Evergreen Institutional Partners Fund I, LLC

A Fund that seeks to co-invest with institutional partners to acquire projects that will typically involve significant development, construction or rehabilitation activities for senior housing, self storage, apartments, business parks, office buildings, industrial warehouse/distribution facilities and shopping centers.

Evergreen Institutional Partners Fund I, LLC (the “Fund”) plans to invest primarily in joint ventures involving real estate development and rehabilitation projects with institutional investor partners. The Fund expects that its investments will be diversified by geography and property type. The Fund will be the minority, managing partner in these joint ventures, with the institutional partner supplying most of the capital,likely on a 90/10 or 80/20 basis between the institutional partner and the Fund. Evergreen Fund Manager, LLC, the Manager of the Fund, believes that institutional investors will be attracted to the opportunity to partner with a real estate sponsor with significant experience in the development, construction and rehabilitation of a wide variety of property types in a range of metropolitan markets across the U.S. The Fund may also make direct real estate investments as well as real estate-related loans.

The Fund will raise capital from the sale of up to $15,000,000 in unsecured, 12% accrual promissory notes (Notes) and units of preferred membership interest with a 10% priority return (Preferred Units). Purchasers of the Notes will become Noteholders and purchasers of the Preferred Units will become Preferred Members in the Fund.

The principal objective of the Fund is to build a diversified real estate investment portfolio that generates competitive returns and to provide for mid- and long-term growth Preferred Members’ capital through selected indirect real estate investments.

The Fund will strive to: (1) preserve the invested capital or principal of the Preferred Members and Noteholders; (2) with any available proceeds from project operations or capital transactions, make periodic interest payments to the Noteholders and periodic distributions to the Preferred Members, which should be passive income and partially sheltered as a result of depreciation and amortization expenses; (3) pay off the principal and interest on the Notes on or before the maturity date; and (4) market the projects for sale or otherwise seek to provide liquidity for Preferred Members and, subject to market conditions, realize income likely to be taxable in part at capital gains tax rates on liquidation of the project investments.

The Fund cannot provide any assurances that it will meet these objectives.