Weitz Co. v. Heth

333 P.3d 23, 235 Ariz. 405, 2014 Ariz. LEXIS 148
CourtArizona Supreme Court
DecidedAugust 26, 2014
DocketNo. CV-13-0378-PR
StatusPublished
Cited by18 cases

This text of 333 P.3d 23 (Weitz Co. v. Heth) is published on Counsel Stack Legal Research, covering Arizona Supreme Court primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Weitz Co. v. Heth, 333 P.3d 23, 235 Ariz. 405, 2014 Ariz. LEXIS 148 (Ark. 2014).

Opinion

Justice TIMMER,

opinion of the Court.

¶ 1 Arizona Revised Statutes § 33-992(A) gives mechanics’ liens priority over liens recorded after construction begins on real property. We are asked to decide whether that statute precludes assignment by equitable subrogation of a lien that attached before construction began on the project at issue. We hold that it does not. Additionally, although a third party generally must discharge the entire lien obligation to qualify for equitable subrogation, when a single mortgage burdens multiple parcels, a third party [408]*408may be entitled to equitable subrogation when that party has paid a pro rata amount of the obligation and obtained a full release of the parcel at issue from the mortgage.

I. BACKGROUND

¶ 2 We view the evidence and its reasonable inferences in the light most favorable to Appellants as the parties against whom partial summary judgment was granted. See Andrews v. Blake, 205 Ariz. 236, 240 ¶ 12, 69 P.3d 7, 11 (2003).

¶ 3 First National Bank of Arizona loaned approximately $62 million over time to The Summit at Copper Square, LLC to construct a high-rise commercial and condominium project in Phoenix. First National secured its initial loan of $44 million with a deed of trust against the property in April 2005; eight months later it increased that loan by approximately $8 million, recording a modification to its deed of trust. First National recorded a second deed of trust in February 2007 to secure approximately $10 million in additional loaned funds. First National agreed with Summit to release condominium units from both deeds of trust upon payment of release prices set forth in the parties’ loan agreements as third parties purchased completed units. Our record does not contain the loan agreements, and nothing reflects how the release prices would be calculated.

¶4 The Weitz Company, L.L.C. was the general contractor for the project and began construction in November 2005. For nearly two years, Summit timely paid Weitz, which in turn paid its subcontractors and suppliers. As the project neared completion, however, Summit failed to pay Weitz approximately $4 million.

¶5 Beginning in September 2007, before the project was finished, Summit sold ninety-one completed condominium units to buyers who either financed their purchases or paid cash. Some of the purchase money for these units was applied to the construction loan, resulting in First National releasing these units from both its deeds of trust. Deeds of trust securing the owners’ purchase money loans were then recorded against the condominium units. The lenders required their deeds of trust to be in first-lien position as a condition for funding. Once the units were sold, they were treated as separate parcels of real estate. AR.S. § 33-1204(A).

¶ 6 In May 2008, after Summit had sold eighty-five of the ninety-one units at issue, Weitz recorded a mechanics’ lien against the project. Six months later, Weitz sued to foreclose its lien against Summit, the unit owners, and their lenders.

¶ 7 The owners and lenders (“Owners and Lenders”) contested the foreclosure and moved for partial summary judgment. They asserted that because they had paid the portions of the construction loan allocated to their units, they were equitably subrogated to First National’s April 2005 deed of trust and therefore had priority over Weitz’s mechanics’ lien.1 Weitz filed a cross-motion for partial summary judgment, arguing that A.R.S. § 33-992(A) precludes equitable sub-rogation or, alternatively, that the Owners and Lenders were not eligible to invoke the doctrine because they did not fully discharge Summit’s obligation to First National.

¶ 8 The trial court agreed with Weitz’s alternative argument. The court then ruled that, because Weitz indisputably commenced work on the project before any units were sold, AR.S. § 33-992(A) gave Weitz’s mechanics’ lien priority. The parties subsequently allocated percentages of Weitz’s lien among the sold units, and the court entered judgment foreclosing Weitz’s lien against those units. Additionally, because Summit failed to pay its remaining obligation, First National’s successor-in-interest foreclosed on the unsold remainder of the project.

¶ 9 The court of appeals agreed that Weitz’s lien had priority, but for a different reason. It held that § 33-992(A) precludes application of equitable subrogation to give the Owners and Lenders lien priority over Weitz’s lien. Weitz Co. v. Heth, 233 Ariz. [409]*409442, 446-47 ¶¶ 12-16, 314 P.3d 569, 573-74 (App.2013).

¶ 10 We granted review because the interplay between § 33-992(A) and application of the equitable subrogation doctrine presents a legal issue of statewide importance. We have jurisdiction pursuant to Article 6, Section 5(3) of the Arizona Constitution and A.R.S. § 12-120.24.

II. DISCUSSION

A.

¶ 11 We review the trial court’s grant of partial summary judgment de novo. See Andrews, 205 Ariz. at 240 ¶ 12, 69 P.3d at 11 (2003).

B.

¶ 12 Arizona applies “equitable subrogation” as set forth in Restatement (Third) of Property: Mortgages § 7.6(a) (1997) (“Restatement”):

One who fully performs an obligation of another, secured by a mortgage, becomes by subrogation the owner of the obligation and the mortgage to the extent necessary to prevent unjust enrichment. Even though the performance would otherwise discharge the obligation and the mortgage, they are preserved and the mortgage retains its priority in the hands of the subro-gee.

See Sourcecorp, Inc. v. Norcutt, 229 Ariz. 270, 273 ¶ 12, 274 P.3d 1204, 1207 (2012) (adopting the Restatement approach). Under this doctrine, for example, a junior lien-holder who fully satisfies a debt secured by a superior mortgage on real property may be equitably subrogated to that mortgage to the extent necessary to prevent an intervening lienholder from receiving an unearned windfall afforded by an advancement in lien priority.2 See id. at 275-76 ¶¶ 26-27, 274 P.3d at 1209-10; Restatement § 7.6 cmt. a. If equitable subrogation is permitted, the junior lien-holder, now the subrogee, is entitled to obtain and record a written assignment of the superior lienholder’s rights to place others on notice of the subrogation. Restatement § 7.6 cmt. a.

¶ 13 This case presents our first opportunity to address the interplay between equitable subrogation and the priority granted to mechanics’ liens by § 33-992(A), which provides, in relevant part, as follows:

The liens provided for in this article ... are preferred to all liens, mortgages or other encumbrances upon the property attaching subsequent to the time the labor was commenced or the materials were commenced to be furnished except any mortgage or deed of trust that is given as security for a loan made by a construction lender ...

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Bluebook (online)
333 P.3d 23, 235 Ariz. 405, 2014 Ariz. LEXIS 148, Counsel Stack Legal Research, https://law.counselstack.com/opinion/weitz-co-v-heth-ariz-2014.