The saga of what will happen to the historic Bush House Estate in Muncy Township has gone a further step in Lycoming County Court this week.

FAMVEST Acquisitions has filed a motion to dismiss Alvico LTD’s request for a preliminary injunction, an attempt by the plaintiff to stop the house from being demolished, which the defendant said it intends to do to make room for a gateway of future development at The District, site of the former Lycoming Mall. This razing would make way for a potential Wawa market and gas station and a Hilton-brand hotel.

Attorneys with McCormick Law Firm, on behalf of their client, are responding with this motion to dismiss as Alvico commenced instant action by filing a complaint on or around March 31 against the defendant.

Alvico’s complaint is based in contract and seeks relief in the form of specific performance to restrict the defendant from razing the house.

Along with the complaint, Alvico filed a motion for preliminary injunction which seeks to immediately enjoin the defendant from razing the house.

The house is an improvement on the property located at 231 S. Lycoming Mall Road.

Alvico has brought this action against a single defendant, FAMVEST Acquisitions, LLC., a domestic limited liability company, which was terminated in 2025 and has no property holdings, according to the motion.

Alvico’s requested relief intends to restrict the property rights of a non-party to this case, FAMVEST XXIII – 231 SLMR LLC. A true and correct copy of the deed for the property was attached in the motion.

Agreement of sale

Alvico seeks to restrict the planned demolition of the house, based on a paragraph of the agreement of sale, between Alvico and the defendant signed in 2022.

It states the following: Buyer has indicated to the seller that (it) has no intentions to demolish the mansion known as the “Bush House” located on the property nor to demolish the cabins located thereon. Buyer agrees seller has the right to continue with its application to have the Bush House to be included on the National Register of Historic Places. Seller agrees it will not apply for funding of grants related thereto as buyer will have the exclusive right to purchase said fundings/grants post-closing. In the event Seller has not secured the Bush House on the National Register of Historic Places on or before settlement, buyer agrees to use its reasonable efforts post-closing to continue seller’s application for the Bush House to be placed on the National Register of Historic Places.

Alvico then sold the property in February of 2023 to FAMVEST XXIII – 231 SLMR LLC.

“Neither the agreement of sale, nor the deed, provide any restrictive covenants prohibiting the property owner from razing the house subsequent to its purchase,” the defendants’ attorneys stated in their motion to dismiss.

Only the agreement of sale, which later merged with the deed, contained a then-current representation that defendant, in 2022, had “no intentions to demolish the mansion.

That representation is proven to be true, as the property owner had a lease with Bald Birds Co., to lease the house from July 1, 2024, through July 1, 2026.

Furthermore, this lease provided Bald Birds Co. the option to purchase the house at the expiration of the lease, according to the motion.

The property owner could not have intended to raze the house if they had a two-year lease in place with a tenant, and further offered that tenant an opportunity to purchase the house, the firm’s attorneys argue.

Alvico claims a breach of this then current representation in 2022 by claiming that on March 1, at the Bass Pro Shop open house, Mehrdad Jon Janahshahi stated that they “intended to tear it (the House) down all along.”

A review of Janahshahi’s comments at this open house prove that Alvico’s assertion is patently false, and actually, the opposite is true, according to the motion.

When asked why the house is being torn down, Janahshahi answered that it was purchased for commercial retail and to protect the gateway to the development.

He further stated that: “The Bush House itself, we’ve been trying to lease it, we’ve been trying to sell it, it sits on (two) 2 Acres. In the last three years, we’ve tried, we haven’t been able to. Somebody who wants to buy it and, and do something with it, they’re more than welcome to reach out to us. We will talk to them. I know Jason (Fink, president and CEO of the Williamsport/Lycoming Chamber of Commerce) introduced somebody who was interested last week. I reached out to her, and we’re supposed to meet up after she comes back from Florida.”

Most importantly, during negotiations of the agreement of sale, the parties specifically discussed the potential inclusion of a future restrictive covenant, prohibiting the razing of the house.

Those terms were expressly rejected by the buyer, and negotiations resulted in a finalized $1.8 million sales agreement, which did not include such a covenant, the motion states.

On July 15, 2022, Alvico, through counsel, sent a “redlined revision of the agreement of sale.”

This redlined version of the agreement included two proposed changes by the plaintiff.

First, the plaintiff added a requirement that the defendant employ Ms. Bush as general manager and venue coordinator for the remaining Bush House Estate contracts.

Defendant agreed to this term, and that term was included in the final signed agreement of sale.

Plaintiff’s second proposed change included the addition of the following language:

“Notwithstanding any provision of this agreement to the contrary, buyer understands, acknowledges and agrees that seller will convey the property to buyer subject to, and the deed will include, a restrictive covenant by whose terms neither buyer, nor its successors or its assigns will demolish, construct, alter, remodel or undertake or permit any other activity which affects, or would affect, exterior features or interior spaces of the mansion known as the Bush House, or its setting, on or which the property (the restrictive covenant) and the restrictive covenant will run with the land and will bind buyer, its successors and its assigns.

FAMVEST specifically rejected the inclusion of this term into the agreement of sale, and the parties consummate a final agreement of sale which did not include such restrictive covenant, the motion states. The finalized $1.8 million agreement, which later merged with the deed, does not include such a restrictive covenant, according to the motion.

The current property owner’s choice to now raze the house, does not conflict with the terms of the agreement of sale, according to the defendants’ attorneys.

Even if it did, Pennsylvania law states that any agreements within an agreement of sale merge with the deed, under the well-known Merger Doctrine, as further described in the defendant’s preliminary objections, according to the motion.

The subsequent deed, which was curiously omitted from the plaintiff’s complaint, contains no restriction on the defendant’s ability to raze the house, the motion states.

The primary reason there is no restriction in the deed is because that restriction was expressly rejected during negotiations. It is contrary to the most basic principles of contract law to allow a seller to accept $1.8 million for a negotiated agreement and then, years later, seek to judicially renegotiate that deal, according to the motion.

The seller can’t now use the court system to bypass the bargain they actually made in favor of one they failed to secure, according to the motion.

Alvico’s motion for preliminary injunction, made against the wrong party, which simply states, in conclusionary fashion, some of the elements required for a preliminary injunction, has no basis in law or fact, the motion states.