Evergreen Capital Associates LLC

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Evergreen Capital Associates LLC
CRD #312909
SEC #801-128686
CIK #
AUM 243.6 M (2026-03-28)
Employees 33 (45% Investors, 0% Brokers)
Fees
Minimum
Phone609-936-8046
Address101 Morgan Lane
Plainsboro, NJ 08536
Source [IAPD]
Total AUM ($M)
2502001501005002010201520212027
Fees and Compensation — Form ADV Part 2A (3/28/2026) [Brochure]
ITEM 5. FEES AND COMPENSATION

Evergreen receives compensation for services to Clients in the form of asset-based fees
(“Management Fees”) and/or performance-based fees or allocations (“Performance Fees”) which
are payable by the Client. Management Fees and Performance Fees are referred to collectively in
this Brochure as “Fees”. For a managed account client, Evergreen generally will invoice the Client
for its Fees which either will be deducted from the Account or paid outside the Account by the
Client.

For a private fund, Fees generally will be deducted directly from the assets of the Fund as directed
by Evergreen to the private fund’s administrator. Fees generally are payable in arrears after the
close of the applicable period.

Evergreen’s standard Fees are summarized below. The specific Fees applicable to a particular
Client are described in the governing investment management agreement, limited partnership
agreement, and/or the confidential offering memorandum, as applicable. Fees generally are not
negotiable; however, Evergreen reserves the right to charge certain Clients or investors Fees that
are higher, lower, or calculated differently than the standard Fees with the consent of the Client or
investor. Fees are waived or reduced for investments by Evergreen’s officers, directors, and
personnel.

Management Fees

Management Fees generally are equal to a percentage of the Net Asset Value of the Account as of
the end of each month, prior to reduction for the Performance Fee, accrued and payable monthly
in arrears. Management Fees typically are between 0% and 2% of Net Asset Value on an annual
basis. In the event that assets are withdrawn or redeemed from the Account during the month, the
Management Fee is pro-rated. Management Fees are payable regardless of whether trading for the
Account is profitable.

For purposes of calculating the Management Fee, “Net Asset Value” generally means total assets,
including all cash and cash equivalents, accrued interest, and the market value of all open positions
maintained in the Account, less all liabilities of the Account, inclusive of brokerage commissions,
other transaction charges, and custodial and interest expenses, and is determined in accordance
with accounting principles generally accepted in the United States. For certain managed accounts,
the Management Fee is charged based on the “nominal account size” of the Account (i.e., the
exposure level at which Evergreen may trade the Account, which will be greater than the Net Asset
Value or cash equity in the Account).

Performance Fees
Performance Fees generally are equal to a percentage of the Net New Profits (or a similar term),
if any, in the Account during each “Performance Period”, accrued and payable as of the end of
each Performance Period. Performance Fees are typically between 0% and 20% of Net New
Profits, and the “Performance Period” typically means each calendar quarter or calendar month, or
earlier to the extent that assets are withdrawn or redeemed from the Account on a date earlier than
quarter-end. For any Performance Period, “Net New Profits” generally means the sum of all realized
and unrealized profits and losses, minus the sum of Management Fees and other expenses. The
Performance Fee is subject to a “high water mark”, in that all cumulative net trading losses must
be recouped and new trading profits achieved before a Performance Fee is again payable in any

Evergreen Form ADV Brochure 2A March 26, 2026

Performance Period. The Performance Fee generally is calculated separately for each class of
interests in a private fund.

If a Client pays a Performance Fee to Evergreen for a Performance Period and the Client incurs
trading losses for a subsequent Performance Period, Evergreen will retain the amount previously
paid. Therefore, Evergreen may be paid a Performance Fee during a year in which the Client
overall incurred net trading losses. The Performance Fee will be based on unrealized, as well as
realized, trading gains. There can be no assurance that such gains will, in fact, ever be recognized
or that an Account will be profitable.

Additional Fees and Expenses

Clients will incur direct and indirect fees and expenses as described in the offering memorandum,
limited partnership agreement, investment management agreement, or other governing document.
Clients will pay brokerage expenses, inclusive of all out-of-pocket expenses in connection with
the execution and clearance of its transactions.

Evergreen and/or a Fund may pay service providers (e.g., administrators, sub-advisors, solicitors
and/or consultants) fees that are based on assets under management or account performance.
The Funds bear all ongoing costs associated with its operations, including but not limited to annual
audit and tax expenses, organizational, custody, legal, Administrator’s expenses, banking and
brokerage expenses, regulatory filing expenses, marketing-related expenses, as applicable, cost
related to the offering of shares, fees of independent directors, and a proportionate share of
exchange fees, market data, research, trading technology and operational systems related costs
and reasonably determined by Evergreen, and other expenses. The Funds may utilize sales agents
and purchaser representatives to solicit investors. Compensation, fees and/or expenses related to
such activities may be paid by or reimbursed to Evergreen, its affiliates and/or the Fund. Each
Class of Units/shares will incur and bear their proportional share of the fund’s operating costs and
expenses.

Evergreen may receive certain products and services from brokers in connection with the execution
of Client portfolio transactions with such brokers. See Item 12 – Brokerage Practices.

Evergreen may engage third party solicitors or placement agents from time to time. See Item 14
– Client Referrals and Other Compensation.

Evergreen Form ADV Brochure 2A March 26, 2026
Account Minimums and Types of Clients — Form ADV Part 2A (3/28/2026) [Brochure]
ITEM 7. TYPES OF CLIENTS

Evergreen provides investment advisory services to U.S. and non-U.S. funds. A Fund that accepts
U.S. investors ordinarily will require that any U.S. investor certify that it is an “accredited investor”
as defined in Regulation D under the Securities Act of 1933, as amended, a “qualified eligible
person” as defined in Rule 4.7 of the Commodity Futures Trading Commission (“CFTC”), and a
“qualified purchaser” as defined in Section 2(a)(51) of the Investment Company Act of 1940, as
amended or a “qualified client” as defined by Section 205 of the Advisers Act and Rule 205-3
thereunder. A Fund also may impose qualification requirements with respect to non-U.S.
investors. Investors generally are required to meet certain qualifications, such as net worth,
investment sophistication, and country of residence. The minimum initial investment in each Fund
is typically $100,000, although Evergreen may modify such minimum, subject to requirements of
applicable law, in its discretion.

Evergreen also may provide investment advisory services to Clients in separately managed
accounts. Such Clients may include institutional investors or private investment funds. Clients
must be “qualified eligible persons”, and if such Clients are charged Performance Fees, they also
must be “qualified clients”. The minimum investment required to open a managed account is
ordinarily $5,000,000, but Evergreen may modify such minimum amount in its discretion.

Evergreen Form ADV Brochure 2A March 26, 2026
Type Form D Funds Date Sold AUM
HF Ply Primus Fund USA LP 2023-08-04 83.3 M
HF The Doublewood XLIM Fund USA LP 2023-08-04 16.2 M
HF Kepler Strategic Fund LLC 2023-03-31 11.9 M
HF Tectonic Strategy Fund Australia LLC 2023-03-31 23.4 M
HF Kepler Strategic Fund LLC 2022-03-31 21.0 M
HF Tectonic Global Opportunities Fund LLC 2021-04-29 35.6 M
HF Union Spring Fund Ltd 2015-01-02 86.6 M
AUM Breakdown Accounts AUM ($M)
By Client Type
(a) Individuals (other than high net worth individuals) 0 0.0
(b) Individuals (high net worth individuals) 1 0.8
(c) Banking or thrift institutions 0 0.0
(d) Investment companies 0 0.0
(e) Business development companies 0 0.0
(f) Pooled investment vehicles 8 242.9
(g) Pension and profit sharing plans 0 0.0
(h) Charitable organizations 0 0.0
(i) State or municipal government entities 0 0.0
(j) Other investment advisers 0 0.0
(k) Insurance companies 0 0.0
(l) Sovereign wealth funds and foreign official institutions 0 0.0
(m) Corporations or other businesses not listed above 0 0.0
(n) Other 0 0.0
Total 9 243.6
By Discretionary
Discretionary 9 243.6
Non-Discretionary 0 0.0
Total 9 243.6
By Non-United States Persons
Non-United States Persons 110.1
United States Persons 133.5
Total 9 243.6
Firm Profile (Form ADV)
ServesInstitutional, Retail
Fund TypesHedge Fund
LEI549300TLFPHCXC92R391
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