Opinion
J-A34019-15 No. 645 MDA 2015 No. 689 MDA 2015
01-29-2016
LINDE CORPORATION Appellant v. BLACK BEAR PROPERTY, LP, BLACK BEAR HOLDINGS, LLC, STEWART E. DIBBLE, PENN CENTRAL CO., BLACK BEAR, LLC LINDE CORPORATION v. BLACK BEAR PROPERTY, LP, BLACK BEAR HOLDINGS, LLC, STEWART E. DIBBLE, PENN CENTRAL CORPORATION, AND BLACK BEAR, LLC. Appellant
NON-PRECEDENTIAL DECISION - SEE SUPERIOR COURT I.O.P. 65.37
Appeal from the Judgment Entered July 1, 2015
In the Court of Common Pleas of Lycoming County
Civil Division at No(s): 13-01163 BEFORE: PANELLA, J., OTT, J., and JENKINS, J. MEMORANDUM BY OTT, J.:
In this cross-appeal, Plaintiff, Linde Corporation, and Defendants, Black Bear Property, LP, Black Bear Holdings, LLC, Black Bear, LLC, and Stewart E. Dibble, appeal from different aspects of the judgment entered in the Court of Common Pleas of Lycoming County, on March 19, 2015. The March 19, 2015 order entered judgment on a mechanics' lien in favor of Linde in the amount of $216,074.38, plus interest at the legal rate, on properties identified as Lycoming County Tax Parcel numbers 24-268-183.A, 24-268-152 and 24-268-149 (hereinafter, parcels 183.A, 152, and 149). The trial court denied the lien requested by Linde on parcel number 24-268-151 (parcel 151). Following a thorough review of the submissions by the parties, the certified record, and relevant law, we affirm.
The trial court noted that Black Bear Property, LP, and Black Bear, LLC, are no longer entities. Accordingly, any reference to the "Defendants" means Black Bear Holdings, LLC, and Dibble. See Trial Court Opinion, 1/13/2015.
Summary judgment was granted in Penn Central Corporation's favor on September 24, 2014. Penn Central has no interest in this appeal.
At issue in this appeal is the ownership of parcels 183.A, 152, and 149, and whether parcel 151 should be included in the lien. The trial court allowed the lien on the properties, except parcel 151. Linde now argues the trial court erred in not placing the lien on all four properties, while the Defendants claim the trial court erred in determining Black Bear was the constructive owner of the land.
Briefly, Black Bear hired Linde to construct a water pumping station on parcels 183.A, 152 and 149 ("the properties"). This pumping station would draw water from the Lycoming Creek, to be sold to energy companies for use in hydraulic fracking. A fourth parcel, 151, was also owned by Black Bear which borders on lot 183.A. Power lines to the pumping station were routed through an existing building on parcel 151 to the pumping station.
Linde built the pumping station but was only partially paid for its work. Relevant to this action, Linde sought to impose a mechanics' lien on the four parcels (the properties and parcel 151). Dibble was a 25% owner of all of the Black Bear entities. He also was the prior owner of parcels 149, 152 and 183.A. Dibble agreed to transfer ownership of the properties to Black Bear in exchange for 25% ownership in the Black Bear entities. However, at trial, the Defendants argued transfer of ownership of the properties never occurred, even though Dibble admittedly owned 25% of Black Bear. Accordingly, at trial the Defendants argued Linde was not entitled to a lien against the properties because Linde's contract was with Black Bear, a tenant, not the owner. Defendants claimed because Dibble, the true owner of the property, did not sign the construction contract with Linde, Linde could not place a mechanics' lien on the property. The trial court determined Black Bear was the constructive owner of the properties and entered the lien against them as noted above. However, also as noted, the trial court refused to place the lien on parcel 151. In that regard, the trial court reasoned Linde had not improved parcel 151.
We review the trial court's holding for abuse of discretion. Artsmith Development Group , Inc. v. Updegraff , 868 A.2d 495, 498 (Pa. Super. 2005). Because we review the interpretation and application of the Pennsylvania Mechanics' Lien Law, 49 Pa.C.S. § 1101 et sec., our scope of "review is plenary and non-deferential." Terra Technical Services , LLC v. River Station Land , L.P., 124 A.3d 289, 298 (Pa. 2015).
We begin our analysis with Linde's claim the trial court erred in failing to place the mechanics' lien on parcel 151.
Section 1301 of the Mechanics' Lien Law is relevant to all aspects of this appeal. It states:
General Rule. Except as provided under subsection (b), every improvement and the estate or title of the owner in the property shall be subject to a lien, to be perfected as herein provided, for the payment of all debts due by the owner to the contractor or by the contractor to any of his subcontractors for labor or materials furnished in the erection or construction, or the alteration or repair of the improvement, provided that the amount of the claim, other than amounts determined by apportionment under section 306(b) of this act, shall exceed five hundred dollars ($500).49 P.S. § 1301(a).
The statutory definitions of "improvement" and "erection, construction, alteration or repair" are also relevant.
(1) "Improvement" includes any building, structure or other improvement of whatsoever kind or character erected or constructed on land, together with the fixtures and other personal property used in fitting up and equipping the same for the purpose for which it is intended.
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(10) "Erection and construction" means the erection and construction of a new improvement or of a substantial addition to an existing improvement or any adaptation of an existing improvement rendering the same fit for a new or distinct use and effecting a material change in the interior or exterior thereof.
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(12) "Erection, construction, alteration or repair" includes:
49 P.S. § 1201(1),(10), and (12).(a) Demolition, removal of improvements, excavation, grading, filling, paving and landscaping, when such work is incidental to the erection, construction, alteration or repair;
(b) Initial fitting up and equipping of the improvement with fixtures, machinery and equipment suitable to the purposes for which the erection, construction, alteration or repair was intended; and
(c) Furnishing, excavating for, laying, relaying, stringing and restringing rails, ties, pipes, poles and wires, whether on the property improved or upon other property, in order to supply services to the improvement.
We agree with the compelling reasoning of the trial court that Linde is not entitled to a lien on parcel 151. The trial court found that running the power lines through an existing junction box in an existing building located on adjoining property, did not equate to construction in the ordinary sense. See Trial Court Opinion, 1/13/2015, at 14. Pursuant to the Mechanics' Lien Law, a lien is allowed for an improvement to property. 49 P.S. § 1301. An improvement includes "erect[ion] and construct[ion]." 49 P.S. § 1201. "Erection and construction" is subsequently defined in relevant part as an "improvement or ... substantial addition ... or any adaptation of an existing improvement ... effecting a material change in the interior or exterior thereof." Id. Our independent review of the certified record leads us to conclude the work performed on parcel 151 did not effect a material change to the structure located thereon because running wires through an existing junction box was merely incidental to the property. Accordingly, we find no abuse of discretion in this aspect of the trial court's ruling.
The trial court further reasoned that the wiring fit the statutory definition of "erection, construction, alteration, or repair" under 49 P.S. § 1201(12)(c). This entitled Linde to include the value of that work in the amount of the lien. However, sub-paragraph (c) draws a distinction between improvements on the property and work done on "other property." The trial court opined: "This latter definition implies that the furnishing of wires may be included in the amount of the lien, but by reference to 'other property' separate from 'the property improved' it is clear that 'other property' is not to be included in the lien." See Trial Court Opinion, 1/12/2015, at 15-16. We agree. Because the wiring regarding parcel 151 was not an improvement to that parcel, it was better defined as work performed "upon other property, in order to supply services to the improvement", 49 P.S. § 1201(12)(c) (emphasis added), and the "other property" is not to be included in the lien.
Id. at (c). --------
Linde also argues that the construction of the water pumping station is an improvement and, pursuant to In re Skyline Properties , Inc., 134 B.R. 830 (W.D.Pa. 1992), it is entitled to a lien on all of the parcels because the work performed, including bringing electric power to the pumping station, "was reasonably needed for the general purposes for which the structure or other improvement was made." Id. at 836, quoting , Wersing v. Pennsylvania Hotel & Sanitarium Co., 75 A. 259 (Pa. 1910).
It is true that providing electric power to the pumping station is "reasonably needed" for the station to operate. In Skyline , multiple adjoining properties were purchased for creating Hunter's Station, a "multifaceted resort." Id. at 832. The Skyline contractor provided excavating and grading services to five of the seven properties. When payment was not forthcoming, contractor sought a mechanics' lien on the three properties where the majority of work took place. The Bankruptcy Court noted that Hunter's Station, consisting of tack shop, horse barn, riding area, camping sites, golf courses, and restaurants, was intended to be an integrated whole. Accordingly, the reasonably needed improvements provided by contractor to the three properties benefitted all the properties. Although contractor sought the lien against only three of the lots, the Bankruptcy Court noted contractor could have obtained the lien against all the lots.
Initially, we note that Skyline is a federal decision and the bankruptcy court's comments upon contractor being entitled to liens on all of the lots were merely dicta. Accordingly, we are not bound by the Skyline decision.
Additionally, we believe Skyline is distinguishable from the instant factual scenario. A central aspect of the Skyline dicta was that all the properties involved in the Hunter's Station development were meant to be included as an integrated whole. The proposed golf courses, restaurants, etc. were to be part of a single resort. The grading and excavation to some of the properties provided by contractor provided a demonstrable benefit to the integrated whole. Based upon this, the bankruptcy court reasoned the lien could have attached to all of the involved properties, not just those specifically named by contractor. No such demonstration of benefits to parcel 151 is found herein.
Linde provided improvements to parcels 149, 152, and 183.A., all of which were directly linked to the water pumping station. However, parcel 151, while adjoining parcel 183.A, was not directly affected by those improvements, and received no demonstrable benefit therefrom. Importantly, there was no evidence demonstrating how parcel 151 was part of an integrated whole; there was no evidence that parcel 151 was necessary to the development of parcels 149, 152 and 183.A. As noted, the plans, submitted as Exhibit A to the complaint, simply show parcel 151 as adjoining parcel 183.A. Ingress and egress to the three lots is provided next to, but not over, parcel 151. The only evidence of use of parcel 151 was the claim the electric wires were run from the main road through a junction box located on a building that already existed on parcel 151 and then onto the pumping station, which was located on another lot. In contrast to Skyline , where the work performed benefitted the entire integrated property, none of the work Linde performed provided a demonstrable benefit to parcel 151. Furthermore, other than providing an incidental benefit to the water pumping station of the use of an existing electric junction box, there was no evidence that parcel 151 was part of an integrated plan for use of all of the parcels. Accordingly, in addition to being non-binding, we believe Skyline is substantively distinguishable, as well.
In light of the above, we find the trial court did not abuse its discretion in denying Linde a lien against lot 151.
Next, as to the counter-claim, Defendants argue the trial court erred in determining Black Bear Holdings, LLC, was the equitable owner of parcels 149, 152 and 183.A, thereby allowing Linde a mechanics' lien against those properties.
The evidence developed in this matter presents a tangled web of stories. Essentially, the defense claimed that while Linde contracted with Black Bear Holdings, LLC to build the water pumping station, Dibble had only conditionally sold the property to Black Bear. The Defendants claimed because certain conditions for the transfer of the property, such as paying off a lien, had not occurred, Black Bear never owned the land. According to the Defendants, Dibble retained ownership and leased the property to Black Bear. The Defendants asserted that because Linde did not contract with the Dibble, the rightful owner of the land, no lien could lawfully attach.
The trial court rejected that argument, and made findings that directly contradicted defense assertions. See Opinion and Order, 1/13/2015, at 2-6. Our review of the certified record leads us to conclude the trial court's findings and attendant conclusions of law are fully supported by the record. We are mindful that, "[t]his Court defers to the credibility determinations of the trial court as to witnesses who appeared before it." Ferko-Fox v. Fox , 68 A.3d. 917, 927 (Pa. Super. 2013) (citation omitted).
We take particular note of the trial court's repeated determination of a lack of credibility of defense witnesses. "Overall, this testimony, from both Stewart Dibble and William Epp, [another partner in the Black Bear entities] is contradictory and confusing. It is not credible and cannot serve as the basis for a finding that BBH leased the property from Dibble." Id. at 10.
Additionally, while the defense in this matter was predicated on the assertion Dibble owned the land in question, the trial court noted, "Finally, in the Luzerne County lawsuit, [which appears to be a breach of contract action] Defendants asserted that 'Stewart Dibble has no personal ownership of any of the property.'" Id. at 13. The defense position in the instant matter directly contradicts the defense asserted in the companion case filed in Luzerne County.
The trial court has provided detailed findings of fact and a thorough analysis regarding the issues raised by Dibble and the Black Bear entities. Because the trial court's findings of facts, including the rejection of the Defendants' credibility, are amply supported by the record, and we find no error of law in the trial court's conclusions regarding the denial of the defendants' arguments, we adopt the trial court's opinion in that regard. See Opinion and Order, 1/13/2015, at 1-14.
Judgment affirmed. Parties are directed to attach pages 1-14 of the January 13, 2015, Opinion and Order in the event of further proceedings. Judgment Entered. /s/_________
Joseph D. Seletyn, Esq.
Prothonotary Date: 1/29/2016
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