Bittmint, LLC v. Lynda H. Johnson

THIS OPINION HAS NO PRECEDENTIAL VALUE. IT SHOULD NOT BE
CITED OR RELIED ON AS PRECEDENT IN ANY PROCEEDING
EXCEPT AS PROVIDED BY RULE 268(d)(2), SCACR.

THE STATE OF SOUTH CAROLINA
In The Court of Appeals

Bittmint, LLC and Harbour Town Surf Shop, LLC,
Appellants,

v.

Lynda H. Johnson, Charles S. Giannone, and Sea Pines
Resort, LLC, Respondents.

Appellate Case No. 2022-000867

Appeal From Beaufort County
Bentley Price, Circuit Court Judge

Unpublished Opinion No. 2025-UP-273
Heard April 7, 2025 – Filed July 30, 2025

REVERSED

Mike W. Mogil, of Law Ofc. of Michael W. Mogil, P.A.,
of Hilton Head Island; Ian S. Ford and Ainsley Fisher
Tillman, both of Ford Wallace Thomson, LLC, of
Charleston; Edward Michael Kubec, of Novit &
Scarminach, PA, of Hilton Head Island; and Maureen T.
Coffey, of Bluffton; all for Appellants.

George Trenholm Walker and John Phillips Linton, Jr.,
both of Walker Gressette Freeman & Linton, LLC, of
Charleston, for Respondents.
PER CURIAM: Bittmint, LLC and Harbour Town Surf Shop, LLC (collectively,
Bittmint) appeal the circuit court's grant of directed verdict in favor of sellers
Lynda H. Johnson, Charles S. Giannone, and Sea Pines Resort, LLC (collectively,
Respondents). Bittmint argues the circuit court erred in granting directed verdict
because (1) it decided a fundamental question of fact on directed verdict, (2) the
right of first refusal was an unreasonable restraint on the alienation of property, (3)
Respondents' liability could be inferred from the evidence, and (4) the right of first
refusal was nontransferable. Bittmint also argues this court should reverse the
circuit court's award of attorney's fees to Respondents. We reverse the circuit
court's grant of directed verdict to Respondents and its award of attorney's fees.

FACTS AND PROCEDURAL HISTORY

Sea Pines Resort's (Resort's) claimed right of first refusal was created in 1973
when Lighthouse Beach Company planned to develop commercial property on
Hilton Head Island and recorded commercial use covenants (the 1973 Covenants)
as part of that development. The 1973 Covenants are recorded in Book 206, at
page 1143, of the Beaufort County Register of Deeds. The right of first refusal
appears in section 19 of the 1973 Covenants and states:

In the event the owner desires to sell a Commercial
Property site on Hilton Head Island together with its
improvements, if any, then said property shall be offered
for sale to the Company at the same price at which the
highest bona fide offer has been made for the property,
and the said Company shall have thirty (30) days within
which to exercise its option to purchase said property at
this price; and should the Company fail or refuse, within
thirty (30) days after receipt of written notice of the price
and terms, to exercise its options to purchase said
property at the offered price, then the owner of said
property shall have the right to sell said property, subject,
however, to all covenants and limitations herein
contained, at a price not lower than that at which it was
offered to the Company.

The 1973 Covenants define the term "the Company" as "Lighthouse Beach
Company, its successors and assigns."
Lighthouse Beach Company was dissolved in 1975. In 1977, the Prospect
Company, which was the liquidating partner of Lighthouse Beach Company,
assigned Lighthouse Beach Company's option to repurchase property within Sea
Pines Plantation to Sea Pines Planation Company. The assignment stated that it
assigned to Sea Pines Planation Company "all rights, obligations, benefits,
including the right to waive, all repurchase options in real property within Sea
Pines Plantation on Hilton Head Island in Beaufort County, South Carolina, which
was owned, possessed, and seized unto Lighthouse Beach Company." Sea Pines
Plantation Company filed for bankruptcy in 1986. In 2006, Resort bought property
owned by Sea Pines Company, Inc. f/k/a Sea Pines Plantation Company, Inc.; Sea
Pines Forest Preserve Conservation Association, Inc.; Tide Pointe, Inc.; Sea
Pines/Tide Pointe, Inc.; Sea Pines Real Estate Company, Inc.; Lighthouse Realty,
Inc.; RG Subsidiary Corporation; The Fifth Golf Course Club, Inc.; and Sea Pines
Associates, Inc.1

In 2018, Bittmint filed an amended complaint against Respondents that included
causes of action to set aside a deed of sale from Johnson and Giannone (Sellers) to
Resort and for breach of contract against Sellers. Claims against Resort included
causes of action for interference with a contractual relationship and interference
with prospective contractual relations. The complaint further asserted the claimed
right to purchase violated the common law rule against perpetuities; was an invalid
assignment; was unenforceable as violative of the statute of repose; and interfered
with the third-party rights of Harbor Town Surf Shop, the intended beneficiary of
Bittmint's contract of sale. With respect to this contract of sale, Bittmint, which
owned Harbour Town Surf Shop, LLC, alleged that on March 17, 2017, it entered
into a written contract with Sellers to purchase Shop 6 and Shop 8 of the Mariners
Way Horizontal Property Regime in Harbour Town (the Property), which is part of
Sea Pines Plantation. Bittmint stated it sent a request for waiver to Resort on April
14, 2017, "pursuant to historical transaction protocols regularly performed in real
estate settlement involving property with Sea Pines Plantation, without any
reference or knowledge of the source or authority of such [w]aivers." Resort
informed Bittmint and Sellers on May 2, 2017, that it planned to exercise its right
of first refusal to purchase the Property for $580,000, the price set forth in the
contract between Bittmint and Sellers. Bittmint alleged it notified Sellers it did not
believe Resort possessed a valid right of first refusal and that it planned to proceed

1
The deed from the 2006 sale to Resort was attached to an affidavit filed with
Respondent's motion for summary judgment, which Judge Jennifer McCoy denied.
The 2006 deed was not entered into evidence at trial, but it is included in the record
on appeal.
with the contract for sale. Sellers conveyed the Property to Resort in a deed
recorded on May 12, 2017.

Bittmint filed several motions in limine, including a motion arguing the circuit
court should restrict any evidence of the alleged right of first refusal because the
right found in the 1973 Covenants was void under the common law rule against
perpetuities. At the beginning of the trial, the circuit court denied Bittmint's
motion in limine on this issue, stating:

As for the motion in limine on behalf of [Bittmint] . . . to
exclude any discussion of evidence of right of first
refusal, to be quite honest with you, I think that's pretty
much the crux of the case. So, obviously, I'm going to
deny that and allow that as a question of fact for the jury
and I'm going to allow them to take that into
consideration.

During the trial, Amir Bitton testified he and Alon Mintz opened Harbour Town
Surf Shop in 2010, when they began leasing Shop 6, one of the shops that made up
the Property, from Sellers' mother, Lorraine Giannone. In 2015, Bitton and Mintz
signed an agreement to lease the Property from Lorraine for $54,250 per year
($4,520.83 per month). Bitton testified he and Mintz formed Bittmint as a real
estate company in 2014. He stated Bittmint bought a business and property in
Harbour Town called "the general store" in 2016. Bitton stated he was not aware
of anyone sending a waiver of the right of first refusal to Resort regarding the sale
of the general store, but he recalled reading something about the waiver in an email
he reviewed after the sale of the general store closed.

Bitton testified that after Lorraine died in 2016, he told Sellers that Bittmint
wanted to purchase the Property if they planned to sell it. He stated that he
negotiated with Sellers on the price of the Property until they agreed to $580,000 in
January 2017. Bitton stated Sellers asked Mintz to create a letter of intent to
inform Resort of the impending sale and that Sellers signed the letter drafted by
Bittmint's counsel, Michael Mogil. He testified he did not know about Resort's
right of first refusal at that point, although he knew some waivers were needed
from the Resort. Bitton read into the record the section of the contract of sale
stating that Sellers should obtain all appropriate waivers from Resort within thirty
days of the date of execution of the contract. He testified he did not know what
kind of waivers Sellers needed to obtain from Resort. Bitton testified Mogil
informed him that Resort planned to purchase the Property. He stated Bittmint
made an offer for $590,000 for the Property after learning Sellers planned to sell
the Property to Resort, but Sellers refused the offer. Bitton testified Harbour Town
Surf Shop was still a tenant at the Property, which Resort now owned. He testified
that if Bittmint had successfully purchased the Property, Harbour Town Surf Shop
would have paid Bittmint $500 a month after paying for expenses such as base
rent, taxes, and insurance.

Robert Bender, who was director of recreations and marine operations for Resort at
the time of the sale, testified Sellers informed him they planned to sell the Property
in 2016. Bender stated that in an August 24, 2016 email he requested Sellers
provide more details about the Property, such as square footage, a copy of any
leases, current rent, and regime fees. Bender confirmed that Sellers originally
wanted $460,000 for each shop, but by January 2017, the asking price was
$650,000 for the Property. He stated that in a January 18, 2017 email he informed
Cliff Mackin that Bittmint offered $585,000 for the Property and wrote "based on
my calculations [the Property] looks like something [Resort] should strongly
consider." Bender recalled that he attached a financial analysis of the Property to
the email. Bender testified that on February 1, 2017, he sent an email to Mackin
and Steve Birdwell stating Sellers informed him they planned to move forward
with the sale of the Property for $580,000. Bender stated Resort received the
contract for the sale of the Property to Bittmint on April 17, 2017, and decided to
exercise the right of first refusal in early May. Bender stated he had never seen a
piece of paper stating Resort had a right of first refusal but he understood it came
from Resort's covenants. On cross-examination, Bender testified Resort received a
request for waiver "and/or" assessments (the waiver form) from Bittmint on April
13, 2017. He testified that the waiver form stated, "The above referenced property
is hereby offered for sale to the company pursuant to the same terms and price
contained in the current contract of sale with the bona fide purchaser referenced
above." Bender testified the waiver form included information about the Property,
the seller, the purchaser, and the sales price. He stated the contract Resort received
on April 17, 2017, was the first time Resort had written notice of the terms of the
contract.

Johnson testified she learned about the right of first refusal five years earlier when
Sellers first started negotiations for the Property with Bitton and Mintz. Johnson
stated she did not give the letter of intent to Resort, but noted her lawyer may have
provided it. On cross-examination, Johnson testified she did not think her lawyers
sent the letter of intent to Resort and that if her lawyers did send the letter, she did
not know when it was sent. She also stated she discussed the right of first refusal
with Mintz before they entered a contract to sell the Property to Bittmint. She
testified she told Mintz that Resort might take the Property for $580,000, and
Mintz replied that Resort did not take commercial property.

Mintz testified he did not know what the right of first refusal was when Bittmint
purchased the general store. He stated Johnson told him that she gave the letter of
intent to Resort a week after it was signed on January 31, 2017. Mintz testified he
agreed to have Bittmint's attorney check on any waivers needed from Resort to
keep Johnson from accruing more legal fees. He stated he did not know about
Resort's right of first refusal at that point. Mintz stated he learned Resort planned
to purchase the Property when his attorney forwarded him an email from Resort on
May 2, 2017. Mintz stated Harbour Town Surf Shop suffered damages from the
canceled sale because instead of paying the mortgage and $500, it had to continue
paying base rent to Resort. He estimated that if Bittmint had bought the Property,
Harbour Town Surf Shop would have paid approximately $3,600 a month to
Bittmint for the mortgage plus an additional $500, but instead they still pay $4,500
to Resort; therefore, Bittmint lost approximately $900 a month. On
cross-examination, Mintz maintained that he did not know about the right of first
refusal until May 2017.

Mogil testified that Mintz asked him to obtain any waiver required by the contract
of sale between Sellers and Bittmint. He stated it was unusual for the purchaser's
side to obtain the waivers but Mintz asked him to handle the waivers because
Sellers asked Mintz to handle it. Mogil testified he asked his paralegal to send the
waiver form used in residential transactions, which Resort created. He recalled
sending the waiver form to Resort in early April 2017. He stated that on May 2,
2017, he received an email from Simon Fraser, an attorney for Resort, informing
him Resort elected to exercise its right of first refusal to purchase the Property.
Mogil testified he requested Fraser refer him to the covenant, by-law, or other
provision under which Resort elected to exercise the right of first refusal. Mogil
read Fraser's reply email into the record; it stated the right of first refusal appeared
in Deed Book 173, page 46; Deed Book 92, page 152; and Deed Book 128, page
185. Mogil told Fraser in a reply email that they needed to discuss the issue further
because the covenant references Fraser sent related to Class A residential sites.
Fraser replied that additional covenants applying to commercial lands appeared in
Deed Book 124, page 35; Deed Book 172, page 316; and Deed Book 209, page
1745. Mogil testified Fraser later emailed him the deed book page numbers for the
1973 Covenants, which appeared in Deed Book 206 at page 1143, and the 1977
assignment of rights to Sea Pines Plantation, which appeared in Deed Book 246 at
page 2087.
Mogil testified he reviewed all the covenants Fraser sent him and did not agree that
the right of first refusal had been assigned to Resort. Thus, he filed a lis pendens
and sent a letter to Sellers' attorney. A portion of Mogil's letter to Sellers, which
Mogil read into the record, stated, "There are a number of issues presented by the
exercise of the option, including a determination of exactly what rights Sea Pines
has, if any, and how those rights are to be exercised." He later filed this lawsuit on
behalf of Bittmint.

At the close of Bittmint's case, Resort moved for directed verdict as to all causes of
action in the complaint. Resort argued no breach of contract occurred because the
contract between Bittmint and Sellers required Sellers to obtain appropriate
waivers from Resort, and Resort never signed the waiver form. Resort also
contended no breach of contract occurred because the waiver form sent by Bittmint
included a separate offer to purchase the Property that Resort accepted. Resort
argued there was no tortious interference with a contract or intentional interference
with prospective contractual relations because no breach of contract occurred. It
further asserted no causes of action existed as to the alleged violation of the
common law rule against perpetuities or invalid assignment of rights. As to
Bittmint's cause of action to set aside the deed, Resort argued Bittmint alleged no
grounds, such as fraud or constructive trust, to support setting aside the deed.
Resort argued Harbour Town Surf Shop had established no basis for a third-party
beneficiary claim because the contract was not intended to benefit Harbour Town
Surf Shop. It further contended no affirmative claim exists as to a statute of repose
because such a statute provides only a defense. Resort additionally asserted
Bittmint did not carry its burden of proof as to damages.

In opposition to the motion for a directed verdict, Bittmint argued no evidence was
presented to establish Resort held a right of first refusal in the Property. Bittmint
argued it presented evidence of damages through the testimonies of Bitton and
Mintz that Harbour Town Surf Shop would have paid Bittmint $500 a month if
Bittmint had successfully purchased the Property. As to the third-party beneficiary
claim, Bittmint argued its contract with Sellers indicated Bittmint planned to take
the Property subject to the lease between Harbour Town Surf Shop and Sellers,
which demonstrated that the contract benefited Harbour Town Surf Shop.

After taking the matter under advisement, the circuit court asked whether Resort's
contention that it had a right of first refusal based on the assignment of the 1973
Covenants involved a question of fact or a question of law. Resort believed this
was a question of law and asserted Bittmint failed to prove Resort did not have the
right of first refusal. Bittmint's position was that the right of first refusal was never
assigned to Resort after the Sea Pines Plantation Company went into bankruptcy in
1986. When the circuit court questioned why Resort created the waiver form if no
such right of first refusal existed, Bittmint and Resort stated that only the
assignment of the 1973 Covenants created by Lighthouse Beach Corporation was
in question in this case, not all rights of first refusal created by other covenants
related to Sea Pines. The circuit court then stated the following,

I understand what your argument is, so correct me if I'm
wrong, that Sea Pines, obviously, moving forward has
developed a lot of property in the Resort, I would
assume. And in doing so, since they were the original
builders and developers, they get to create whatever
covenants that they want for these properties. Is there
anything that's indicating that for Harbour Town, which
was not developed by Sea Pines, it was developed by
Lighthouse, that they have been operating under the
auspices that they adopted the covenants and have been
living under those covenants because they didn't develop
the property and they can't change them because they
inherited them from Lighthouse?

So what I'm saying is this Sea Pines over here on this
side says well, as to Harbour Town, we're stuck, we don't
get to create new covenants because we inherited them
when we purchased the property out of bankruptcy from
Lighthouse, and so they are operating under that auspice
that they have no way of changing it because they can't,
But they can do whatever the heck they want over here
because they are the developer and they can create any
covenant that they want. It's over.

All right, I'll grant the motion for directed verdict.

When Bittmint asked for clarification, the circuit court responded:

Sea Pines has been working under the auspices that they
can't create anything new because they can't. They
purchased the rights and assigns from Lighthouse. So
they have created an entirely separate company, which is
real estate administration – not company, a sector of Sea
Pines, which sends these out to everybody that wants to
purchase the property because they know that they have
the right of first refusal as to those properties that they
inherited that were developed by Lighthouse.

The circuit court stated it granted the directed verdict to Respondents based on its
ruling that the right was assigned to Resort. Bittmint put on the record its
argument that a question of fact existed as to when the thirty-day period given to
Resort by the 1973 Covenants to exercise its right of first refusal commenced.
Bittmint argued Resort failed to exercise the right of first refusal within the
thirty-day period because Resort received the letter of intent in February 2017, but
failed to exercise the right until May 2017.

After Bittmint requested a ruling on the applicability of the rule against
perpetuities, the circuit court held that no breach of contract or tortious interference
with a contractual relationship occurred because Resort exercised its right of first
refusal. As to the rule against perpetuities, the circuit court stated it believed "that
Sea Pines received those rights [from the 1973 Covenants] from Lighthouse and
have been operating in the auspices for the entire time that they were, in fact,
bound by that obligation." The circuit court further stated it had already ruled on
the invalid assignment claim, would deny the cause of action to set aside the deed,
believed there were no damages to a third-party beneficiary, rejected any claim as
to a violation of the statute of repose, and found there was no claim for intentional
interference with a prospective contractual relationship. The circuit court then
issued a Form 4 order granting Respondents' motion for directed verdict.

Bittmint filed a Rule 59(e), SCRCP motion, which the circuit court denied.
Respondent filed a motion for attorney's fees and costs, along with an affidavit
from Respondents' counsel and a spreadsheet of costs from counsel's firm. The
circuit court granted Respondents' motion, awarding $96,614.25 in attorney's fees
and $7,004.39 in court costs for a total award of $103,618.64. This appeal
followed.

ISSUES ON APPEAL

1. Did the circuit court err in deciding a fundamental question of fact on directed
verdict in a jury trial?

2. Did the circuit court err in granting directed verdict because the right of first
refusal at issue was an unreasonable restraint on the alienation of property, as a
matter of law?
3. Did the circuit court err in granting directed verdict to Resort and Sellers
because their liability could be inferred from the evidence?

4. Did the circuit court err in granting directed verdict because the right of first
refusal at issue was non-transferable as a matter of law?

5. Did the circuit court err in awarding attorney's fees to Respondents because
directed verdict was improper?

STANDARD OF REVIEW

"When upon a trial the case presents only questions of law the judge may direct a
verdict." Rule 50(a), SCRCP. "In ruling on a motion for a directed verdict, the
[circuit] court is required to view the evidence and the inferences that reasonably
can be drawn therefrom in the light most favorable to the party opposing the
motion." All Saints Par. Waccamaw v. Protestant Episcopal Church in Diocese of
S.C., 385 S.C. 428, 442, 685 S.E.2d 163, 170 (2009). "If the evidence at trial
yields more than one reasonable inference or its inference is in doubt, the circuit
court must deny the motion for directed verdict . . . ." Kunst v. Loree, 424 S.C. 24,
38, 817 S.E.2d 295, 302 (Ct. App. 2018). "When ruling on a motion for a directed
verdict, the [circuit] court is concerned with the existence or non-existence of
evidence, not its weight." State v. Condrey, 349 S.C. 184, 190, 562 S.E.2d 320,
323 (Ct. App. 2002).

"The appellate court applies the same standard in reviewing the [circuit] court's
grant or denial of a motion for directed verdict." Newbern v. Ford Motor Co., 428
S.C. 310, 314-15, 833 S.E.2d 861, 864 (Ct. App. 2019). "This court will reverse
the circuit court's ruling on a directed verdict motion only when there is no
evidence to support the ruling or when the ruling is controlled by an error of law."
Chalfant v. Carolinas Dermatology Grp., P.A., 439 S.C. 372, 384, 887 S.E.2d 1, 7
(Ct. App. 2023) (quoting Turner v. Med. Univ. of S.C., 430 S.C. 569, 582, 846
S.E.2d 1, 7 (Ct. App. 2020)). "An appellate court will reverse the [circuit] court's
grant of a directed verdict when any evidence supports the party opposing the
directed verdict." Graves v. Horry-Georgetown Tech. Coll., 391 S.C. 1, 7, 704
S.E.2d 350, 354 (Ct. App. 2010). "[N]either the [circuit] court nor the appellate
court has authority to decide credibility issues or to resolve conflicts in the
testimony or evidence." Erickson v. Jones St. Publishers, LLC, 368 S.C. 444, 463,
629 S.E.2d 653, 663 (2006).

"Generally, attorney['s] fees are not recoverable unless authorized by contract or
statute." Am. Fed. Bank, FSB v. No. One Main Joint Venture, 321 S.C. 169, 175,
467 S.E.2d 439, 442 (1996). "When a contract exists, the award of attorney['s]
fees is left to the discretion of the [circuit court] and will not be disturbed unless an
abuse of discretion is shown." Id.

LAW AND ANALYSIS

Bittmint argues the circuit court erred in granting directed verdict for Respondents
because whether Resort possessed an enforceable right of first refusal over the
Property was a question of fact for the jury. We agree.

We hold the circuit court erred in granting Respondents' motion for directed
verdict because Bittmint presented evidence creating more than one reasonable
inference as to whether Resort had an enforceable right of first refusal in the
Property. See Kunst, 424 S.C. at 38, 817 S.E.2d at 302 ("If the evidence at trial
yields more than one reasonable inference or its inference is in doubt, the circuit
court must deny the motion for directed verdict . . . ."). In its complaint, Bittmint
alleged Sellers breached their contract with Bittmint when they conveyed the
Property to Resort. Respondents argued no breach of contract occurred because
the contract included a requirement to obtain waivers from Resort, and Resort
elected not to waive its right of first refusal when Bittmint submitted a waiver
form. Mogil testified that after he learned Resort planned to buy the Property he
asked for further evidence that the 1973 Covenants contained a right of first refusal
applicable to the transaction between Bittmint and Sellers. Bittmint entered into
evidence emails between Mogil and Fraser in which Mogil requested more
information regarding the covenants assigning Resort the right of first refusal.
Fraser responded with the deed book page numbers where Resort claimed the right
of first refusal appeared. Mogil testified he reviewed the pages in the deed book
that Fraser referenced and did not agree with Fraser's contention that the covenants
applied to the transaction in this case. During his testimony, Mogil also read from
a letter he sent to Sellers' attorney stating Resort had communicated it planned to
exercise a right of first refusal and that "[t]here [we]re a number of issues
presented by the exercise of the option, including a determination of exactly what
rights Sea Pines has, if any, and how those rights are to be exercised." This
evidence raised more than one reasonable inference as to whether Resort obtained
an assignment of the right of first refusal contained in the 1973 Covenants. See
Jones v. Leagan, 384 S.C. 1, 13, 681 S.E.2d 6, 12 (Ct. App. 2009) ("Sworn
testimony, albeit self-serving, is still evidence."). Therefore, viewing the evidence
in the light most favorable to Bittmint, we hold the circuit court erred in granting
directed verdict to Respondents.
Further, we find the evidence presented created more than one reasonable inference
as to whether Resort exercised its purported right of first refusal within the thirty
days required by the 1973 Covenants. The 1973 Covenants state "the said
Company shall have thirty (30) days within which to exercise its option to
purchase said property." This provision further states "should the Company fail or
refuse, within thirty (30) days after receipt of written notice of the price and terms,
to exercise its options to purchase said property at the offered price, then the owner
of said property shall have the right to sell said property." Bittmint alleged Sellers
provided Resort with a nonbinding letter of intent describing the sale of the
Property to Bittmint, including the sale price of $580,000, in early February 2017.
Mintz testified that Johnson told him she had given the letter of intent to Resort a
week after they signed it. However, Johnson testified she did not think her lawyers
sent the letter of intent to Resort and that if her lawyers sent the letter, she did not
know when they sent it. Bittmint and Sellers signed a contract for the sale of the
Property on March 17, 2017. Bittmint sent a copy of Resort's waiver form to
Resort on April 13 and a copy of the contract for sale on April 17. Resort
informed Bittmint it planned to exercise its right of first refusal to purchase the
Property in an email sent May 2, 2017. This testimony presents more than one
reasonable inference as to whether Resort exercised any enforceable right of first
refusal within thirty days of receiving written notice of the price and terms of the
sale as required by the 1973 Covenants. Bittmint produced testimony that Resort
received written notice when it received the letter of intent in February 2017, well
over thirty days before Resort notified Bittmint on May 2 that it planned to
purchase the Property. See Graves, 391 S.C. at 7, 704 S.E.2d at 354 ("An appellate
court will reverse the [circuit] court's grant of a directed verdict when any evidence
supports the party opposing the directed verdict."); Kunst, 424 S.C. at 38, 817
S.E.2d at 302 ("If the evidence at trial yields more than one reasonable inference or
its inference is in doubt, the [trial] court must deny the motion for directed
verdict."). Accordingly, we hold the circuit court erred in granting Respondent's
motion for directed verdict.

Because Respondents are no longer the prevailing parties based on our decision to
reverse the circuit court's grant of directed verdict in their favor, we reverse the
circuit court's award of attorney's fees. See Richland County v. Kaiser, 351 S.C.
89, 97, 567 S.E.2d 260, 264 (Ct. App. 2002) (reversing the award of attorney's fees
when, based on this court's reversal of the circuit court's findings, the respondents
were no longer the prevailing parties).

We decline to address Bittmint's remaining issues on appeal in light of our reversal
of the circuit court's grant of directed verdict. See Futch v. McAllister Towing of
Georgetown, Inc., 335 S.C. 598, 613, 518 S.E.2d 591, 598 (1999) (finding it was
not necessary to address the appellant's remaining issues when the disposition of a
prior issue was dispositive).

CONCLUSION

Based on the foregoing, the circuit court's grant of directed verdict and award of
attorney's fees to Respondents are

REVERSED.

KONDUROS, MCDONALD, and VINSON, JJ., concur.