Pittman v. Grand Strand Entertainment, Inc., No. 25969.

CourtUnited States State Supreme Court of South Carolina
Writing for the CourtToal
Citation611 S.E.2d 922,363 S.C. 531
PartiesBen R. PITTMAN, on behalf of himself and all other shareholders of Grand Strand Entertainment, Inc., Appellant, v. GRAND STRAND ENTERTAINMENT, INC., d/b/a Legends In Concert of Myrtle Beach, John Stuart and Legends in Concert, Inc., Defendants, of Whom John Stuart is, Respondent.
Docket NumberNo. 25969.
Decision Date11 April 2005
611 S.E.2d 922
363 S.C. 531
Ben R. PITTMAN, on behalf of himself and all other shareholders of Grand Strand Entertainment, Inc., Appellant,
v.
GRAND STRAND ENTERTAINMENT, INC., d/b/a Legends In Concert of Myrtle Beach, John Stuart and Legends in Concert, Inc., Defendants,
of Whom John Stuart is, Respondent.
No. 25969.
Supreme Court of South Carolina.
Heard February 3, 2005.
Decided April 11, 2005.

C. Scott Masel, of Newby Pridgen Sartip & Masel, of Myrtle Beach, for Appellant.

Page 923

Henrietta U. Golding, of McNair Law Firm, of Myrtle Beach, for Respondent.

Chief Justice TOAL.


This case was certified for review pursuant to 204(b), SCACR. The underlying litigation began when Appellant Ben R. Pittman (Pittman) brought an action against Grand Strand Entertainment, Inc., d/b/a Legends In Concert of Myrtle Beach, Respondent John Stuart (Stuart), and Legends In Concert, Inc., seeking injunctive relief and damages for misappropriation of corporate opportunity and breach of contract. The parties resolved all claims involving the corporations in arbitration. Following arbitration, however, Pittman pursued claims against Stuart as an individual. Eventually, both Pittman and Stuart moved for summary judgment, and the court granted summary judgment in favor of Stuart. Pittman appeals. We affirm.

FACTUAL/PROCEDURAL BACKGROUND

In 1994, Pittman and Stuart began making plans to open a live musical show, named "Legends in Concert," in Myrtle Beach, South Carolina. Stuart, president and sole shareholder of Legends In Concert, Inc. (Legends), a Nevada corporation, created and produced the show. Pittman, a stockbroker and entrepreneur who had an interest in the entertainment business, offered to raise the capital needed to open the show in Myrtle Beach.1

To raise the capital, Pittman formed a corporation named Grand Strand Entertainment, Inc. (Grand Strand). Through a public offering of stock, the corporation would raise money to open and run the show.2 The corporation was formed in January 1995, with Pittman as its sole incorporator.

On March 26, 1995, Grand Strand and Legends entered into a licensing agreement.3 The purpose of the agreement was to give Grand Strand licensing and intellectual property rights to produce the Myrtle Beach show, in exchange for raising capital to fund the show's opening and operation. More specifically, the agreement provided that Grand Strand would "raise between $500,000 and $1,000,000 dollars to develop, stage, open, and operate the show ... for a minimum of a one year run."

The parties signed the agreement even though it contained deadlines that were to be met before the date the agreement was signed. The agreement included, in part, the following terms:

a) [Legends] shall commence operation in Myrtle Beach by planning, staging rehearsing and opening [the show] through supplying its own lighting, equipment and technical support, personnel, acts, talent and through accepting preliminary cash receipts from Grand Strand in the amount of $200,000 on or before March 30th, by payment of $100,000.00 on or before March 10th and the balance by March 30th.

b) Grand Strand will promptly register its SCOR offering and raise sufficient funds to complete capitalization of [the show] which shall include all pre-production opening costs and ongoing operating expenses, and in any event, shall not be less than $300,000.00 but is likely to be $1,000,000.00....

c) Grand Strand will register the SCOR offering to finance the Myrtle Beach operation on or before June 1, 1995, in order to fully capitalize [the show] by not later than August 31st, 1995.

d) In the event that Grand Strand fails to perform or does not perform in a timely fashion, Legends shall have the right to continue to operate the Myrtle Beach

Page 924

production as a production of [Legends]....

(Emphases added). The agreement also gave Legends the right to terminate the agreement if Grand Strand materially breached any of the terms.

Just two days after the agreement was signed, the show opened. At this time, Grand Strand had yet to pay Legends any money as outlined in the agreement. Therefore, Legends, not Grand Strand, funded all pre-production costs and was solely responsible for financing the show's opening. But according to Pittman, Stuart told him not to worry about the dates in the licensing agreement; Stuart just wanted Pittman to facilitate the SCOR in order to raise capital. In response to a conversation they apparently had about the missed deadlines, Pittman sent Stuart a fax, dated March 28, 1995, which provided as follows:

Since you have asked me not to concentrate on the $200,000 since we got the show open without it and the license was so long in the making, I will now go ahead and concentrate on the SCOR offering ASAP per you [sic] request.... As you said Sunday about the license agreement when I wanted to make sure the $200,000 was not an issue ..., this is all a matter of trust and I really do trust you and hope that the same always applies to me.

The SCOR offering never occurred. Grand Strand did, however, issue Stuart 120,000 shares of stock. On April 17, 1995, a week after the stock was issued, Stuart sent...

To continue reading

Request your trial
27 practice notes
  • Miller v. Blumenthal Mills, Inc., No. 4013.
    • United States
    • United States State Supreme Court of South Carolina
    • July 5, 2005
    ...issue as to any material fact and the moving party is entitled to judgment as a matter of law. Pittman v. Grand Strand Entm't, Inc., 363 S.C. 531, 611 S.E.2d 922 (2005); B & B Liquors, Inc. v. O'Neil, 361 S.C. 267, 603 S.E.2d 629 (Ct.App.2004). In determining whether any triable issue of fa......
  • Queen's Grant v. Greenwood Development, No. 4101.
    • United States
    • Court of Appeals of South Carolina
    • April 10, 2006
    ...appellate court applies the same standard that governs the circuit court under Rule 56(c), SCRCP. Pittman v. Grand Strand Entm't, Inc., 363 S.C. 531, 536, 611 S.E.2d 922, 925 (2005). Summary judgment is proper when there is no genuine issue as to any material fact and the moving party is en......
  • Moore v. Weinberg, No. 4209.
    • United States
    • Court of Appeals of South Carolina
    • February 20, 2007
    ...issue as to any material fact and the moving party is entitled to judgment as a matter of law." Pittman v. Grand Strand Entm't, Inc., 363 S.C. 531, 536, 611 S.E.2d 922, 925 (2005); Eagle Container Co., LLC v. County of Newberry, 366 S.C. 611, 622 S.E.2d 733 (Ct.App. 2005); B & B Liquors, In......
  • Singleton v. Sherer, No. 4346.
    • United States
    • Court of Appeals of South Carolina
    • February 25, 2008
    ...issue as to any material fact and the moving party is entitled to judgment as a matter of law." Pittman v. Grand Strand Entm't, Inc., 363 S.C. 531, 536, 611 S.E.2d 922, 925 (2005); Young v. South Carolina Dep't of Disabilities & Special Needs, 374 S.C. 360, 649 S.E.2d 488 (2007); Henderson ......
  • Request a trial to view additional results
27 cases
  • Miller v. Blumenthal Mills, Inc., No. 4013.
    • United States
    • United States State Supreme Court of South Carolina
    • July 5, 2005
    ...issue as to any material fact and the moving party is entitled to judgment as a matter of law. Pittman v. Grand Strand Entm't, Inc., 363 S.C. 531, 611 S.E.2d 922 (2005); B & B Liquors, Inc. v. O'Neil, 361 S.C. 267, 603 S.E.2d 629 (Ct.App.2004). In determining whether any triable issue of fa......
  • Queen's Grant v. Greenwood Development, No. 4101.
    • United States
    • Court of Appeals of South Carolina
    • April 10, 2006
    ...appellate court applies the same standard that governs the circuit court under Rule 56(c), SCRCP. Pittman v. Grand Strand Entm't, Inc., 363 S.C. 531, 536, 611 S.E.2d 922, 925 (2005). Summary judgment is proper when there is no genuine issue as to any material fact and the moving party is en......
  • Moore v. Weinberg, No. 4209.
    • United States
    • Court of Appeals of South Carolina
    • February 20, 2007
    ...issue as to any material fact and the moving party is entitled to judgment as a matter of law." Pittman v. Grand Strand Entm't, Inc., 363 S.C. 531, 536, 611 S.E.2d 922, 925 (2005); Eagle Container Co., LLC v. County of Newberry, 366 S.C. 611, 622 S.E.2d 733 (Ct.App. 2005); B & B Liquors, In......
  • Singleton v. Sherer, No. 4346.
    • United States
    • Court of Appeals of South Carolina
    • February 25, 2008
    ...issue as to any material fact and the moving party is entitled to judgment as a matter of law." Pittman v. Grand Strand Entm't, Inc., 363 S.C. 531, 536, 611 S.E.2d 922, 925 (2005); Young v. South Carolina Dep't of Disabilities & Special Needs, 374 S.C. 360, 649 S.E.2d 488 (2007); Henderson ......
  • Request a trial to view additional results

VLEX uses login cookies to provide you with a better browsing experience. If you click on 'Accept' or continue browsing this site we consider that you accept our cookie policy. ACCEPT