William Penn Partnership, Robert M. Hoyt

Summary

The Supreme Court of Delaware affirmed the Court of Chancery’s determination that the Lingos, acting through William Penn Partnership, failed to establish the entire fairness of the Beacon Motel sale because they manipulated the process and withheld material information while standing on both sides of the transaction. The court also affirmed the award of attorneys’ fees, expert expenses, and costs because the Lingos’ faithless prelitigation conduct constituted a breach of loyalty and justified equitable fee-shifting. The award was reviewed for abuse of discretion, while the underlying factual findings were reviewed deferentially.