Hayworth Tanglewood
Crew / KHCA track. Bought 30 Jun 2022 for $105.5 million. PPM 7 Jul 2022, $76.8 million. Delaware Chancery stay denied 15 Jan 2026.
- Asset
- 246-unit Class A mid-rise · The Hayworth · 1414 Wood Hollow Drive, Houston, TX 77057. 3.08 acres; one six-story building over a two-level garage plus two three-story townhomes; ~351,000 SF NRA (PPM). ~92% occupied 27 Jun 2022.
- PSA
- 11 Apr 2022 · TDC Tanglewood Real Estate Owner, L.L.C. → Versity Invest · $105,500,000 · earnest $750,000 + $750,000
- Purchase
- 30 Jun 2022 · $105,500,000 from TDC Tanglewood Real Estate Owner, L.L.C. (PPM / PSA / circular / Delaware opinion)
- Trust Agreement
- 29 Jun 2022 (IB complaint). IB 100% at close · Sorensen Entity Services Delaware Trustee · Hayworth Tanglewood ST Signatory Trustee. TA itself is image-only in the IB exhibit bundle.
- Senior mortgage
- TC Debt Opportunities, LLC · $48,000,000 · 5.25% · 7-year term from 30 Jun 2022 with one 1-year extension (1% fee) · interest-only first four years, then 30-year amortization. Servicing 2 bps/year; 1% origination; 0.50% exit. Circular names the same coupon and $48 million and does not name the lender; it dates the loan 30 Jun 2022–30 Jun 2029 and interest-only through 31 Jul 2026.
- Master lease
- 30 Jun 2022 · DST → Hayworth Tanglewood LeaseCo · original term 7 years 3 months + three 5-year autos. Year-1 Stated Rent $3,070,695. Bonus Rent 50% of total operating income above the year-1 threshold $9,148,179.
- Property management
- Book and Ladder LLC · exclusive · 2.5% of Monthly Gross Revenues + quarterly incentive ($0.25 per dollar of NOI above budget). 1-year term, auto-renew. PMA §6.8 makes Versity Invest a third-party beneficiary. Tanya Muro signed both sides.
- PPM
- 7 Jul 2022 · Maximum Offering Amount $76,767,365 · min $50,000 · WealthForge exclusive managing BD · 9.30% load ($7,140,000). Post-close form; matches Form D. Circular later lists up to $77,578,947.
- Circular (30 Jun 2023)
- Offering up to $77,578,947. 33.32% of beneficial interests remaining · occupancy ~81%. Sponsor disclosure.
- Initial beneficiary
- Hayworth Tanglewood IB, LLC · capital contribution $58,959,026.60 (complaint). Of that, bridge lender $50,089,148.27 and EquityCo $8,869,878.33 (fn 3). PPM states the $50.09 million slice. Opinion recites “over $58 million.”
- Offering
- Form D 11 Jul 2022 · first sale yetToOccur · $76,767,365 · CIK 0001937120. Circular lists up to $77,578,947.
- Selling group
- Form D lists no commissioned sellers (
yetToOccur). PPM names WealthForge exclusive managing BD. Pull the subscription ticket if an interest was placed. - Fees (PPM)
- Acquisition fee $4,747,500 to sponsor. Asset management 1% of gross (year-1 estimate $93,575). Property management 2.5% (Book & Ladder). Disposition fee at market broker rates to the master tenant (none if net proceeds < Maximum Offering Amount).
- Bridge (PPM / complaint)
- $50,089,148.27 via Versity EquityCo II / Hayworth Tanglewood IB from a revolving back-end facility (PPM and complaint fn 3). Default on an unrelated loan may require Hayworth proceeds to pay that facility. Estimated fees/interest to EquityCo ~$1,110,716. Complaint defines the bridge lender as Knights Hill Ireland II DAC and KHCA Funding LLC.
- Side letter
- 30 Jun 2022. LeaseCo pays excess revenue and disposition/financing/construction fees to Hayworth Tanglewood IB until Full Redemption. KHCA Funding LLC (admin and collateral agent) and the lenders are express third-party beneficiaries. $100,000 working-capital withhold if no event of default.
- Exit (PPM)
- Signatory Trustee may sell or run a 721 UPREIT — cash at independent appraisal or OP units. Trustee canvasses investors and is not bound. No investor vote on a sale.
- Lender overlay
- KHCA ~$56 million unpaid bridge on Vintage + Walk + One on 4th + Hayworth. First mortgage is the separate $48 million TC Debt Opportunities loan.
- Listing (complaint)
- About 8 May 2025 at $88 million. Walker & Dunlop call for offers 27–29 May 2025. Allegation that a sale was imminent as of the 30 Jun 2025 filing.
- Delaware
- [Hayworth Tanglewood IB v. Hayworth Tanglewood DST](/cases/de-2025-0748-sem/), C.A. 2025-0748-SEM
Stay denied 15 Jan 2026; defense counsel later withdrew. Opinion names the NY KHCA action as the parallel $56 million bridge-lender case. Capital Square webinar target with Vintage, Walk, and One on 4th.
The PSA is dated 11 Apr 2022 (exhibit). Seller TDC Tanglewood Real Estate Owner, L.L.C.; buyer Versity Invest. Purchase price $105,500,000. DST formed 31 May 2022. Trust Agreement 29 Jun 2022. Closed 30 Jun 2022 at that same price.
The PPM is dated 7 Jul 2022, a week after close. Sponsor named: Versity Invest. WealthForge is the exclusive managing BD. Load 9.30%. Acquisition fee $4,747,500 to the sponsor. Maximum Offering Amount $76,767,365, matching Form D. The VIP Bonds circular later lists up to $77,578,947. Occupancy about 92% as of 27 Jun 2022 (PPM); the circular says about 81% as of 30 Jun 2023.
First mortgage $48,000,000 from TC Debt Opportunities, LLC. 5.25%. Seven years from 30 Jun 2022 with a one-year extension option (1% fee). Interest-only the first four years, then 30-year amortization. The circular uses the same coupon and principal and does not name the lender; it dates the loan through 30 Jun 2029 and interest-only through 31 Jul 2026. PPM is the named-lender record.
Same-day master lease: DST to Hayworth Tanglewood LeaseCo. Original term 7 years 3 months, then three five-year autos unless the tenant opts out. Base Rent is the note payments, paid to the lender. Year-1 Stated Rent $3,070,695. Bonus Rent is 50% of total operating income above the year-1 threshold $9,148,179. Book & Ladder exclusive PM at 2.5% of Monthly Gross Revenues. Tanya Muro signed both sides of the PMA.
The IB complaint puts the capital contribution at $58,959,026.60: bridge lender $50,089,148.27 plus EquityCo $8,869,878.33. The PPM states the $50.09 million slice. The 15 Jan 2026 opinion recites “over $58 million.” Default on the revolving facility, including a loan unrelated to Hayworth, may require Hayworth syndication proceeds to pay that facility. The revolving mezz is named Crayhill in the circular. The complaint defines the bridge lender as Knights Hill Ireland II DAC and KHCA Funding LLC. Allegations as to how the money was later used.
Same-day 30 Jun 2022 side letter (complaint Exhibit D): LeaseCo pays excess revenue and the disposition / financing / construction fees to Hayworth Tanglewood IB until Full Redemption. KHCA Funding LLC, as administrative and collateral agent, and the lenders are express third-party beneficiaries. $100,000 working-capital withhold if no event of default.
Form D listed no first sale and no Item 12 recipients. The PPM still names WealthForge as exclusive managing BD. As of 30 Jun 2023 the circular says 33.32% of interests remained. Sponsor disclosure. The IB complaint alleges about $37.7 million of about $77.9 million sold, about $20.1 million of allocated net proceeds paid to the bridge lender, and that the IB still holds no less than 60%. PPM offering $76,767,365; circular up to $77,578,947; complaint about $77.9 million. Listed about 8 May 2025 at $88 million (complaint).
PPM exit: the Signatory Trustee may sell or run a 721 — cash at independent appraisal or OP units. The trustee canvasses investors and is not bound. No investor vote on a sale.