Saint Tropez
Multifamily property — sponsored by Megatel (MCI Exchange)
Files with the SEC as MCI Exchange Saint Tropez A Series, DST
Minimum investment
$48k
Offering size
$47.5M
How much has sold
7.0%
Asset type
Multifamily property
Location
Not stated
Financing
All cash. This offering reports no mortgage debt.
Sponsor-reported, from SEC filings and cited sources.
What is this, in one paragraph?
Saint Tropez is a Delaware statutory trust — a structure that lets 1031 exchangers own a fractional interest in real estate — sponsored by Megatel's MCI Exchange arm and raising up to $47.5 million from accredited investors as of its March 22, 2024 Form D.1 The filing does not identify the underlying multifamily property, any tenant, or how the Trust is financed.
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These links support the historical public record; individual details may come from different sources.
On a 45-day clock? Find day 45 and day 180 from the sale date, then come back to this record.
What exactly is the property?
The Form D names only the Trust; it identifies no parcel, address, or building.1 Megatel broke ground on June 15, 2022 on a Saint Tropez residential community of more than 1,000 acres east of Lake Houston, planned for 4,500 single-family lots plus multifamily units.2 The public record does not establish that this Trust owns that community, so the asset behind the Offering remains undisclosed.
Who is the tenant, and what's the lease?
No tenant, operator, or lease structure appears in the public filing.1 A multifamily program's income normally comes from many resident leases rather than one corporate tenant, but nothing on the public record describes the rent roll, occupancy, or management arrangement here.
How did it end?
Closed to new investment · still operating
No public exit announcement found; the Saint Tropez A Series DST completed its Form D raise on Mar 22, 2024, with only the initial Form D filing on SEC EDGAR (no amendment, no 8-K, no press release indicating sale, 721 conversion, or foreclosure), and the underlying Saint Tropez master-planned community in Huffman, TX is still in active development by Megatel Homes (source: SEC EDGAR CIK 2012979; megatelhomes.com Saint Tropez community page).
Underlying physical property and its address are not publicly disclosed in news, sponsor newsrooms, or trade press reviewed. Sponsor-related addresses found are for the trust itself (HQ 2101 Cedar Springs Rd., Ste. 700, Dallas, TX 75201; legal c/o Sorensen Entity Services LLC, 1201 N. Orange St., Ste. 7044, Wilmington, DE 19801) and the sponsor at 1560 E. Southlake Blvd., Ste. 1000, Southlake, TX 76092.
Supporting evidence
Counted on Megatel (MCI Exchange)’s Record Card as: Still operating Document
How is it financed, and what does it pay?
The public filing says nothing about a mortgage, a lender, or whether the Trust uses debt at all.1 Whether an investor would be buying into an all-cash or a leveraged structure is set out only in the private placement memorandum, the confidential offering document given to prospective investors.
Who's behind it?
Megatel (MCI Exchange) is the 1031 arm of Dallas-based homebuilder Megatel Homes, which announced its move into DST private placements in June 2019 alongside a "Rent Back" program aimed at stabilized multifamily. The Form D names MCI DST-Sponsor LLC as promoter and MCI Exchange Saint Tropez A Series ST LLC as signatory trustee, with Armin Afzalipour and Arash Afzalipour listed as co-presidents.1
- Sponsor
- Megatel (MCI Exchange)
- Legal Trust name
- MCI Exchange Saint Tropez A Series, DST
- May convert to a REIT
- No
- Offerings from this sponsor
- 2 active / 6 total offerings from Megatel (MCI Exchange)
Reported by the sponsor. Top1031 does not independently audit sponsor-reported figures.
What does the paperwork say?
A single Form D covers this Offering; the issuer reported a first sale on March 11, 2024 and stated the raise was not intended to last more than one year.1 Rule 506(b) means it may be sold privately to accredited investors — those meeting SEC income or net-worth tests — without public advertising.
- Form D filedFirst and latest filing on record.
- Filings on record
- 1
- How it may be offered
- Rule 506(b)Not advertised publicly. Offered through existing relationships.
- Source filing
- Read the filings on SEC EDGAR
A Form D is the notice a sponsor files when it starts raising money. A Form D filing does not mean the SEC approved, endorsed, or verified the offering.
DST interests are illiquid private securities. You may lose some or all of your investment. Distributions, tax treatment, and exit timing are not guaranteed. Review the current Private Placement Memorandum before investing.
Common questions
What happened to Saint Tropez?
Top1031 lists Saint Tropez as historical. It is no longer raising money.
Where does Top1031 get the data for Saint Tropez?
Top1031 builds this record from the sponsor’s own SEC filings and cited sponsor disclosures. Filings can lag what is happening now. A Form D filing does not mean the SEC approved, endorsed, or verified the offering.
What property does this Trust actually own?
The public record does not say. The March 22, 2024 Form D identifies the issuer as MCI Exchange Saint Tropez A Series, DST and gives a Dallas principal office, but names no parcel, address, or building. Megatel operates a Saint Tropez new-home community at 31220 Casanova Drive in Huffman, Texas, and its own community page shows homes selling there, but neither that page nor the SEC filing states that the Trust owns it. Treat the property identification as unresolved until the PPM confirms it.
Is Saint Tropez still open to new investors?
Top1031's pipeline data shows this Trust in raising status, with a total offering of $47,500,000 reported on the March 22, 2024 Form D. Only one filing is on record, and the issuer stated the offering was not intended to last more than one year, so a prospective investor should confirm current availability with the sponsor or the selling broker-dealer before committing exchange funds.
What is the minimum investment?
The Form D filed March 22, 2024 reported a minimum outside-investor commitment of $47,500. Minimums stated in a Form D are as of the filing date and can differ from what the private placement memorandum sets for a later closing.
What does Rule 506(b) mean for me as an exchanger?
506(b) is the private-placement exemption that lets an issuer sell without registering with the SEC, but only through existing relationships — no general advertising or public solicitation. In practice you learn about a 506(b) DST through a broker-dealer or registered representative, and you must be an accredited investor, meaning you meet SEC income or net-worth thresholds.
How much debt is on the Trust?
Unknown from public sources. The Form D discloses no mortgage, lender, loan-to-value, or capitalization detail, and Top1031's leverage field for this Trust is unknown. Debt terms, any lender, and whether distributions are projected at all would be disclosed only in the private placement memorandum.
Can this Trust convert into a REIT interest later?
Top1031's data records no 721/UPREIT exit feature for this Trust — that is the structure where a DST interest is later exchanged for operating-partnership units in a REIT. Any exit path, including a sale of the property, would be described in the PPM; no exit or completed outcome has been reported for this Trust.
Chapter 9Saint Tropez | Huffman, TX — Development Update Q1Sponsor-published Q1 2025 drone footage of the Saint Tropez lagoon community showing continued construction and home inventory in the community backing the DST. Megatel Homes LLC breaks ground on 1,000-acre lagoon community east of Lake HoustonHyperlocal news report covering Megatel Homes' June 15 groundbreaking of the 1,000-acre Saint Tropez lagoon community east of Lake Houston, confirming the property location backing the DST. Megatel Homes Begins Construction of $2 Billion Lagoon Community in HoustonPress release announcing Megatel Homes broke ground on Saint Tropez, a $2B, 1,000+ acre master-planned lagoon community in Houston spanning 4,500 single-family lots and multifamily units — the underlying property backing the Saint Tropez A Series DST.