Texas Global Equity Fund XII, LLC v. Breckenridge Development 2019, LLC

Texas Court of Appeals, 3rd District (Austin)·Decided April 17, 2026·No. 03-24-00308-CV·Published

Opinion

TEXAS COURT OF APPEALS, THIRD DISTRICT, AT AUSTIN

NO. 03-24-00308-CV

Texas Global Equity Fund XII, LLC, Appellant v.

Breckenridge Development 2019, LLC, Appellee

FROM THE 98TH DISTRICT COURT OF TRAVIS COUNTY NO. D-1-GN-23-002878, THE HONORABLE MADELEINE CONNOR, JUDGE PRESIDING

MEMORANDUM OPINION

Appellant Texas Global Equity Fund XII, LLC (TGE) appeals from the district court’s order granting appellee Breckenridge Development 2019, LLC (BD19)’s motion to dissolve prejudgment writs of garnishment that TGE had obtained against 22 entities that TGE believed owed money to BD19. In two issues on appeal, TGE argues that the district court abused its discretion by dissolving the writs of garnishment because (1) TGE had proven the statutory grounds for garnishment and (2) BD19’s extrinsic grounds for dissolution of the writs of garnishment lacked any basis in law or fact. For the following reasons, we will reverse the district court’s order dissolving the writs of garnishment, render judgment reinstating the writs, and remand the case to the district court for further proceedings consistent with this opinion.

BACKGROUND

In April 2022, TGE, an Austin-based real-estate investment firm, loaned seven million dollars to BD19, an Austin-based real-estate development company. The loan agreement required BD19 to use part of the loan proceeds to pay off a pre-existing loan between BD19 and Frost Bank (the Frost Loan), and it also required BD19 to provide TGE with annual financial statements and compliance certificates, as well as signed monthly borrowing base certificates. TGE’s managing director, Jared Mermis, testified at the hearing on the motion to dissolve that TGE “manages the life savings of several families,” and it needed this financial information from BD19 “to monitor the collateral” used for the loan and “make sure it’s intact and safe.”

Mermis further testified that from November 2022 through May 2023, BD19 failed to provide TGE with any of the required monthly borrowing base certificates, as well as the annual financial statements and compliance certificates for fiscal year 2022. Additionally, BD19 had failed to pay off the Frost Loan as required by the agreement. On May 8, 2023, TGE made a formal demand on BD19 to cure these and other defaults. After the time to cure had passed, TGE received the following email from BD19 manager Dan Fuchs, in which Fuchs explained BD19’s failure to file the required financial statements:

With regard to the year-end financials, we have had a large amount of turnover on the accounting team over the last 6 months, and that coupled with incremental initiatives to secure additional short-term funding to continue the business as a going concern has created strain on the accounting team being able to complete the financial statements at the company’s normal timeline.

....

As previously mentioned, providing focus to securing funding to continue as a going concern has been top priority. Once we secure such short-term funding, we

plan to devote substantial time to finalizing our financial statements and sending out to you and other creditors.

BD19 failed to provide the required documents to TGE or otherwise cure its default. As a result, TGE accelerated the debt and demanded immediate repayment of the loan. BD19 failed to make payment.

TGE subsequently filed suit against BD19, seeking recovery of the principal loan amount plus interest, which at that time was $7,575,926.01. Shortly after filing suit against BD19, TGE also filed ex-parte applications for prejudgment writs of garnishment against 22 entities that TGE believed owed money to BD19. TGE sought garnishment from these entities because it had concerns regarding BD19’s solvency moving forward. In a declaration attached to the applications for writs of garnishment, TGE manager Robert Gritz averred the following:

The debt that is the subject of the aforesaid suit is just, due, and unpaid.

Within my knowledge, Defendant does not possess property in Texas subject to execution sufficient to satisfy the debt. This garnishment is not sought to injure Defendant or Garnishee.

Prior to bringing suit, Plaintiff repeatedly made demands on Defendant to provide up to date financial information pursuant to the Loan Documents. Pursuant to the Loan Documents, Defendant covenanted to furnish Plaintiff with such information and statements, lists of assets and liabilities, tax returns, and other reports with respect to Borrower’s financial condition as Lender may request from time to time. However, Defendant continually refuses to provide the demanded information. After making demand that Defendant cure such defaults, Plaintiff declared an Event of Default as a result of Defendant’s failure to honor the Loan Documents and accelerated the debt making it then due and owing. Attached hereto as Exhibit A are true copies of the Loan Documents. Attached hereto as Exhibit B is Plaintiff's demand that Defendant cure its default. Attached hereto as Exhibit C is Plaintiff’s Declaration of Default, Notice of Acceleration, and Demand for Payment.

Defendant’s obligations under the Loan Documents are secured by (among other things) certain receivables and other personal property of BD 2019 more fully described in the Loan Documents and UCC financing statement (“Collateral”).

On information and belief, Defendant is insolvent or about to become insolvent, and is struggling (if not failing) to pay debts as they come due. Further, Defendant is believed to be misappropriating Plaintiff’s Collateral to fund its operations. On information and belief, Plaintiff’s Collateral is being diminished by Defendant and Plaintiff is materially at risk of becoming undersecured or unsecured in toto.

ln the suit against Defendant, Plaintiff has alleged that the unpaid principal and interest is currently due to Plaintiff in an amount of $7,575,926.0l, together with interest, attorneys’ fees, additional fees and costs of collection, and other costs which are continuing to accrue. As of May 30, 2023, $7,575,926.01 is just, due, and owing. Such debt is accruing interest at the rate of $3,452.05 per day.

The district court granted each of TGE’s applications for writs of garnishment and made the following findings of fact regarding each garnishment order:

Plaintiff Texas Global Equity Fund XII, LLC, as Lender, and Defendant Breckenridge Development 2019, LLC, as Borrower, executed (1) a Loan Agreement dated April 26, 2022; (2) a Security Agreement dated Apri1 26, 2022;

(3) a Term Promissory Note dated April 26, 2022; (4) a First Modification Agreement dated July 29, 2022; and (5) a Second Modification Agreement dated September 30, 2022 (collectively, and together with all other instruments and documents evidencing, securing, governing, guaranteeing or pertaining to the indebtedness, the “Loan Documents”);

Defendant’s indebtedness to Plaintiff pursuant to the Loan Documents became due on May 26, 2023, and is secured by, inter alia, certain accounts receivable of Defendant, including specifically Garnishee’s indebtedness to Defendant;

Defendant is in default under the Loan Documents, and Defendant is indebted to Plaintiff in the liquidated sum of $7,515,926.01, which represents unpaid principal and interest. 1 Interest, attorneys’ fees, additional fees and costs of

1 Some of the garnishment orders specified a different amount of principal and interest owed, specifically, $7,600,090.36. Although the record is unclear as to the reason for this

collection, and other costs are continuing to accrue;

Defendant’s debt to Plaintiff is just, due, and unpaid;

Within Plaintiff’s knowledge, Defendant possesses no property in Texas subject to execution sufficient to satisfy the debt;

If Garnishee’s indebtedness to Defendant is not immediately garnished, the collateral which secures payment of Plaintiff’s claims will likely be dissipated by the Defendant to Plaintiff’s prejudice; and

The garnishment is not sought to injure Defendant or Garnishee.

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Texas Global Equity Fund XII, LLC v. Breckenridge Development 2019, LLC, (Tex. Ct. App. 2026).

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