• Experience

Bob’s practice centers on lender and creditor remedies in distress, including UCC Article 9 foreclosure sales, which he handles regularly. He represents clients on the company, acquirer, and creditor sides in Chapter 11 proceedings, out-of-court restructurings, prebankruptcy workout negotiations, and the structuring of related transactions. Chambers describes his practice as covering Chapter 11 proceedings as well as out-of-court restructurings and related transactions.

Lauren Macksoud, Partner | Dentons

Lauren Macksoud advises financial institutions on the structuring of real estate financings, secured lending arrangements, securitizations, and repurchase agreements, with a focus on insolvency risks, enforcement rights and remedies. A partner in Dentons’ Restructuring, Insolvency and Bankruptcy practice group in New York, she represents secured parties, debtors, and unsecured creditors in and out of bankruptcy, and her experience in and out of the courtroom is directed at maximizing recoveries and minimizing risk for clients.

• Education & Credentials

Lauren earned her JD from Rutgers University School of Law-Newark in 2003 and her BS in Communications/Public Relations from Boston University in 2000. She is admitted in New York and New Jersey and before the US Bankruptcy Courts for the District of New Jersey and the Eastern and Southern Districts of New York, and the US Court of Appeals for the Second Circuit. She served as a law clerk to the Honorable Novalyn L. Winfield, United States Bankruptcy Judge for the District of New Jersey.

• Recognition & Leadership

Lauren is a Recognized Lawyer in The Legal 500 for Restructuring (including Bankruptcy): Corporate in 2022 and 2025, and was named to Crain’s New York Business’ 2021 Notable Women in Law list. Her work on behalf of Heywood Healthcare received the Turnaround Management Association’s 2025 Non-Profit Company Turnaround/Transaction of the Year Award. She serves as a member of the capital markets opinion committee for bankruptcy matters.

• Professional Involvement

Lauren is a Fellow of INSOL International and a member of the International Association of Restructuring, Insolvency and Bankruptcy Professionals (INSOL). She was a panelist on “Trends in the Leveraged Loan Sector: The Rise of Chapter 11 Filings in the High Yield and Leveraged Loan Market” at IMN’s ABS East Virtual 2020, and has co-authored articles in the American Bankruptcy Institute Journal, including “Material Adverse Effect Clauses are Enforceable in Delaware” (March 2019), “Does the Second Circuit in Sabine Have the Final Word on Texas Law?” (August 2018), “Merit: Safe-Harbored No More?” (April 2018), and “A Momentive Performance: Second Circuit Sets Interest Rate Standard and Denies Make Whole in Momentive Cramdown Plan” (January 2018). She is a board member of the Animation Project, a nonprofit serving at-risk youth.

• Experience

Lauren’s lender-side matters include representing a mezzanine lender in the foreclosure of a premier New York hotel, a DIP lender in the bankruptcy of a New York-based construction project, and a real estate investment firm in the purchase of a New York area boutique hotel and apartment building, where she assisted in drafting and confirming a creditor plan following a credit bid and took a lead role in successfully defending an appeal of the confirmation order to the District Court. She has represented a syndicate of lenders in the workout of a rail car credit facility, lenders in battery storage, cogeneration, and NYC PACE energy-efficiency project financings, and bidders for hotels in the Eagle Hospitality portfolio under section 363 of the Bankruptcy Code.

On the debtor side, she served as counsel to First Guaranty Mortgage Corporation, a mortgage originator in Chapter 11 in the District of Delaware, where she negotiated and obtained approval of two DIP facilities, and to Verity Health System in the second largest Chapter 11 hospital bankruptcy in American history, which involved the marketing and sale of six hospitals and $185 million in debtor-in-possession financing. She has represented official committees of unsecured creditors in Heywood Healthcare and Fairport Baptist Homes, served on the Motors Liquidation Co. and Chrysler LLC matters, represented indenture trustees in cross-border note issuances, foreign representatives under Chapter 15, and insurers in the Purdue Pharma, USA Gymnastics, and several religious-organization bankruptcy cases. Before Dentons, she spent five years as in-house counsel at the New York City Energy Efficiency Corporation and practiced at Kramer Levin Naftalis & Frankel LLP and Thacher Proffitt & Wood.

Jasmine Reed, Counsel | Dentons

Jasmine Reed concentrates her practice on creditors’ rights, commercial bankruptcy, insolvency matters, and complex commercial litigation as a member of Dentons’ Restructuring, Insolvency & Bankruptcy practice in Chicago. Her areas of focus include Real Estate and Litigation and Dispute Resolution, and she began her career clerking in the United States Bankruptcy Court for the Western District of Wisconsin, the United States Bankruptcy Court for the Northern District of Illinois, and the United States District Court for the Eastern District of Wisconsin.

• Education & Credentials

Jasmine earned her JD, cum laude, from the University of Illinois College of Law in 2014 and her BA from the University of Notre Dame in 2011. She is admitted in Illinois, California, Colorado, Missouri, and Wisconsin, and before the US Bankruptcy Courts for the Northern District of Illinois, the District of Colorado, and the Eastern District of Wisconsin, and the US District Courts for the Northern District of Illinois, the Central and Northern Districts of California, the District of Colorado, and the Western District of Wisconsin.

• Recognition & Leadership

Jasmine was a 2021 National Conference of Bankruptcy Judges Blackshear Presidential Fellow.

• Professional Involvement

Jasmine is a member of the American Bar Association. She co-authored “A Tale of Two Statutes – Limitations Applicable to Wrongful Death Claims Allegedly Caused by a Defective Product” in DRI’s Strictly Speaking product liability newsletter (December 2021) and presented “Precision v. Concision” at the Knowing Your Writes: Next Level Legal Writing Seminar in Madison, Wisconsin (May 2017).

• Experience

Before joining Dentons in 2025, Jasmine represented a medical provider as debtor in a Chapter 11 bankruptcy filing and built a commercial litigation record that includes second-chairing a two-week trial in California for a major transportation corporation, obtaining a defense verdict in a breach of contract case for a global manufacturer, and winning a motion to dismiss on a novel statute of limitations defense that was a matter of first impression under Colorado law. She has obtained favorable arbitration decisions for oil and gas and global hospitality clients, a favorable summary judgment in a dispute with a large school district, a favorable resolution of a products liability case for a global automotive manufacturer and has deposed or defended more than 90 deponents. She also served as in-house counsel to a major transportation corporation.

SESSION 1 – Injunctions, Receiverships, and Emergency Relief in Distressed CRE | 2:30pm – 3:30pm

When a distressed commercial property becomes the subject of competing enforcement efforts, temporary restraining orders, permanent injunction motions, and receivership requests can determine who controls the property and how quickly a lender can exercise its remedies. This session examines the practical litigation strategies surrounding emergency relief, including recent disputes involving rental apartment and condominium developments, and explores how counsel can evaluate the competing interests of secured lenders, borrowers, and other stakeholders.

BREAK | 3:30pm – 3:40pm

SESSION 2 – UCC Sales, Guaranty Defenses, and Personal Judgment Exposure | 3:40pm – 4:40pm

Article 9 sales can move rapidly from notice and marketing to a completed foreclosure and subsequent litigation over the lender’s recovery. Drawing on extensive experience with numerous UCC § 9-610 and § 9-620 sales, as well as recent litigation involving a completed publicly advertised UCC sale and subsequent guaranty defenses, this session examines the practical issues that can determine whether a sale and resulting claim withstand challenge. The discussion will address commercial reasonableness, notice, emergency relief, guaranty defenses, and strategies for addressing deficiency and personal judgment exposure.