10q10k10q10k.net

What changed in NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP's 10-K2022 vs 2023

vs

Paragraph-level year-over-year comparison of NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP's 2022 and 2023 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2023 report.

+212 added266 removedSource: 10-K (2024-03-14) vs 10-K (2023-03-13)

Top changes in NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP's 2023 10-K

212 paragraphs added · 266 removed · 167 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

42 edited+8 added6 removed15 unchanged
Biggest changeAdditionally, as of February 1, 2023, the Partnership owned a 40-50% interest in 7 residential and mixed use complexes, the Investment Properties, with a total of 688 residential units, one commercial unit, and a 50 car parking lot. See Note 15 to the Consolidated Financial Statements for additional information on these investments.
Biggest changeThese properties are referred to collectively as the “Commercial Properties.” See Note 2 to the Consolidated Financial Statements for more information. Additionally, as of February 1, 2024, the Partnership owned a 40-50% interest in 7 residential and mixed use complexes, the Investment Properties, with a total of 688 residential units, one commercial unit, and a 50 car parking lot.
As used herein, the Partnership’s subsidiary limited partnerships and limited liabilities companies are each referred to as a “Subsidiary Partnership” and are collectively referred to as the “Subsidiary Partnerships.” The Partnership owns between a 99.67% and 100% interest in each of the Subsidiary Partnerships, except in seven limited liability companies (the “Investment Properties” or “Joint Ventures”) in which the Partnership has between a 40% and 50% ownership interest.
As used herein, the Partnership’s subsidiary limited partnerships and limited liabilities companies are each referred to as a “Subsidiary Partnership” and are collectively referred to as the “Subsidiary Partnerships.” The Partnership owns between a 99.67% and 100% interest in each of the Subsidiary Partnerships, except in seven limited liability companies (collectively, the “Investment Properties” or “Joint Ventures”) in which the Partnership has between a 40% and 50% ownership interest.
On August 20, 2007, NewReal, Inc., the General Partner authorized an equity repurchase program (“Repurchase Program”) under which the Partnership was permitted to purchase, over a period of twelve months, up to 300,000 Depositary Receipts (each of which is one-tenth of a Class A Unit). Over time, the General Partner has authorized increases in the equity repurchase program.
On August 20, 2007, NewReal, Inc., the General Partner authorized an equity repurchase program (the “Repurchase Program”) under which the Partnership was permitted to purchase, over a period of twelve months, up to 300,000 Depositary Receipts (each of which is one-tenth of a Class A Unit). Over time, the General Partner has authorized increases in the equity repurchase program.
Repurchases of Depositary Receipts or Partnership Units pursuant to the Repurchase Program may be made by the Partnership from time to time in its sole discretion in open market transactions or in privately negotiated transactions.
Repurchases of Depositary Receipts or Units pursuant to the Repurchase Program may be made by the Partnership from time to time in its sole discretion in open market transactions or in privately negotiated transactions.
In addition to Item 1A, Risk Factors, See “Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations—Factors that May Affect Future Results.” The Second Amended and Restated Contract of Limited Partnership of the Partnership (the “Partnership Agreement”) authorizes the General Partner to acquire real estate and real estate related investments from or in participation with either or both of the Brown family related entities and Ronald Brown, or their affiliates, upon the satisfaction of certain terms and conditions, including the approval of the Partnership’s Advisory Committee and limitations on the price paid by the Partnership for such investments.
In addition to Item 1A, Risk Factors, see “Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations—Factors that May Affect Future Results.” 4 Table of Contents The Second Amended and Restated Contract of Limited Partnership of the Partnership (the “Partnership Agreement”) authorizes the General Partner to acquire real estate and real estate related investments from or in participation with either or both of the Brown family related entities and Ronald Brown, or their affiliates, upon the satisfaction of certain terms and conditions, including the approval of the Partnership’s Advisory Committee and limitations on the price paid by the Partnership for such investments.
See Note 1 to the Consolidated Financial Statements—“Principles of Consolidation.” See Note 14 to the Consolidated Financial Statements—“Investment in Unconsolidated Joint Ventures” for a description of the properties and their operations. Of those Subsidiary Partnerships not wholly owned by the Partnership, except for the Investment Properties, the remaining ownership interest is held by an unaffiliated third party.
See Note 1 to the Consolidated Financial Statements—“Principles of Consolidation.” See Note 15 to the Consolidated Financial Statements—“Investment in Unconsolidated Joint Ventures” for a description of the properties and their operations. Of those Subsidiary Partnerships not wholly owned by the Partnership, except for the Investment Properties, the remaining ownership interest is held by an unaffiliated third party.
The Partnership is engaged in the business of acquiring, developing, holding for investment, operating and selling real estate. The Partnership, directly or through 29 subsidiary limited partnerships or limited liability companies, owns and operates various residential apartments, condominium units and commercial properties located in Massachusetts and New Hampshire.
The Partnership is engaged in the business of acquiring, developing, holding for investment, operating and selling real estate. The Partnership, directly or through 31 subsidiary limited partnerships or limited liability companies, owns and operates various residential apartments, condominium units and commercial properties located in Massachusetts and New Hampshire.
In each such case, the third party has entered into an agreement with the Partnership, pursuant to which any benefit derived from its ownership interest in the applicable Subsidiary Partnerships will be returned to the Partnership.
In each such case, the third party has entered into an agreement with the Partnership, pursuant to which any benefit derived from the third party’s ownership interest in the applicable Subsidiary Partnerships will be returned to the Partnership.
Certain Relationships, Related Transactions and Director Independence.” The leasing of real estate in the metropolitan Boston area of Massachusetts is highly competitive. The Apartment Complexes, Condominium Units and the Investment Properties must compete for tenants with other residential apartments and condominium units in the areas in which they are located.
See “Item 13. Certain Relationships, Related Transactions and Director Independence.” The leasing of real estate in the metropolitan Boston area of Massachusetts is highly competitive. The Apartment Complexes, Condominium Units and the Investment Properties must compete for tenants with other residential apartments and condominium units in the areas in which they are located.
Each Class A Unit is exchangeable for 30 publicly traded depositary receipts (“Receipts”), which are currently listed on the NYSE American and are registered under Section 12(b) of the Exchange Act. The Class B Units were issued to the original general partners of the Partnership.
Each Class A Unit is exchangeable for 30 publicly traded Depositary Receipts (“Depositary Receipts”), which are currently listed on the NYSE American and are registered under Section 12(b) of the Exchange Act. The Class B Units were issued to the original general partners of the Partnership.
Once the financial performance of the Partnership meets the original covenant tests for the trailing 12-month period, the commitment amount will return to $25 million. The portfolio’s debt yield fell below the minimum of 9.0% to 8.3%. Consequently, as of December 31, 2022, the Partnership did not comply with the debt yield financial covenant.
Once the financial performance of the Partnership meets the original covenant tests for the trailing 12-month period, the commitment amount will return to $25 million. The portfolio’s debt yield fell below the minimum of 9.0% to 8.6%. Consequently, as of December 31, 2023, the Partnership did not comply with the debt yield financial covenant.
The bankruptcy proceedings were terminated in late 1984. In July 2004, the General Partner extended the termination date of the Partnership until 2057, as allowed in the Partnership Agreement. The authorized capital of the Partnership is represented by three classes of partnership units (“Units”).
The bankruptcy proceedings were terminated in late 1984. In July 2004, the General Partner extended the termination date of the Partnership until 2057. The authorized capital of the Partnership is represented by three classes of partnership units (“Units”).
The General Partnership Units are held by the current general partner of the Partnership, NewReal, Inc. (the “General Partner” or “New Real”). The Class A Units represent an 80% ownership interest, the Class B Units represent a 19% ownership interest, and the General Partnership Units represent a 1% ownership interest.
The General Partnership Units are held by the current general partner of the Partnership, NewReal, Inc. (the “General Partner” or “NewReal”). The Class A Units represent an 80% ownership interest, the Class B Units represent a 19% ownership interest, and the General Partnership Units represent a 1% ownership interest.
The agreement pays down the loan on the existing debt of $5,954,546.14, 5 Table of Contents extends the maturity until October 14, 2032, at a variable interest rate of SOFR rate, plus 1.7% interest only for 2 years and amortizing using a thirty-year schedule for the balance of the term.
The Brookline Agreement pays down the loan on the existing debt of $5,954,546.14, extends the maturity until October 14, 2032, at a variable interest rate of SOFR rate, plus 1.7% interest only for two years and amortizing using a thirty-year schedule for the balance of the term.
The Partnership, Subsidiary Partnerships, and the Investment Properties currently contract with the management company for 53 individuals at the Properties and 11 individuals at the Joint Ventures who are primarily involved in the supervision and maintenance of specific properties. The General Partner has no employees .
The Partnership, the Subsidiary Partnerships, and the Investment Properties currently contract with the Hamilton Company for 53 individuals at the Properties (as defined below) and 11 individuals at the Joint Ventures who are primarily involved in the supervision and maintenance of specific properties. The General Partner has no employees .
(the “Hamilton Company” or “Hamilton”) to perform general management functions for the Partnership’s properties in exchange for management fees. The Hamilton Company is wholly owned by JPB Real Estate LLC and Maisie Brown LLC, entities controlled by Jameson Brown and Harley Brown respectively.
(the “Hamilton Company” or “Hamilton”) to perform general management functions for the Partnership’s properties in exchange for management fees. The Hamilton Company is wholly owned by JPB Real Estate LLC and Maisie Brown LLC.
As of February 1, 2023, the Partnership and its Subsidiary Partnerships owned 2,892 residential apartment units in 25 residential and mixed-use complexes (collectively, the “Apartment Complexes”). The Partnership also owns 19 condominium units in a residential condominium complex, all of which are leased to residential tenants (collectively referred to as the “Condominium Units”).
As of February 1, 2024, the Partnership and its Subsidiary Partnerships owned 2,943 residential apartment units in 27 residential and mixed-use complexes (collectively, the “Apartment Complexes”). The Partnership also owns 19 condominium units in a residential condominium complex, all of which are leased to residential tenants (collectively, the “Condominium Units”).
The Repurchase Program requires the Partnership to repurchase a proportionate number of Class B Units and General Partner Units in connection with any repurchases of any Depositary Receipts by the Partnership based upon the 80%, 19% and 1% fixed distribution percentages of the holders of the Class A, Class B and General Partner Units under the Partnership’s Second Amended and Restate Contract of Limited Partnership.
The Repurchase Program requires the Partnership to repurchase a proportionate number of Class B Units and General Partner Units in connection with any repurchases of any Depositary Receipts by the Partnership based upon the 80%, 19% and 1% fixed distribution percentages of the holders of the Class A, Class B and General Partner Units under the Partnership Agreement.
The majority shareholder of the General Partner indirectly owns between 47.6% and 59%, and five other current and past employees of Hamilton own collectively between 0% and 2.4% , respectively of the Joint Ventures. The Partnership’s interest in the Investment Properties is accounted for on the equity method in the Consolidated Financial Statements.
Jameson Brown and Harley Brown indirectly collectively own between 47.6% and 59%, and five other current and past employees of Hamilton own collectively between 0% and 2.4% , respectively of the Joint Ventures. The Partnership’s interest in the Investment Properties is accounted for on the equity method in the Consolidated Financial Statements.
The General Partner is not limited in the number or amount of mortgages which may be placed on any Property, nor is there a policy limiting the percentage of Partnership assets which may be invested in any specific Property. 4 Table of Contents Unit Distributions In March 2023, the Partnership approved a quarterly distribution of $9.60 per Unit ($0.32 per Receipt), payable on March 31, 2023.
The General Partner is not limited in the number or amount of mortgages which may be placed on any Property, nor is there a policy limiting the percentage of Partnership assets which may be invested in any specific Property. Unit Distributions In March 2024, the Partnership approved a quarterly distribution of $12.00 per Unit ($0.40 per Receipt), payable on March 28, 2024.
The line may not be used to pay dividends, make distributions or acquire equity interests of the Partnership. 6 Table of Contents The line of credit is collateralized by varying percentages of the Partnership’s ownership interest in 23 of its subsidiary properties and joint ventures.
The line may not be used to pay dividends, make distributions or acquire equity interests of the Partnership. The line of credit is collateralized by varying percentages of the Partnership’s ownership interest in 23 of its Subsidiary Partnerships and Joint Ventures. Pledged interests range from 49% to 100% of the Partnership’s ownership interest in the respective entities.
The Apartment Complexes, Investment Properties, Condominium Units and Commercial Properties are referred to collectively as the “Properties.” The Brown family entities, and, in certain cases, Ronald Brown, and officers and employees of the Hamilton Company own or have owned interests in certain of the Properties, Subsidiary Partnerships and Joint Ventures. See “Item 13.
The Apartment Complexes, Investment Properties, Condominium Units and Commercial Properties are referred to collectively as the “Properties.” The Brown family entities, which include JPB Real Estate LLC and Maisie Brown LLC, entities controlled by Jameson Brown and Harley Brown respectively, and, in certain cases, Ronald Brown, and officers and employees of the Hamilton Company own or have owned interests in certain of the Properties, Subsidiary Partnerships and Joint Ventures.
Proceeds from any such sales or refinancing will be used to reduce debt, reinvest in acquisitions of other properties, distribute to the partners, repurchase equity interests, or use for operating expenses or reserves, as determined by the General Partner. Operations of the Partnership The Trustees of the estate of Harold Brown currently hold voting control over the NewReal shares.
Proceeds from any such sales or refinancing will be used to reduce debt, reinvest in acquisitions of other properties, make distributions to the partners, repurchase equity interests, or use for operating expenses or reserves, as determined by the General Partner. 3 Table of Contents Operations of the Partnership As of December 31, 2023, Sally Michael and David Reier, the Trustees of the estate of Harold Brown, held voting control over the capital stock of NewReal, the General Partner of the Partnership.
In addition to the quarterly distribution, there will be a special distribution of $38.40 per Class A unit ($1.28 per Receipt). In 2022 the Partnership paid a total distribution of an aggregate $ 76.80 Unit ($2.56 per Receipt) for a total payment of $9,267,981 in 2022.
In 2022 the Partnership paid a total distribution of an aggregate $76.80 Unit ($2.56 per Receipt), for a total payment of $9,267,981.
During 2022, the Partnership and its Subsidiary Partnerships completed improvements to certain of the Properties at a total cost of approximately $5,981,000. These improvements were funded from cash reserves and, to some extent, escrow accounts established in connection with the financing or refinancing of the applicable Properties. These sources have been adequate to fully fund improvements.
These amounts are being amortized over 12 and 36 months respectively. During 2023, the Partnership and its Subsidiary Partnerships completed improvements to certain of the Properties at a total cost of approximately $9,289,000. These improvements were funded from cash reserves and, to some extent, escrow accounts established in connection with the financing or refinancing of the applicable Properties.
The Partnership paid an extension fee of approximately $37,500 in association with the extension. On October 29, 2021, t he Partnership closed on the modification of its existing line of credit. The agreement extended the credit line for three years until October 29, 2024.
The Partnership paid an extension fee of approximately $37,500 in association with the extension. On October 29, 2021, the Partnership closed on the modification of its existing line of credit. The agreement extended the credit line until October 29, 2024. The commitment amount was for $25 million but is restricted to $17 million during the modification period.
From August 20, 2007 through December 31, 2022, the Partnership has repurchased 1,488,460 Depositary Receipts at an average price of $30.14 per receipt (or $904.20 per underlying Class A Unit), 4,047 Class B Units and 213 General Partnership Units, both at an average price of $ 1,183.00 per Unit, totaling approximately $50,495,000 including brokerage fees paid by the Partnership.
From August 20, 2007 through December 31, 2023, the Partnership has repurchased 1,532,234 Depositary Receipts at an average price of $31.72 per receipt (or $951.52 per underlying Class A Unit), 4,394 Class B Units and 231 General Partnership Units, both at an average price of $1,259.00 per Unit, totaling approximately $54,421,000, inclusive of brokerage fees paid by the Partnership.
On June 16, 2022, the Partnership entered into an amendment to the Facility Agreement. The additional advance under the Amended Agreement is in the amount of $80,284,000, at a fixed interest rate of 4.33%.
The remaining balance of approximately $89,000,000 will be used for general partnership purposes. 5 Table of Contents On June 16, 2022, the Partnership entered into an amendment to the Facility Agreement (the “Facility Amendment”). The Facility Amendment included an additional advance in the amount of $80,284,000 at a fixed interest rate of 4.33%.
Property Transactions On November 30, 2021, New England Realty Associates Limited Partnership (the “Partnership”), entered into a Master Credit Facility Agreement (the “Facility Agreement”) with KeyBank National Association (“KeyBank”) dated as of November 30, 2021, with an initial advance in the amount of $156,000,000.
Property Transactions On November 30, 2021, the Partnership entered into a Master Credit Facility Agreement (the “Facility Agreement”) with KeyBank National Association (“KeyBank”), dated as of November 30, 2021, with an initial advance in the amount of $156,000,000. Interest only on the debt at a fixed interest rate of 2.97% is payable on a monthly basis through December 31, 2031.
Pledged interests range from 49% to 100% of the Partnership’s ownership interest in the respective entities. Advisory Committee As of December 31, 2022, the Advisory Committee members were limited partners Robert Nahigian and David Ross. These Advisory Committee members are not affiliated with the General Partner.
Advisory Committee As of December 31, 2023, the Advisory Committee members were Robert Nahigian and David Ross, limited partners of the Partnership. These Advisory Committee members are not affiliated with the General Partner.
The Apartment Complexes, the Condominium Units and the Investment Properties are located primarily in the metropolitan Boston area of Massachusetts. As of February 1, 2023, the Subsidiary Partnerships also owned two commercial shopping centers in Framingham, Massachusetts, one commercial building in Newton and one in Brookline, Massachusetts and commercial space in mixed-use buildings in Boston, Brockton and Newton, Massachusetts.
As of February 1, 2024, the Subsidiary Partnerships also owned two commercial shopping centers in Framingham, Massachusetts, one commercial building in Newton, Massachusetts, one commercial building in Brookline, Massachusetts and commercial space in mixed-use buildings in Boston, Brockton and Newton, Massachusetts, totaling approximately 130,000 square feet of commercial space.
These forms are made available as soon as reasonably practical after the Partnership electronically files or furnishes such materials to the Securities and Exchange Commission. Any shareholder may obtain copies of these documents, free of charge, by sending a request in writing to: Director of Investor Relations, New England Realty Associates Limited Partnership, 39 Brighton Avenue, Allston, MA 02134.
Any shareholder may obtain copies of these documents, free of charge, by sending a request in writing to: Director of Investor Relations, New England Realty Associates Limited Partnership, 39 Brighton Avenue, Allston, MA 02134. 7 Table of Contents
The remaining balance of approximately $42,384,000 will be used for general partnership purposes. On October 14, 2022, the Partnership entered into a loan agreement with Brookline Bank refinancing its loan on 659-665 Worcester Road, Framingham, MA.
On October 14, 2022, the Partnership entered into a loan agreement with Brookline Bank (the “Brookline Agreement”), which refinanced its loan on 659-665 Worcester Road, Framingham, MA.
See schedule in Note 5, Mortgage Notes Payable, for the details of the transaction as it relates to the specific properties. The Partnership used the proceeds to pay down approximately $65,300,000 of existing debt secured by 11 properties, along with approximately $2,700,000 in prepayment penalties. The remaining balance of approximately $89,000,000 will be used for general partnership purposes.
The Partnership used the proceeds to pay down approximately $37,065,000 of existing debt secured by four properties, along with approximately $854,000 in prepayment penalties. The remaining balance of approximately $42,384,000 will be used for general partnership purposes.
Line of Credit On July 31, 2014, the Partnership entered into an agreement for a $25,000,000 revolving line of credit.
This amount includes approximately $10,067,000 toward the development of a 72 unit apartment complex at Mill Street Development. 6 Table of Contents Line of Credit On July 31, 2014, the Partnership entered into an agreement for a $25,000,000 revolving line of credit.
The commitment amount was for $25 million but is restricted to $17 million during the modification period. The modification period covers the current period and phased out on December 31, 2022.
The modification period covers the current period and phased out on December 31, 2022.
The agreement also allows for an earn out of up to an additional $1,495,453.86 once the property performance reaches a 1.35x debt service coverage ratio and the loan to value equates to at most 65%. On March 31, 2020, Nera Brookside Associates, LLC (“Brookside Apartments”), entered into a Mortgage Note with KeyBank National Associates (KeyBank) in the principal amount of $6,175,000.
The agreement also allows for an earn out of up to an additional $1,495,453.86 once the property performance reaches a 1.35x debt service coverage ratio and the loan to value equates to at most 65%. The Partnership purchased a commercial retail property of approximately 20,700 square feet, located at 653 Worcester Road in Framingham, MA for the sum of approximately $10,151,000 on January 18, 2023.
The Partnership’s obligations under the Facility Agreement are secured by mortgages on certain properties pursuant to certain Mortgage, Assignment of Leases and Rents, and Security Agreement and Fixture Filings. The Partnership used the proceeds to pay down approximately $37,065,000 of existing debt secured by four properties, along with approximately $854,000 in prepayment penalties.
The Partnership’s obligations under the Facility Agreement are secured by mortgages on certain properties pursuant to certain Mortgage, Assignment of Leases and Rents, and Security Agreement and Fixture Filings (“Mortgages”). See schedule in Note 5, Mortgage Notes Payable, for the details of the transaction as it relates to the specific properties.
The most significant improvements were made at Hamilton Oaks, Westside Colonial, 1144 Commonwealth, Captain Parker, Hamilton Green, and River Drive Apartments, at a cost of $1,193,000, $636,000, $566,000, $507,000, $390,000, and $294,000 respectively. The Partnership plans to invest approximately $12,500,000 in capital improvements in 2023.
These sources have been adequate to fully fund improvements. The most significant improvements were made at 1144 Commonwealth, Hamilton Oaks, School Street, Redwood Hills, Westgate Apartments, and Hamilton Green, at a cost of $1,982,000, $1,687,000, $701,000, $468,000, $431,000, and $421,000 respectively. The Partnership plans to invest approximately $22,284,000 in capital improvements in 2024.
As such, the Partnership is restricted to draw down any amount from the line of credit until the Partnership meets the required financial covenants. The interest rate for the new term is LIBOR plus 300 basis points. The costs associated with the modification and renewal of the line of credit is approximately $179,000 .
As such, the Partnership is restricted to draw down any amount from the line of credit until the Partnership meets the required financial covenants. The Partnership is currently in discussions with a lender for a replacement line of credit. See Note 19, Subsequent Events, for additional information.
In 2021 the Partnership paid a total distribution of an aggregate $38.40 per Unit ($1.28 per Receipt) for a total payment of $4,673,140.
In addition to the quarterly distribution, there will be a special distribution of $48.00 per Class A unit ($1.60 per Receipt). In 2023 the Partnership paid an aggregate distribution of $84.00 Unit ($2.80 per Receipt) for a total payment of $9,954,888 in 2023.
On December 3, 2021, the Partnership paid off the outstanding balance of $17,000,000 on the Line of Credit. The line of credit may be used for acquisition, refinancing, improvements, working capital and other needs of the Partnership.
On April 14, 2023, the partnership amended the line of credit to convert its base rate of interest from LIBOR to the Secured Overnight Financing Rate (SOFR) plus 10 basis points. The line of credit may be used for acquisition, refinancing, improvements, working capital and other needs of the Partnership.
Removed
The Trustees are currently Sally Michael and David Reier. 3 Table of Contents ​ As of December 31, 2022, the Partnership was managed by the General Partner, NewReal, Inc., a Massachusetts corporation wholly owned by the estate of Harold Brown and Ronald Brown. The General Partner has engaged The Hamilton Company, Inc.
Added
The estate was closed on January 2, 2024, whereupon the capital stock of NewReal previously owned by the estate of Harold Brown were transferred to JPB Real Estate LLC and Maisie Brown LLC, entities controlled by Jameson Brown and Harley Brown respectively, with each entity acquiring 37.5% of the voting control of NewReal at that time. ​ The General Partner has engaged The Hamilton Company, Inc.
Removed
These properties are referred to collectively as the “Commercial Properties.” See Note 2 to the Consolidated Financial Statements, included as a part of this Form 10-K.
Added
The Apartment Complexes, the Condominium Units and the Investment Properties are located primarily in the metropolitan Boston area of Massachusetts.
Removed
Interest only on the debt at a fixed interest rate of 2.97% is payable on a monthly basis through December 31, 2031. The Partnership’s obligations under the Facility Agreement are secured by mortgages on certain properties pursuant to certain Mortgage, Assignment of Leases and Rents, and Security Agreement and Fixture Filings (“Mortgages ”).
Added
See Note 15 to the Consolidated Financial Statements for additional information on these investments.
Removed
Interest only payments on the Note are payable on a monthly basis at a fixed interest rate of 3.53% per annum, and the principal amount of the Note is due and payable on April 1, 2035.
Added
The Partnership used the proceeds from the Facility Amendment to pay down approximately $65,300,000 of existing debt secured by 11 properties, along with approximately $2,700,000 in prepayment penalties.
Removed
The Note is secured by a mortgage on the Brookside apartment complex located at 5-12 Totman Drive, Woburn, Massachusetts pursuant to a Mortgage, Assignment of Leases and Rents and Security Agreement dated March 31, 2020. The Note is guaranteed by the Partnership pursuant to a Guaranty Agreement dated March 31, 2020.
Added
This acquisition was funded from the Partnership’s cash reserves and closing costs were approximately $59,000. From the purchase price, the Partnership allocated approximately $585,000 for in-place leases, and approximately $378,000 to the value of tenant relationships.
Removed
Brookside Apartments used the proceeds of the loan to pay off an outstanding loan of approximately $2,390,000, with the remaining portion of the proceeds added to cash reserves. In connection with this refinancing, there were closing costs of approximately $136,000.
Added
These amounts are being amortized over 12 and 156 months respectively. ​ On July 14, 2023, the Partnership purchased a 52 unit mixed use property in the South End neighborhood of Boston, MA comprised of three buildings at 26-30 Rutland Street, 105-117 West Concord Street and 475 Shawmut Avenue, and approximately 3,400 square feet of commercial space for a purchase price of approximately $27,500,000.
Added
This acquisition was funded from the Partnership’s cash reserves and closing costs were approximately $81,000. From the purchase price, the Partnership allocated approximately $525,000 for in-place leases, approximately $61,000 to the value of tenant relationships and $241,000 to the value of below-market leases.
Added
These forms are made available as soon as reasonably practical after the Partnership electronically files or furnishes such materials to the Securities and Exchange Commission.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

21 edited+6 added16 removed36 unchanged
Biggest changeThis competition may affect our ability to attract and retain residents and to increase or maintain rental rates. The properties we own are concentrated in Eastern Massachusetts and Southern New Hampshire. Our performance, therefore, is linked to economic conditions and the market for available rental housing and commercial 8 Table of Contents space in these states.
Biggest changeThe properties also compete with other rental alternatives, such as condominiums, single and multifamily rental homes, owner occupied single and multifamily homes, and commercial properties in attracting tenants. This competition may affect our ability to attract and retain residents and to increase or maintain rental rates. The properties we own are concentrated in Eastern Massachusetts and Southern New Hampshire.
The petition, as currently stated, would apply to any properties with six or more units, and in order to be enacted, the petition needs to be approved by both local and state policymakers.The Boston City Council approved the submission of the petition to the state legislature on March 8, 2023.
The petition, as currently stated, would apply to any properties with six or more units. The petition needs to be approved by both local and state policymakers in order to be enacted. The Boston City Council approved the submission of the petition to the state legislature on March 8, 2023.
Our financial condition, the value of our properties and our ability to make distributions to our shareholders will be dependent upon our ability to operate our properties in a manner sufficient to generate income in excess of operating expenses and debt service charges, which may be affected by the following risks, some of which are discussed in more detail below: changes in the economic climate in the markets in which we own and manage properties, including interest rates, the overall level of economic activity, the availability of consumer credit and mortgage financing, unemployment rates and other factors; a lessening of demand for the multifamily and commercial units that we own; competition from other available multifamily residential and commercial units and changes in market rental rates; development by competitors of competing multi-family communities; increases in property and liability insurance costs; 7 Table of Contents changes in real estate taxes and other operating expenses (e.g., cleaning, utilities, repair and maintenance costs, insurance and administrative costs, security, landscaping, pest control, staffing, snow removal and other general costs); changes in laws and regulations affecting properties (including tax, environmental, zoning and building codes, and housing laws and regulations); weather and other conditions that might adversely affect operating expenses; expenditures that cannot be anticipated, such as utility rate and usage increases, unanticipated repairs and real estate tax valuation reassessments or mileage rate increases; our inability to control operating expenses or achieve increases in revenues; the results of litigation filed or to be filed against us; risks related to our joint ventures; risks of personal injury claims and property damage related to mold claims because of diminished insurance coverage; catastrophic property damage losses that are not covered by our insurance; risks associated with property acquisitions such as environmental liabilities, among others; changes in market conditions that may limit or prevent us from acquiring or selling properties; the perception of tenants and prospective tenants as to the attractiveness, convenience and safety of our properties or the neighborhoods in which they are located; and We are dependent on rental income from our multifamily apartment complexes and commercial properties.
Our financial condition, the value of our properties and our ability to make distributions to our shareholders will be dependent upon our ability to operate our properties in a manner sufficient to generate income in excess of operating expenses and debt service charges, which may be affected by the following risks, some of which are discussed in more detail below: changes in the economic climate in the markets in which we own and manage properties, including interest rates, the overall level of economic activity, the availability of consumer credit and mortgage financing, unemployment rates and other factors; a lessening of demand for the multifamily and commercial units that we own; competition from other available multifamily residential and commercial units and changes in market rental rates; development by competitors of competing multi-family communities; increases in property and liability insurance costs; changes in real estate taxes and other operating expenses (e.g., cleaning, utilities, repair and maintenance costs, insurance and administrative costs, security, landscaping, pest control, staffing, snow removal and other general costs); changes in laws and regulations affecting properties (including tax, environmental, zoning and building codes, and housing laws and regulations); weather and other conditions that might adversely affect operating expenses; expenditures that cannot be anticipated, such as utility rate and usage increases, unanticipated repairs and real estate tax valuation reassessments or mileage rate increases; our inability to control operating expenses or achieve increases in revenues; the results of litigation filed or to be filed against us; risks related to our joint ventures; risks of personal injury claims and property damage related to mold claims because of diminished insurance coverage; catastrophic property damage losses that are not covered by our insurance; risks associated with property acquisitions such as environmental liabilities, among others; 8 Table of Contents changes in market conditions that may limit or prevent us from acquiring or selling properties; and the perception of tenants and prospective tenants as to the attractiveness, convenience and safety of our properties or the neighborhoods in which they are located.
Litigation may result in unfavorable outcomes. Like many real estate operators, we may be involved in lawsuits involving premises liability claims, housing discrimination claims and alleged violations of landlord-tenant laws, which may give rise to class action litigation or governmental investigations. Any material litigation not covered by insurance, such as a class action, could result in substantial costs being incurred.
Like many real estate operators, we may be involved in lawsuits involving premises liability claims, housing discrimination claims and alleged violations of landlord-tenant laws, which may give rise to class action litigation or governmental investigations. Any material litigation not covered by insurance, such as a class action, could result in substantial costs being incurred.
If we do not have control over a joint venture, the value of our investment may be affected adversely by a third party that may have different goals and capabilities than ours. 10 Table of Contents We are subject to risks associated with development, acquisition and expansion of multifamily apartment complexes and commercial properties.
If we do not have control over a joint venture, the value of our investment may be affected adversely by a third party that may have different goals and capabilities than ours. We are subject to risks associated with development, acquisition and expansion of multifamily apartment complexes and commercial properties.
While the bankruptcy or insolvency of our co-venturer generally should not disrupt the operations of the joint venture, we could be forced to purchase the co-venturer’s interest in the joint venture or the interest could be sold to a third party. We also may guarantee the indebtedness of our joint ventures.
While the bankruptcy or insolvency of our co-venturer generally should not disrupt the operations of the joint venture, we could be forced to purchase the co-venturer’s interest in the joint venture or the interest could be sold to a third party. We also may guarantee the 10 Table of Contents indebtedness of our joint ventures.
We are subject to control by our directors and officers. The directors and executive officers of the General Partner and members of their families and related entities owned approximately 34% of our depositary receipts as of December 31, 2022. Additionally, management decisions rest with our General Partner without limited partner approval. Competition for skilled personnel could increase our labor costs.
We are subject to control by our directors and officers. The directors and executive officers of the General Partner and members of their families and related entities owned approximately 38% of our Depositary Receipts as of December 31, 2023. Additionally, management decisions rest with our General Partner without limited partner approval. Competition for skilled personnel could increase our labor costs.
As a result, our financial condition, results of operations, and cash flows, as well as our ability to pay dividends, could be adversely affected over time. 12 Table of Contents ITEM 1B. UNRESOLVED STAFF COMMENT S None. 13 Table of Contents
As a result, our financial condition, results of operations, and cash flows, as well as our ability to pay dividends, could be adversely affected over time. 12 Table of Contents
A decline in the market for apartment housing and/or commercial properties may adversely affect our financial condition, results of operations and ability to make distributions to our shareholders. Our insurance may not be adequate to cover certain risks.
Our performance, therefore, is linked to economic conditions and the market for available rental housing and commercial space in these states. A decline in the market for apartment housing and/or commercial properties may adversely affect our financial condition, results of operations and ability to make distributions to our shareholders. Our insurance may not be adequate to cover certain risks.
Any such access, disclosure or other loss of information could result in legal claims or proceedings, liability under laws that protect the privacy of personal information, disruption to our operations, increased cybersecurity insurance premiums and damage our reputation, which could adversely affect our business. Our multifamily apartment complexes and commercial properties are subject to competition.
Any such access, disclosure or other loss of information could result in legal claims or proceedings, liability under laws that protect the privacy of personal information, disruption to our operations, increased cybersecurity insurance premiums and damage our reputation, which could adversely affect our business. Our Audit Committee is responsible for overseeing our cybersecurity and data privacy risks.
If we are unable to make required payments on indebtedness that is secured by a mortgage, the Partnership will either invest additional money in the property or the property securing the mortgage may be foreclosed with a consequent loss of income and value to us. We may be adversely affected by the potential discontinuation of LIBOR.
If we are unable to make required payments on indebtedness that is secured by a mortgage, the Partnership will either invest additional money in the property or the property securing the mortgage may be foreclosed with a consequent loss of income and value to us. 9 Table of Contents We are obligated to comply with financial covenants in our indebtedness that could restrict our range of operating activities.
We cannot predict with certainty whether climate change is occurring and, if so at what rate. However, the physical effects of climate change could have a material effect on our properties, operations, and business. To the extent climate change causes changes in 11 Table of Contents weather patterns, our markets could experience increases in storm intensity and rising sea levels.
However, the physical effects of climate change could have a material effect on our properties, operations, and business. To the extent climate change causes changes in weather patterns, our markets could experience increases in storm intensity and rising sea levels.
We may not be able to diversify or vary our portfolio promptly in accordance with our strategies or in response to economic or other conditions. Our access to public debt markets is limited. Substantially all of our debt financings are secured by mortgages on our properties because of our limited access to public debt markets.
Real estate investments generally cannot be sold quickly, and our ability to sell properties may be affected by market conditions. We may not be able to diversify or vary our portfolio promptly in accordance with our strategies or in response to economic or other conditions. Our access to public debt markets is limited.
The market value of our depositary is based primarily upon the market’s perception of our growth potential and our current and potential future earnings and cash distributions. Consequently, our depositary receipts may trade at prices that are higher or lower than our net asset value per depositary receipt. We face possible risks associated with the physical effects of climate change.
Consequently, our Depositary Receipts may trade at prices that are higher or lower than our net asset value per Depositary Receipt. 11 Table of Contents We face possible risks associated with the physical effects of climate change. We cannot predict with certainty whether climate change is occurring and, if so at what rate.
If such petition were to be passed by state legislatures, our financial condition, results of operations, and cash flows, as well as our ability to pay dividends, could be adversely affected over time. Recent City of Boston regulations impose new energy performance standards and fines that may increase utilities and administrative costs in order to comply with disclosure and energy reduction requirements.
If such petition were to be passed by state legislatures, our financial condition, results of operations, and cash flows, as well as our ability to pay dividends, could be adversely affected over time.
Real estate investments are generally illiquid, and we may not be able to sell our properties when it is economically or strategically advantageous to do so. Real estate investments generally cannot be sold quickly, and our ability to sell properties may be affected by market conditions.
Defaults under our debt agreements could materially and adversely affect our financial condition and results of operations. Real estate investments are generally illiquid, and we may not be able to sell our properties when it is economically or strategically advantageous to do so.
If, as a result of any such audit adjustment, we are required to make payments of taxes, penalties and interest, our cash available for distribution to our partners might be substantially reduced. These rules are not applicable to us for tax years beginning on or prior to December 31, 2017.
If, as a result of any such audit adjustment, we are required to make payments of taxes, penalties and interest, our cash available for distribution to our partners might be substantially reduced. Some of our costs, such as operating and general and administrative expenses, interest expense, and real estate acquisition and construction costs, are subject to inflation.
Pursuant to the Bipartisan Budget Act of 2015, for tax years beginning after December 31, 2017, if the IRS makes audit adjustments to our income tax returns, it may assess and collect any taxes (including any applicable penalties and interest) resulting from such audit adjustments directly from the Partnership.
Any such legislative action may prospectively or retroactively modify our tax treatment and therefore, may adversely affect taxation to us, and/or our partners. If the IRS makes audit adjustments to our income tax returns, it may assess and collect any taxes (including any applicable penalties and interest) resulting from such audit adjustments directly from the Partnership.
Some of our costs, such as operating and general and administrative expenses, interest expense, and real estate acquisition and construction costs, are subject to inflation. A portion of our operating expenses is sensitive to inflation. These include expenses for property-related contracted services such as janitorial and engineering services, utilities, repairs and maintenance, and insurance.
A portion of our operating expenses is sensitive to inflation. These include expenses for property-related contracted services such as janitorial and engineering services, utilities, repairs and maintenance, and insurance. Property taxes are also impacted by inflationary changes as taxes are regularly reassessed based on changes in the fair value of our properties.
If we are unable to attract and retain tenants or if our tenants are unable to pay their rental obligations, our financial condition and funds available for distribution to our shareholders will be adversely affected. S ecurity breaches and other disruptions could compromise our information and expose us to liability, which would cause our business and reputation to suffer .
We are dependent on rental income from our multifamily apartment complexes and commercial properties. If we are unable to attract and retain tenants or if our tenants are unable to pay their rental obligations, our financial condition and funds available for distribution to our shareholders will be adversely affected.
Failure to comply with these covenants could cause a default under the agreements and, in certain circumstances; our lenders may be entitled to accelerate our debt obligations. 9 Table of Contents Defaults under our debt agreements could materially and adversely affect our financial condition and results of operations.
The mortgages on our properties contain customary negative covenants, including limitations on our ability, without prior consent of the lender and other items. Failure to comply with these covenants could cause a default under the agreements and, in certain circumstances; our lenders may be entitled to accelerate our debt obligations.
Removed
Our properties and joint venture investments are located in developed areas that include other properties. The properties also compete with other rental alternatives, such as condominiums, single and multifamily rental homes, owner occupied single and multifamily homes, and commercial properties in attracting tenants.
Added
S ecurity breaches and other disruptions could compromise our information and expose us to liability, which would cause our business and reputation to suffer .
Removed
In July 2017, the Financial Conduct Authority (the “FCA”) announced it intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021.
Added
Our cybersecurity program is led by the Hamilton Company’s Chief Financial Officer, who, along with the Hamilton Company’s Director of Information Technology, provide regular updates each quarter to the Audit Committee regarding this program, including information about the cybersecurity threat landscape, investments in infrastructure and opportunities to protect and enhance the Company’s systems and security of products and operations.
Removed
As a result, the Federal Reserve Board and the Federal Reserve Bank of New York organized the Alternative Reference Rates Committee which identified the Secured Overnight Financing Rate (“SOFR”) as its preferred alternative to USD-LIBOR. We are not able to predict when LIBOR will cease to be published or precisely how SOFR will be calculated and published.
Added
In addition, the Board of Directors of the General Partner (the “Board” or “Board of Directors”) receives periodic briefings from management regarding cybersecurity activities and initiatives. ​ Our multifamily apartment complexes and commercial properties are subject to competition. Our properties and joint venture investments are located in developed areas that include other properties.
Removed
Any changes adopted by the FCA or other governing bodies in the method used for determining LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR. If that were to occur, our interest payments could change.
Added
Substantially all of our debt financings are secured by mortgages on our properties because of our limited access to public debt markets. Litigation may result in unfavorable outcomes.
Removed
In addition, uncertainty about the extent and manner of future changes may result in interest rates and/or payments that are higher or lower than if LIBOR were to remain available in its current form.
Added
The market value of our Depositary Receipts is based primarily upon the market’s perception of our growth potential and our current and potential future earnings and cash distributions.
Removed
We have contracts that are indexed to LIBOR and are monitoring and evaluating the related risks, which include interest amounts on our variable rate debt, our unconsolidated joint ventures’ variable rate debt and the swap rate for our unconsolidated joint ventures’ interest rate swaps.
Added
Recent City of Boston regulations impose new energy performance standards and fines that may increase utilities and administrative costs in order to comply with disclosure and energy reduction requirements.
Removed
In the event that LIBOR is discontinued, the interest rates will be based on an alternative variable rate specified in the applicable documentation governing such debt or swaps or as otherwise agreed upon.
Removed
Such an event would not affect our ability to borrow or maintain already outstanding borrowings or swaps, but the alternative variable rate could be higher and more volatile than LIBOR prior to its discontinuance. ​ Certain risks arise in connection with transitioning contracts to an alternative variable rate, including any resulting value transfer that may occur.
Removed
The value of loans, securities, or derivative instruments tied to LIBOR could also be impacted if LIBOR is limited or discontinued. For some instruments, the method of transitioning to an alternative rate may be challenging, as they may require substantial negotiation with each respective counterparty.
Removed
If a contract is not transitioned to an alternative variable rate and LIBOR is discontinued, the impact is likely to vary by contract.
Removed
If LIBOR is discontinued or if the method of calculating LIBOR changes from its current form, interest rates on our current or future indebtedness may be adversely affected. ​ While we expect LIBOR to be available in substantially its current form until June 30, 2023, it is possible that LIBOR will become unavailable prior to that point.
Removed
This could result, for example, if sufficient banks decline to make submissions to the LIBOR administrator. In that case, the risks associated with the transition to an alternative variable rate will be accelerated and magnified. ​ We are obligated to comply with financial covenants in our indebtedness that could restrict our range of operating activities.
Removed
The mortgages on our properties contain customary negative covenants, including limitations on our ability, without prior consent of the lender and other items.
Removed
Any such legislative action may prospectively or retroactively modify our tax treatment and therefore, may adversely affect taxation to us, and/or our partners.
Removed
If the IRS makes audit adjustments to our income tax returns for tax years beginning after December 31, 2019, it may assess and collect any taxes (including any applicable penalties and interest) resulting from such audit adjustment directly from us, in which case our cash available for distribution to our unitholders might be reduced.
Removed
Property taxes are also impacted by inflationary changes as taxes are regularly reassessed based on changes in the fair value of our properties.

Item 2. Properties

Properties — owned and leased real estate

28 edited+6 added16 removed22 unchanged
Biggest changeApartment Complexes The table below lists the location of the 2,892 Apartment Units, the number and type of units in each complex, the range of rents and vacancies as of February 1, 2023, the principal amount outstanding under any mortgages as of December 31, 2022, the fixed interest rates applicable to such mortgages, and the maturity dates of such mortgages. Mortgage Balance and Interest Rate Maturity Number and Type As of Date of Apartment Complex of Units Rent Range Vacancies December 31, 2022 (1) Mortgage Boylston Downtown L.P. 269 units 3 $ 35,002,712 2028 62 Boylston Street 0 three bedroom N/A 3.97 % Boston, MA 0 two bedroom N/A 53 one bedroom $ 2,600 2,750 216 studios $ 2,025 2,300 Brookside Associates, LLC 44 units 2 $ 6,175,000 2035 5–7–10–12 Totman Road 0 three bedroom N/A 3.53 % Woburn, MA 34 two bedroom $ 1,885 2,125 10 one bedroom $ 1,675 1,850 0 studios N/A Clovelly Apartments L.P. 103 units $ 11,214,000 2031 160–170 Concord Street 0 three bedroom N/A 2.97 % Nashua, NH 53 two bedroom $ 1,575 2,050 50 one bedroom $ 1,450 1,600 0 studios N/A Commonwealth 1137 L.P. 35 units 2 $ 5,440,000 2031 1131–1137 Commonwealth Ave. 29 three bedroom $ 3,500 3,800 2.97 % Allston, MA 4 two bedroom $ 2,500 2,750 1 one bedroom $ 1,450 1,450 1 studio $ 1,600 1,600 Commonwealth 1144 L.P. 261 units 4 $ 32,325,000 2031 1144–1160 Commonwealth Ave. 0 three bedroom N/A 2.97 % Allston, MA 11 two bedroom $ 2,075 2,250 109 one bedroom $ 1,890 2,075 141 studios $ 1,800 1,925 Nera Dean Street Associates, LLC 69 units 2 $ 10,322,000 2032 38–48 Dean Street 0 three bedroom N/A 4.33 % Norwood, MA 66 two bedroom $ 1,775 2,050 3 one bedroom $ 1,650 1,850 0 studios N/A Executive Apartments L.P. 72 units 3 $ 8,190,000 2031 545–561 Worcester Road 1 three bedroom $ 2,450 2,450 2.97 % Framingham, MA 47 two bedroom $ 1,850 1,950 23 one bedroom $ 1,600 1,700 1 studio $ 1,500 1,500 Hamilton Battle Green LLC 48 units $ 3,896,953 2026 34–42 Worthen Road 0 three bedroom N/A 4.95 % Lexington, MA 24 two bedroom $ 2,650 2,750 24 one bedroom $ 2,175 2,300 0 studios N/A Hamilton Green Apartments LLC 193 units 9 $ 33,005,333 2028 311–319 Lowell Street 10 three bedroom $ 3,025 3,325 4.67 % Andover, MA 168 two bedroom $ 2,325 2,525 15 one bedroom $ 2,050 2,250 0 studios $ N/A Hamilton Highlands 79 units $ 19,870,995 2026 755-757 Highland Avenue 0 three bedroom $ N/A 3.76 % Needham, MA. 76 two bedroom $ 2,350 2,850 2 one bedroom $ 1,925 1,950 1 studio $ 1,900 1,900 Hamilton Oaks Associates, LLC 268 units 5 $ 26,666,000 2031 30–50 Oak Street Extension 0 three bedroom N/A 2.97 % 40–60 Reservoir Street 96 two bedroom $ 1,725 1,925 Brockton, MA 159 one bedroom $ 1,450 1,750 13 studios $ 1,250 1,550 Highland Street Apartments L.P. 36 units 1 $ 3,960,000 2031 38–40 Highland Street 0 three bedroom N/A 2.97 % Lowell, MA 24 two bedroom $ 1,500 1,725 10 one bedroom $ 1,375 1,750 2 studios $ 1,225 1,225 14 Table of Contents Mortgage Balance and Interest Rate Maturity Number and Type As of Date of Apartment Complex of Units Rent Range Vacancies December 31, 2022 (1) Mortgage Linhart L.P. 9 units $ 4–34 Lincoln Street 0 three bedroom N/A % Newton, MA 0 two bedroom N/A 5 one bedroom $ 1,825 1,850 4 studios $ 1,450 1,450 Mill Street Development (2) % 57 Mill Street Woburn, MA. Mill Street Gardens, LLC 181 units 5 $ 31,000,000 2035 57 Mill Street 0 three bedroom N/A 3.59 % Woburn, MA. 116 two bedroom $ 1,900 2,350 62 one bedroom $ 1,675 1,900 3 studios $ 1,575 1,575 North Beacon 140 L.P. 65 units 1 $ 12,683,000 2031 140–154 North Beacon Street 10 three bedroom $ 3,250 3,350 2.97 % Brighton, MA 54 two bedroom $ 2,850 3,100 1 one bedroom $ 2,200 2,200 0 studios N/A Olde English Apartments L.P. 84 units $ 9,608,000 2031 703–718 Chelmsford Street 0 three bedroom N/A 2.97 % Lowell, MA 47 two bedroom $ 1,650 1,775 30 one bedroom $ 1,650 1,700 7 studios $ 1,450 1,575 Redwood Hills L.P. 180 units 10 $ 17,105,000 2031 376-382 Sunderland road 0 three bedroom N/A 2.97 % Worcester, MA 89 two bedroom $ 1,675 1,775 91 one bedroom $ 1,450 1,575 0 studios N/A Residences at Captain Parkers LLC 94 units 2 $ 20,750,000 2029 125 Worthen Road and Ryder Lane 8 three bedroom $ 3,375 3,725 4.05 % Lexington, MA 48 two bedroom $ 2,625 2,850 38 one bedroom $ 2,225 2,350 0 studios N/A River Drive L.P. 72 units $ 9,543,000 2031 3–17 River Drive 0 three bedroom N/A 2.97 % Danvers, MA 60 two bedroom $ 1,800 2,000 5 one bedroom $ 1,550 1,700 7 studios $ 1,475 1,650 School Street 9, LLC 184 units 3 $ 26,993,000 2032 9 School Street 0 three bedroom N/A 4.33 % Framingham, MA 96 two bedroom $ 1,960 2,000 88 one bedroom $ 1,575 1,850 0 studios N/A WCB Associates, LLC 180 units 2 $ 19,266,000 2031 10–70 Westland Street 0 three bedroom $ N/A 2.97 % 985–997 Pleasant Street 96 two bedroom $ 1,675 1,800 Brockton, MA 84 one bedroom $ 1,250 1,550 0 studios N/A Westgate Apartments, LLC 220 units 2 $ 38,475,000 2032 2–20 Westgate Drive 0 three bedroom N/A 4.33 % Woburn, MA 110 two bedroom $ 1,950 2,150 110 one bedroom $ 1,675 1,900 0 studios N/A Westgate Apartments Burlington, LLC 20 units $ 4,494,000 2032 105–107 Westgate Drive 0 three bedroom N/A 4.33 % Burlington, MA 12 two bedroom $ 2,300 2,700 8 one bedroom $ 1,950 2,050 0 studios N/A Woodland Park Partners, LLC 126 units $ 22,185,693 2027 264-290 Grove Street 0 three bedroom N/A 3.79 % Newton, MA 80 two bedroom $ 2,000 2,250 30 one bedroom $ 1,850 2,000 16 studios $ 1,475 1,700 (1) The mortgage balance is stated before unamortized deferred financing costs.
Biggest changeApartment Complexes The table below lists the location of the 2,943 Apartment Units, the number and type of units in each complex, the range of rents and vacancies as of February 1, 2024, the principal amount outstanding under any mortgages as of December 31, 2023, the fixed interest rates applicable to such mortgages, and the maturity dates of such mortgages. Mortgage Balance and Interest Rate Maturity Number and Type As of Date of Apartment Complex of Units Rent Range Vacancies December 31, 2023 (1) Mortgage Boylston Downtown L.P. 268 units 4 $ 34,092,579 2028 62 Boylston Street 0 three bedroom N/A 3.97 % Boston, MA 0 two bedroom N/A 53 one bedroom $ 2,625 3,300 215 studios $ 2,075 2,625 Brookside Associates, LLC 44 units 3 $ 6,175,000 2035 5–7–10–12 Totman Road 0 three bedroom N/A 3.53 % Woburn, MA 34 two bedroom $ 1,850 2,125 10 one bedroom $ 1,700 2,000 0 studios N/A Clovelly Apartments L.P. 103 units $ 11,214,000 2031 160–170 Concord Street 0 three bedroom N/A 2.97 % Nashua, NH 53 two bedroom $ 1,575 2,050 50 one bedroom $ 1,550 1,800 0 studios N/A Commonwealth 1137 L.P. 35 units $ 5,440,000 2031 1131–1137 Commonwealth Ave. 29 three bedroom $ 3,375 4,400 2.97 % Allston, MA 4 two bedroom $ 2,500 3,000 1 one bedroom $ 1,450 1,450 1 studio $ 1,725 1,725 Commonwealth 1144 L.P. 261 units 1 $ 32,325,000 2031 1144–1160 Commonwealth Ave. 0 three bedroom N/A 2.97 % Allston, MA 11 two bedroom $ 2,125 2,500 109 one bedroom $ 1,890 2,550 141 studios $ 1,825 2,300 Nera Dean Street Associates, LLC 69 units 5 $ 10,322,000 2032 38–48 Dean Street 0 three bedroom N/A 4.33 % Norwood, MA 66 two bedroom $ 1,800 2,300 3 one bedroom $ 1,800 1,900 0 studios N/A Executive Apartments L.P. 72 units $ 8,190,000 2031 545–561 Worcester Road 1 three bedroom $ 2,450 2,450 2.97 % Framingham, MA 47 two bedroom $ 1,885 2,095 23 one bedroom $ 1,600 1,855 1 studio $ 1,625 1,625 Hamilton Battle Green LLC 48 units 1 $ 3,766,660 2026 34–42 Worthen Road 0 three bedroom N/A 4.95 % Lexington, MA 24 two bedroom $ 2,650 3,100 24 one bedroom $ 2,175 2,480 0 studios N/A Hamilton Green Apartments LLC 193 units 1 $ 32,190,519 2028 311–319 Lowell Street 10 three bedroom $ 3,100 3,750 4.67 % Andover, MA 168 two bedroom $ 2,325 2,900 15 one bedroom $ 2,150 2,500 0 studios $ N/A Hamilton Highlands 79 units $ 19,437,587 2026 755-757 Highland Avenue 0 three bedroom $ N/A 3.76 % Needham,Ma. 76 two bedroom $ 2,400 2,950 2 one bedroom $ 1,925 2,085 1 studio $ 2,100 2,100 Hamilton Oaks Associates, LLC 268 units 2 $ 26,666,000 2031 30–50 Oak Street Extension 0 three bedroom N/A 2.97 % 40–60 Reservoir Street 96 two bedroom $ 1,750 2,100 Brockton, MA 159 one bedroom $ 1,450 1,800 13 studios $ 1,350 1,550 Highland Street Apartments L.P. 36 units $ 3,960,000 2031 38–40 Highland Street 0 three bedroom N/A 2.97 % Lowell, MA 24 two bedroom $ 1,500 1,725 10 one bedroom $ 1,500 1,625 2 studios $ 1,325 1,425 14 Table of Contents Mortgage Balance and Interest Rate Maturity Number and Type As of Date of Apartment Complex of Units Rent Range Vacancies December 31, 2023 (1) Mortgage Linhart L.P. 9 units $ 4–34 Lincoln Street 0 three bedroom N/A % Newton, MA 0 two bedroom N/A 5 one bedroom $ 1,750 2,050 4 studios $ 1,575 2,025 Mill Street Development (2) % 57 Mill Street Woburn,MA. Mill Street Gardens, LLC 181 units 2 $ 31,000,000 2035 57 Mill Street 0 three bedroom N/A 3.59 % Woburn,MA. 116 two bedroom $ 1,950 2,450 62 one bedroom $ 1,700 2,150 3 studios $ 1,575 1,625 North Beacon 140 L.P. 65 units 2 $ 12,683,000 2031 140–154 North Beacon Street 10 three bedroom $ 3,550 3,900 2.97 % Brighton, MA 54 two bedroom $ 2,650 3,400 1 one bedroom $ 2,375 2,375 0 studios N/A Olde English Apartments L.P. 84 units $ 9,608,000 2031 703–718 Chelmsford Street 0 three bedroom N/A 2.97 % Lowell, MA 47 two bedroom $ 1,700 1,850 30 one bedroom $ 1,650 1,750 7 studios $ 1,475 1,750 Redwood Hills L.P. 180 units 1 $ 17,105,000 2031 376-382 Sunderland road 0 three bedroom N/A 2.97 % Worcester, MA 89 two bedroom $ 1,675 2,150 91 one bedroom $ 1,450 1,800 0 studios N/A Residences at Captain Parkers LLC 94 units 1 $ 20,750,000 2029 125 Worthen Road and Ryder Lane 8 three bedroom $ 3,600 4,100 4.05 % Lexington, MA 48 two bedroom $ 2,650 3,150 38 one bedroom $ 2,250 2,750 0 studios N/A River Drive L.P. 72 units 1 $ 9,543,000 2031 3–17 River Drive 0 three bedroom N/A 2.97 % Danvers, MA 60 two bedroom $ 1,875 2,150 5 one bedroom $ 1,700 1,850 7 studios $ 1,650 1,750 School Street 9, LLC 184 units $ 26,993,000 2032 9 School Street 0 three bedroom N/A 4.33 % Framingham, MA 96 two bedroom $ 1,975 2,200 88 one bedroom $ 1,600 1,875 0 studios Shawmut Place LLC 52 units 1 $ 105-117 West Concord St, 473-477 Shawmut Ave, 12 four bedroom $ 3525 5200 and 26-30 Rutland St 4 three bedroom $ 3100 4500 Boston, MA 13 two bedroom $ 2400 4000 23 one bedroom $ 1950 3000 0 studios N/A WCB Associates, LLC 180 units 1 $ 19,266,000 2031 10–70 Westland Street 0 three bedroom $ N/A 2.97 % 985–997 Pleasant Street 96 two bedroom $ 1,715 2,000 Brockton, MA 84 one bedroom $ 1,345 1,690 0 studios N/A Westgate Apartments, LLC 220 units 2 $ 38,475,000 2032 2–20 Westgate Drive 0 three bedroom N/A 4 % Woburn, MA 110 two bedroom $ 1950 2150 110 one bedroom $ 1750 2225 0 studios N/A Westgate Apartments Burlington, LLC 20 units $ 4,494,000 2032 105–107 Westgate Drive 0 three bedroom N/A 4.33 % Burlington, MA 12 two bedroom $ 2,175 2,450 8 one bedroom $ 1,950 2,050 0 studios N/A Woodland Park Partners, LLC 126 units $ 21,788,650 2027 264-290 Grove Street 0 three bedroom N/A 4 % Newton, MA 80 two bedroom $ 1900 2700 30 one bedroom $ 1900 2300 16 studios $ 1600 2000 (1) The mortgage balance is stated before unamortized deferred financing costs. 15 Table of Contents (2) Mill Street Development, LLC, was held for development.
This investment is referred to as Hamilton 1025, LLC. 20 Table of Contents HAMILTON ESSEX 81, LLC. On March 7, 2005, the Partnership invested $2,000,000 for a 50% ownership interest in a building comprising 48 apartments, one commercial space and a 50-car surface parking lot located in Boston, Massachusetts. The purchase price was $14,300,000, with a $10,750,000 mortgage.
This investment is referred to as Hamilton 1025, LLC. 19 Table of Contents HAMILTON ESSEX 81, LLC. On March 7, 2005, the Partnership invested $2,000,000 for a 50% ownership interest in a building comprising 48 apartments, one commercial space and a 50-car surface parking lot located in Boston, Massachusetts. The purchase price was $14,300,000, with a $10,750,000 mortgage.
The Partnership will continue to account for the investment using the equity method of accounting, although the Partnership has no legal obligation to fund its share of any future operating deficiencies as needed. At December 31, 2022, the balance on this mortgage before unamortized deferred financing costs is approximately $125,000,000.
The Partnership will continue to account for the investment using the equity method of accounting, although the Partnership has no legal obligation to fund its share of any future operating deficiencies as needed. At December 31, 2023, the balance on this mortgage before unamortized deferred financing costs is approximately $125,000,000.
On July 8, 2016, Hamilton 1025 LLC paid off the outstanding balance of the mortgage balance. The Partnership made a capital contribution of $2,359,500 to Hamilton 1025, LLC for its share of the funds required for the transaction. As of December 31, 2022, all residential units were sold. The Partnership still owns the commercial building.
On July 8, 2016, Hamilton 1025 LLC paid off the outstanding balance of the mortgage balance. The Partnership made a capital contribution of $2,359,500 to Hamilton 1025, LLC for its share of the funds required for the transaction. As of December 31, 2023, all residential units were sold. The Partnership still owns the commercial building.
The Joint Venture Partnership paid off the prior mortgage of approximately $15,205,000 with the proceeds of the new mortgage and distributed $850,000 to the Partnership. The costs associated with the refinancing were approximately $161,000. At December 31, 2022, the balance of this mortgage before unamortized deferred financing costs is approximately $16,900,000.
The Joint Venture Partnership paid off the prior mortgage of approximately $15,205,000 with the proceeds of the new mortgage and distributed $850,000 to the Partnership. The costs associated with the refinancing were approximately $161,000. At December 31, 2023, the balance of this mortgage before unamortized deferred financing costs is approximately $16,900,000.
In order to fund this investment, the Partnership used approximately $8,757,000 of its cash reserves and borrowed approximately $7,168,000 with an interest rate of 6% from HBC Holdings, LLC, an entity owned by Harold Brown and his affiliates (“HBC”).
In order to fund this investment, the Partnership used approximately $8,757,000 of its cash reserves and borrowed approximately $7,168,000 with an interest rate of 6% from HBC Holdings, LLC, an entity owned by Jameson Brown and his affiliates (“HBC”).
The Note is secured by a mortgage on the Dexter Park apartment complex located at 175 Freeman Street, Brookline, Massachusetts pursuant to a Mortgage, Assignment of Leases and Rents and Security Agreement dated May 31, 2018. The Note is guaranteed by the Partnership and HBC Holdings, LLC pursuant to a Guaranty Agreement dated May 31, 2018.
The Note is secured by a mortgage on the Dexter Park apartment complex located at 175 Freeman Street, Brookline, Massachusetts pursuant to a Mortgage, Assignment of Leases and Rents and Security Agreement dated May 31, 2018. The Note is guaranteed by the Partnership and HBC pursuant to a Guaranty Agreement dated May 31, 2018.
Hamilton Park used the proceeds of the loan to pay off an outstanding loan of approximately $82,000,000 and distributed approximately $41,200,000 to its owners. The Partnership’s share of the distribution was approximately $16,500,000. As a result of the distribution, the carrying value of the investment fell below zero.
Hamilton Park Towers, LLC used the proceeds of the loan to pay off an outstanding loan of approximately $82,000,000 and distributed approximately $41,200,000 to its owners. The Partnership’s share of the distribution was approximately $16,500,000. As a result of the distribution, the carrying value of the investment fell below zero.
At December 31, 2022, the balance on this mortgage before unamortized deferred financing costs is approximately $10,000,000. The investment in the parking lot is referred to as Hamilton Essex Development, LLC; the investment in the apartments is referred to as Hamilton Essex 81, LLC HAMILTON PARK TOWERS, LLC.
At December 31, 2023, the balance on this mortgage before unamortized deferred financing costs is approximately $10,000,000. The investment in the parking lot is referred to as Hamilton Essex Development, LLC; the investment in the apartments is referred to as Hamilton Essex 81, LLC HAMILTON PARK TOWERS, LLC.
At December 31, 2022, the balance on this mortgage before unamortized deferred financing costs is approximately $6,000,000. In 2018, the carrying value of the investment fell below zero.
At December 31, 2023, the balance on this mortgage before unamortized deferred financing costs is approximately $6,000,000. In 2018, the carrying value of the investment fell below zero.
Although the Partnership has no legal obligation, the Partnership intends to fund its share of any future operating deficits if needed. At December 31, 2022, the balance of this mortgage before unamortized deferred financing costs is approximately $8,714,000. This investment is referred to as 345 Franklin, LLC. HAMILTON ON MAIN, LLC.
Although the Partnership has no legal obligation, the Partnership intends to fund its share of any future operating deficits if needed. At December 31, 2023, the balance of this mortgage before unamortized deferred financing costs is approximately $8,483,000. This investment is referred to as 345 Franklin, LLC. HAMILTON ON MAIN, LLC.
A new tenant, Blue Pearl Operations LLC, signed a lease on January 9, 2023 that includes a tenant fit up period of the earlier of 12 months from lease signing or such time as the tenant receives a certificate of occupancy. No rent is due from the tenant during the fit up period. HAMILTON LINEWT ASSOCIATES, LLC.
A new tenant, Blue Pearl Operations LLC, signed a lease on January 9, 2023 that includes a tenant fit up period of the earlier of 12 months from lease signing or such time as the tenant receives a certificate of occupancy. As of December 31, 2023, no rent is due from this tenant. HAMILTON LINEWT ASSOCIATES, LLC.
Free rent amortized in 2022 was approximately $220,000, compared to $838,000 in 2021. (1) The mortgage balance is stated before unamortized deferred financing costs. 19 Table of Contents 345 FRANKLIN, LLC. In November 2001, the Partnership invested approximately $1,533,000 for a 50% ownership interest in a 40-unit apartment building in Cambridge, Massachusetts.
Free rent amortized in 2023 was approximately $37,000, compared to $220,000 in 2022. (1) The mortgage balance is stated before unamortized deferred financing costs. 18 Table of Contents 345 FRANKLIN, LLC. In November 2001, the Partnership invested approximately $1,533,000 for a 50% ownership interest in a 40-unit apartment building in Cambridge, Massachusetts.
In 1995, this Subsidiary Partnership acquired the Boylston Downtown property in Boston, Massachusetts (“Boylston”). This mixed-use property includes 17,218 square feet of rentable commercial space. As of February 1, 2023, the commercial space was fully occupied, and the average rent per square foot was $28.84. For mortgage balance, interest rate and maturity date information see “Apartment Complexes” above.
In 1995, this Subsidiary Partnership acquired the Boylston Downtown property in Boston, Massachusetts (“Boylston”). This mixed-use property includes 15,908 square feet of rentable commercial space. As of February 1, 2024, the commercial space was fully occupied, and the average rent per square foot was $32.80 For mortgage balance, interest rate and maturity date information see “Apartment Complexes” above.
The Partnership has a 50% ownership interest in the properties summarized below: Mortgage Balance and Interest Rate Maturity Number and Type As of Date of Investment Properties of Units Range Vacancies December 31, 2022 (1) Mortgage 345 Franklin, LLC 40 Units 1 $ 8,713,566 2028 345 Franklin Street 0 three bedroom N/A 3.87 % Cambridge, MA 39 two bedroom $ 3,350 3,800 1 one bedroom $ 3,250 3,250 0 studios N/A Hamilton on Main Apartments, LLC 148 Units $ 16,900,000 2024 223 Main Street 0 three bedroom N/A 4.34 % Watertown, MA 93 two bedroom $ 1,950 2,425 31 one bedroom $ 1,975 2,100 24 studios $ 1,725 1,850 Hamilton Minuteman, LLC 42 Units 2 $ 6,000,000 2031 1 April Lane 0 three bedroom N/A 3.71 % Lexington, MA 40 two bedroom $ 2,450 2,650 2 one bedroom $ 2,100 2,200 0 studios N/A Hamilton Essex 81 LLC 49 Units 2 $ 10,000,000 2025 Residential 0 three bedroom N/A 6.32 % 81–83 Essex Street 11 two bedroom $ 2,800 3,100 Boston, MA 38 one bedroom $ 2,175 2,200 0 studios N/A Hamilton Essex Development LLC Parking Lot Commercial 81–83 Essex Street Boston, MA Hamilton 1025 LLC Commercial Building Commercial 1025 Hancock Street Quincy, MA The Partnership has a 40% ownership interest in the property summarized below: Hamilton Park Towers, LLC 409 Units 7 $ 125,000,000 2028 175–185 Freeman Street, 71 three bedroom $ 3,475 4,500 3.99 % Brookline, MA 227 two bedroom $ 2,975 3,650 111 one bedroom $ 2,250 2,500 0 studios N/A Current free rent concessions would result in an average reduction in unit rents of $26.65 per month per unit.
The Partnership has a 50% ownership interest in the properties summarized below: Mortgage Balance and Interest Rate Maturity Number and Type As of Date of Investment Properties of Units Range Vacancies December 31, 2023 (1) Mortgage 345 Franklin, LLC 40 Units 1 $ 8,482,755 2028 345 Franklin Street 0 three bedroom N/A 3.87 % Cambridge, MA 39 two bedroom $ 3,755 4,300 1 one bedroom $ 3,250 3,250 0 studios N/A Hamilton on Main Apartments, LLC 148 Units 2 $ 16,900,000 2024 223 Main Street 0 three bedroom N/A 4.34 % Watertown, MA 93 two bedroom $ 2,625 2,900 31 one bedroom $ 2,400 2,550 24 studios $ 2,250 2,350 Hamilton Minuteman, LLC 42 Units 1 $ 6,000,000 2031 1 April Lane 0 three bedroom N/A 3.71 % Lexington, MA 40 two bedroom $ 2,650 3,400 2 one bedroom $ 2,100 2,250 0 studios N/A Hamilton Essex 81 LLC 49 Units 2 $ 10,000,000 2025 Residential 0 three bedroom N/A 7.63 % 81–83 Essex Street 11 two bedroom $ 3,000 3,300 Boston, MA 38 one bedroom $ 2,050 2,500 0 studios N/A Hamilton Essex Development LLC Parking Lot Commercial 81–83 Essex Street Boston, MA Hamilton 1025 LLC Commercial Building Commercial 1025 Hancock Street Quincy,MA The Partnership has a 40% ownership interest in the property summarized below: Hamilton Park Towers, LLC 409 Units 9 $ 125,000,000 2028 175–185 Freeman Street, 71 three bedroom $ 3,850 5,000 3.99 % Brookline,MA 227 two bedroom $ 2,750 4,100 111 one bedroom $ 2,350 3,300 0 studios N/A Current free rent concessions would result in an average reduction in unit rents of $4,53 per month per unit.
Interest only payments on the Note are payable on a monthly basis at a fixed interest rate of 3.53% per annum, and the principal amount of the Note is due and payable on April 1, 2035.
Interest only payments on the Note are payable on a monthly basis at a fixed interest rate of 3.99% per annum, and the principal amount of the Note is due and payable on June 1, 2028.
Approximately 36 percent of our commercial leases contain rent escalations which range from $0.25– $1.00 per square foot per year. 18 Table of Contents Investment Properties See Note 14 to the Financial Statements for additional information regarding the Investment Properties.
Approximately 36% of our commercial leases contain rent escalations which range from $0.18 to $2.42 per square foot per year. 17 Table of Contents Investment Properties See Note 15 to the Consolidated Financial Statements for additional information regarding the Investment Properties.
HAMILTON OAKS ASSOCIATES, LLC. The Hamilton Oaks Apartment complex in Brockton, Massachusetts was acquired by the Partnership in December 1999 through Hamilton Oaks Associates, LLC, and includes 6,075 square feet of rentable commercial space, occupied by a daycare center. As of February 1, 2023, the commercial space was fully occupied, and the average rent per square foot was $15.41.
HAMILTON OAKS ASSOCIATES, LLC. The Hamilton Oaks Apartment complex in Brockton, Massachusetts was acquired by the Partnership in December 1999 through Hamilton Oaks Associates, LLC, and includes 6,075 square feet of rentable commercial space, occupied by a daycare center.
In 2007, the Partnership acquired a retail block in Newton, Massachusetts. The property consists of 5,850 square feet of rentable commercial space. As of February 1, 2023, the commercial space was fully occupied, and the average rent per square foot was $36.67. 17 Table of Contents HAMILTON CYPRESS LLC.
In 2007, the Partnership acquired a retail block in Newton, Massachusetts. The property consists of 5,850 square feet of rentable commercial space. As of February 1, 2024, the commercial space was fully occupied, and the average rent per square foot was $37.33. HAMILTON CYPRESS LLC. In 2008, the Partnership acquired a medical office building in Brookline, Massachusetts.
Condominium Units The Partnership owns and leases to residential tenants 19 Condominium Units in the metropolitan Boston area of Massachusetts. 16 Table of Contents The table below lists the location of the 19 Condominium Units, the type of units, the range of rents received by the Partnership for such units, and the number of vacancies as of February 1, 2023. Mortgage Balance Number and Type and Interest Rate Maturity of Units Owned As of Date of Condominiums by Partnership Rent Range Vacancies December 31, 2022 Mortgage Riverside Apartments 19 units 8–20 Riverside Street 0 three bedroom N/A Watertown, MA 12 two bedroom $ 1,900 2,100 5 one bedroom $ 1,800 1,950 2 studios $ 1,775 1,875 Commercial Properties BOYLSTON DOWNTOWN LP.
The table below lists the location of the 19 Condominium Units, the type of units, the range of rents received by the Partnership for such units, and the number of vacancies as of February 1, 2024. Mortgage Balance Number and Type and Interest Rate Maturity of Units Owned As of Date of Condominiums by Partnership Rent Range Vacancies December 31, 2023 Mortgage Riverside Apartments 19 units 8–20 Riverside Street 0 three bedroom N/A Watertown, MA 12 two bedroom $ 2,000 2,400 5 one bedroom $ 1,855 2,125 2 studios $ 2,000 2,000 Commercial Properties BOYLSTON DOWNTOWN LP.
This mixed-use property includes 21,548 square feet of rentable commercial space. As of February 1, 2023, the commercial space was fully occupied, and the average rent per square foot was $26.31. NORTH BEACON 140 LP. In 1995, this Subsidiary Partnership acquired the North Beacon property in Boston, Massachusetts (“North Beacon”).
In 1995, this Subsidiary Partnership acquired the North Beacon property in Boston, Massachusetts. This mixed-use property includes 1,050 square feet of rentable commercial space. The property was fully rented as of February 1, 2024, and the average rent per square foot as of that date was $40.50.
The Partnership also rents roof space for a cellular phone antenna at an average rent of approximately $61,000 per year through November 2035. For mortgage balance, interest rate and maturity date information see “Apartment Complexes” above. LINHART LP. In 1995, the Partnership acquired the Linhart property in Newton, Massachusetts (“Linhart”).
As of February 1, 2024, the commercial space was fully occupied, and the average rent per square foot was $15.00.The Partnership also rents roof space for a cellular phone antenna at an average rent of approximately $63,000 per year through November 2040. For mortgage balance, interest rate and maturity date information see “Apartment Complexes” above. LINHART LP.
On May 31, 2018, Hamilton Park, entered into a Mortgage Note with John Hancock Life Insurance Company (U.S.A.) in the principal amount of $125,000,000. Interest only payments on the Note are payable on a monthly basis at a fixed interest rate of 3.99% per annum, and the principal amount of the Note is due and payable on June 1, 2028.
On May 31, 2018, Hamilton Park Towers, LLC, entered into a Mortgage Note with John Hancock Life Insurance Company (U.S.A.) in the principal amount of $125,000,000.
In 2008, the Partnership acquired a medical office building in Brookline, Massachusetts. The property consists of 17,607 square feet of rentable commercial space. As of February 1, 2023, the space was fully occupied, and the average rent per square foot was $40.13.
The property consists of 17,718 square feet of rentable commercial space. As of February 1, 2024, the space was fully occupied, and the average rent per square foot was $40.38 653 WORCESTER Road LLC.
This mixed-use property includes 1,050 square feet of rentable commercial space. The property was fully rented as of February 1, 2023, and the average rent per square foot as of that date was $40.50. For mortgage balance, interest rate and maturity date information see “Apartment Complexes” above. STAPLES PLAZA.
For mortgage balance, interest rate and maturity date information see “Apartment Complexes” above. 16 Table of Contents WRF 659 LLC. In 1999, the Partnership acquired the Staples Plaza shopping center in Framingham, Massachusetts. The shopping center consists of 38,268 square feet of rentable commercial space.
See Note 5 to the Consolidated Financial Statements, included as part of this Form 10-K, for information relating to the mortgages payable of the Partnership and its Subsidiary Partnerships.
Free rent expense amortized in 2023 was approximately $76,000 compared to approximately $344,000 in 2022. See Note 5 to the Consolidated Financial Statements for information relating to the mortgages payable of the Partnership and Subsidiary Partnerships. Condominium Units The Partnership owns and leases to residential tenants 19 Condominium Units in the metropolitan Boston area of Massachusetts.
(2) Mill Street Development, LLC, partially held for development, consisting of 4 homes, one used as an office for the apartment complex. 15 Table of Contents Current free rent concessions would result in an average reduction in unit rents of approximately $9.84 per month per unit.
In addition, Mill Street Development deposited $75,000 into escrow to comply with the 40B project requirement of a cost certification of total development costs upon completion of the project. Current free rent concessions would result in an average reduction in unit rents of approximately $2.13 per month per unit.
The agreement also allows for an earn out of up to an additional $1,495,453.86 once the property performance reaches a 1.35x debt service coverage ratio and the loan to value equates to at most 65%. As of February 1, 2023 Staples Plaza was fully occupied, and the average net rent per square foot was $13.23.
As of February 1, 2024, this property was fully occupied, and the average net rent per square foot was $13.23.
Removed
Free rent expense amortized in 2022 was approximately $344,000 compared to approximately $1,119,000 in 2021.
Added
In December of 2023, the Partnership received 40B approval to construct a 72 unit apartment complex. Management expects to start the construction project in 2024.
Removed
On November 30, 2021, New England Realty Associates Limited Partnership (the “Partnership”), entered into a Master Credit Facility Agreement (the “Facility Agreement”) with KeyBank National Association (“KeyBank”) dated as of November 30, 2021, with the initial advance in the amount of $156,000,000, at a fixed interest rate of 2.97%.
Added
In order to comply with the permanent financing requirements for a 40B project, Mill Street Development signed a term sheet for a loan of up to $15 million, to be funded upon completion of the development project.
Removed
The Partnership’s obligations under the Facility Agreement are secured by mortgages on certain properties pursuant to certain Mortgage, Assignment of Leases and Rents and Security Agreement and Fixture Filings (“Mortgages ”). The Partnership used the proceeds to pay down approximately $65,300,000 of existing debt secured by 11 properties, along with approximately $2,700,000 in prepayment penalties.
Added
In 1995, the Partnership acquired the Linhart property in Newton, Massachusetts (“Linhart”). This mixed-use property includes 22,200 square feet of rentable commercial space. As of February 1, 2024, the commercial space had vacant square footage of 1,273 square feet, and the average rent per square foot was $27.10. NORTH BEACON 140 LP.
Removed
The remaining balance of approximately $89,000,000 will be used for general partnership purposes. See schedule in Note 5, Mortgage Notes Payable, for the details of the transaction as it relates to the specific properties. On June 16, 2022, the Partnership entered into an amendment to the Facility Agreement.
Added
On January 18, 2023, the Partnership purchased a commercial retail property of 20,693 square feet of rentable commercial space located at 653 Worcester Road in Framingham, Massachusetts for the sum of approximately $10,151,000. As of February 1, 2024, the space was fully occupied, and the average rent per square foot was $28.25. SHAWMUT PLACE, LLC.
Removed
The additional advance under the Amended Agreement is in the amount of $80,284,000, at a fixed interest rate of 4.33%. The Partnership’s obligations under the Facility Agreement are secured by mortgages on certain properties pursuant to certain Mortgage, Assignment of Leases and Rents, and Security Agreement and Fixture Filings.
Added
On July 14, 2023, the Partnership purchased a 52 unit mixed use property in the South End neighborhood of Boston, MA comprised of three buildings at 26-30 Rutland Street, 105-117 West Concord Street and 475 Shawmut Avenue, and 3,397 square feet of commercial space for a purchase price of approximately $27,500,000.
Removed
The Partnership used the proceeds to pay down approximately $37,065,000 of existing debt secured by four properties, along with approximately $834,000 in prepayment penalties. The remaining balance of approximately $42,404,000 will be used for general partnership purposes. On October 14, 2022, the Partnership entered into a loan agreement with Brookline Bank refinancing its loan on 659-665 Worcester Road, Framingham, MA.
Added
The commercial space was fully rented as of February 1, 2024, and the average rent per square foot as of that date was $44.09. ​ ​ The following information is provided for commercial leases : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total square Total number Percentage of ​ ​ Annual base rent ​ feet for ​ of leases ​ annual base rent Through December 31, ​ for expiring leases ​ expiring leases ​ expiring ​ for expiring leases 2024 ​ $ 416,581 29,166 29 12 % 2025 ​ 253,320 7,455 7 7 % 2026 ​ 361,731 14,221 8 10 % 2027 ​ 309,189 8,884 5 9 % 2028 ​ 251,316 6,929 2 7 % 2029 ​ 433,890 15,138 3 12 % 2030 ​ — — — — % 2031 ​ ​ — ​ — ​ — ​ — % 2032 ​ ​ 110,600 ​ 1,106 ​ 1 ​ 3 % 2033 ​ ​ — ​ — ​ — ​ — % Thereafter ​ 1,428,261 46,987 4 40 % Totals ​ $ 3,564,888 129,886 59 100 % Commercial rental income is accounted for using the straight-line method.
Removed
The agreement pays down the loan on the existing debt of $5,954,546.14, extends the maturity until October 14, 2032 at a variable interest rate of the SOFR rate plus 1.7%, interest only for 2 years and amortizing using a thirty-year schedule for the balance of the term.
Removed
At closing, the Partnership entered into an interest rate swap contract with Brookline Bank with a notional amount equivalent to the underlying loan principal amortization, resulting in a fixed rate of 4.60% through the expiration of the interest rate swap contract.
Removed
The agreement also allows for an earn out of up to an additional $1,495,453.86 once the property performance reaches a 1.35x debt service coverage ratio and the loan to value equates to at most 65%.
Removed
On March 31, 2020, NERA Brookside Associates, LLC (“Brookside Apartments”), entered into a Mortgage Note with KeyBank National Associates (KeyBank) in the principal amount of $6,175,000.
Removed
The Note is secured by a mortgage on the Brookside apartment complex located at 5-12 Totman Drive, Woburn, Massachusetts pursuant to a Mortgage, Assignment of Leases and Rents and Security Agreement dated March 31, 2020. The Note is guaranteed by the Partnership pursuant to a Guaranty Agreement dated March 31, 2020.
Removed
Brookside Apartments used the proceeds of the loan to pay off an outstanding loan of approximately $2,390,000, with the remaining portion of the proceeds added to cash reserves. In connection with this refinancing, there were closing costs of approximately $136,000.
Removed
In 1999, the Partnership acquired the Staples Plaza shopping center in Framingham, Massachusetts (“Staples Plaza”). The shopping center consists of 38,695 square feet of rentable commercial space. On October 14, 2022, the Partnership entered into a loan agreement with Brookline Bank refinancing its existing loan on 659-665 Worcester Road, Framingham, MA.
Removed
The agreement pays down the loan on the existing debt of $5,954,546.14, extends the maturity until October 14, 2032 at a variable interest rate of the SOFR rate plus 1.7%, interest only for 2 years and amortizing using a thirty-year schedule for the balance of the term.
Removed
At loan closing, the Partnership entered into an interest rate swap contract with Brookline Bank with a notional amount equivalent to the underlying loan principal amortization, resulting in a fixed rate of 4.60% through the expiration of the interest rate swap contract.
Removed
The following information is provided for commercial leases: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total square Total number Percentage of ​ ​ Annual base rent ​ feet for ​ of leases ​ annual base rent Through December 31, ​ for expiring leases ​ expiring leases ​ expiring ​ for expiring leases 2023 ​ $ 467,961 30,041 21 16 % 2024 ​ 661,688 22,054 13 23 % 2025 ​ 102,329 1,786 3 4 % 2026 ​ 347,891 13,721 6 12 % 2027 ​ 197,585 5,341 4 7 % 2028 ​ 93,873 2,158 1 3 % 2029 ​ 38,874 1,254 1 1 % 2030 ​ ​ — ​ — ​ — ​ — ​ 2031 ​ ​ — ​ — ​ — ​ — ​ Thereafter ​ 968,518 31,688 3 34 % Totals ​ $ 2,878,719 108,043 52 100 % Commercial rental income is accounted for using the straight-line method.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

1 edited+0 added6 removed2 unchanged
Biggest changeThe Partnership submitted the affidavit, and subsequently, on March 8, 2023, was dismissed from the lawsuit. With the exception of the above mentioned litigation, the Partnership, the Subsidiary Partnerships, and the Investment Properties and their properties are not presently subject to any material litigation, and, to management’s knowledge, there is not any material litigation presently threatened against them.
Biggest changeITEM 3. LEGAL PROCEEDING S The Partnership, the Subsidiary Partnerships, and the Investment Properties and their properties are not presently subject to any material litigation, and, to management’s knowledge, there is not any material litigation 20 Table of Contents presently threatened against them.
Removed
ITEM 3. LEGAL PROCEEDING S On December 19, 2022, a class action was commenced in the United States District Court for the District of Massachusetts against a number of parties, including the Company: Billie Jo White v.
Removed
RealPage, Inc., et al, Case No. 1:22-cv-12134, United States District Court, District of Massachusetts (“RealPage Litigation”). ​ The first named defendant, RealPage, Inc., is allegedly the developer of a certain software platform known as “AI Revenue Management” (previously known as “YieldStar”).
Removed
In addition to RealPage, the Complaint names as 21 Table of Contents defendants several companies, including the Partnership, allegedly owning, operating and/or managing residential real estate in the Greater Boston Metro Area (collectively, “Defendant Property Managers”).
Removed
The Complaint alleged that through the combined use of RealPage’s revenue management services, which allegedly included collecting non-public data regarding various factors influencing rents and generating a suggested rental price for each of the units controlled by a Defendant Property Manager using its services, the Defendant Property Managers constitute a rental “price-fixing cartel” in violation of federal and state anti-trust laws.
Removed
The Complaint seeks class certification and unspecified damages, trebled, together with attorney’s fees and other injunctive relief.
Removed
No class has yet been certified. ​ The Company disputed the allegations made against it, as it had not utilized the software, and intended to vigorously defend the lawsuit. ​ The plaintiffs’ attorney requested that the Partnership submit an affidavit attesting to that fact.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

5 edited+0 added2 removed4 unchanged
Biggest changeIssuer Purchase of Equity Securities during the fourth quarter of 2022: Remaining number Depositary Receipts of Depositary Receipts Purchased as Part that may be purchased Average of Publicly Under the Plan Period Price Paid Announced Plan (as Amended) October 1–31, 2022 $ 76.66 1,437 511,759 November 1–30, 2022 $ 76.04 221 511,538 December 1-31,2022 $ 511,538 Total 1,658 23 Table of Contents See Note 8 to the Consolidated Financial Statements for information concerning this repurchase program.
Biggest changeSecurity Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” for certain information relating to the number of holders of each class of Units. Issuer Purchase of Equity Securities during the fourth quarter of 2023: Remaining number Depositary Receipts of Depositary Receipts Purchased as Part that may be purchased Average of Publicly Under the Plan Period Price Paid Announced Plan (as Amended) October 1–31, 2023 $ 66.77 543 481,765 November 1–30, 2023 $ 69.83 13,077 468,688 December 1-31,2023 $ 69.51 924 467,764 Total 14,544 See Note 8 to the Consolidated Financial Statements for information concerning the Repurchase Program. 22 Table of Contents ITEM 6. [Reserved] 23 Table of Contents
There were 2,810,678 Depositary Receipts outstanding and 1,715 Units (representing 51,450 receipts) held by approximately 699 record holders. Any portion of the Partnership’s cash, which the General Partner deems not necessary for cash reserves, is distributed to the Partners, and distributions are made on a quarterly basis.
There were 2,771,321 Depositary Receipts outstanding and 1,476 Units (representing 44,280 receipts) held by approximately 116 registered record holders. Any portion of the Partnership’s cash, which the General Partner deems not necessary for cash reserves, is distributed to the Partners, and distributions are made on a quarterly basis.
In March 2023, the Partnership declared a quarterly distribution of $9.60 per Unit ($0.32 per Receipt) payable on March 31, 2023. In addition to the quarterly distribution, there will be a special distribution of $38.40 per Class A unit ($1.28 per Receipt). See “Item 12.
In March 2024, the Partnership declared a quarterly distribution of $12.00 per Unit ($0.40 per Depositary Receipt) payable on March 28, 2024. In addition to the quarterly distribution, there will be a special distribution of $48.00 per Class A unit ($1.60 per Depositary Receipt). 21 Table of Contents See “Item 12.
The Partnership has made annual distributions to its Partners since 1978.The Partnership made distributions of $76.80 per unit ($2.56 per Receipt) in 2022. The Partnership made distributions of $38.40 per Unit ($1.28 per Receipt) in 2021. The total distribution was $9,267,981 in 2022 and $4,673,140 in 2021.
The Partnership has made annual distributions to its Partners since 1978.The Partnership made distributions of $84.00 per unit ($2.80 per Depositary Receipt) in 2023. The Partnership made distributions of $76.80 per Unit ($2.56 per Depositary Receipt) in 2022. The total distribution was $9,954,888 in 2023 and $9,267,981 in 2022.
Distribution to Limited & General Partners were: 2022 2021 Class A—Limited Partners (80%) $ 7,414,385 $ 3,738,512 Class B—Limited Partners (19%) 1,760,916 887,897 Class C—General Partner (1%) 92,680 46,731 Total $ 9,267,981 $ 4,673,140 22 Table of Contents On March 1, 2023, the closing price on the NYSE American for a Depositary Receipt was $73.78.
Distribution to Limited & General Partners were: 2023 2022 Class A—Limited Partners (80%) $ 7,963,910 $ 7,414,385 Class B—Limited Partners (19%) 1,891,429 1,760,916 Class C—General Partner (1%) 99,549 92,680 Total $ 9,954,888 $ 9,267,981 On March 12, 2024, the closing price on the NYSE American for a Depositary Receipt was $71.00.
Removed
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” for certain information relating to the number of holders of each class of Units.
Removed
The Partnership does not have any securities authorized for issuance under any equity compensation plans that are subject to disclosure under Item 201(d) of regulation S-K. ​ ITEM 6. [Reserved] ​ 24 Table of Contents ​

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

66 edited+25 added53 removed64 unchanged
Biggest changeRESULTS OF OPERATIONS Years Ended December 31, 2022 and December 31, 2021 The Partnership and its Subsidiary Partnerships earned income before interest expense, income from investments in unconsolidated joint ventures and other income and loss of approximately $18,088,000 during the year ended December 31, 2022, compared to approximately $14,243,000 for the year ended December 31, 2021, an increase of approximately $3,846,000 (27.0%). 32 Table of Contents The rental activity is summarized as follows: Occupancy Date February 1, 2023 February 1, 2022 Residential Units 2,911 2,911 Vacancies 56 50 Vacancy rate 1.9 % 1.7 % Commercial Total square feet 108,043 108,043 Vacancy Vacancy rate 0.0 % 0.0 % Rental Income (in thousands) Year Ended December 31, 2022 2021 Total Continuing Total Continuing Operations Operations Operations Operations Total rents $ 67,561 67,561 $ 62,176 $ 62,176 Residential percentage 95 % 95 % 95 % 95 % Commercial percentage 5 % 5 % 5 % 5 % Contingent rentals $ 541 541 $ 563 $ 563 Year Ended December 31, 2022 Compared to Year Ended December 31, 2021: Year Ended December 31, Dollar Percent 2022 2021 Change Change Revenues Rental income $ 67,560,662 $ 62,175,592 $ 5,385,070 8.7% Laundry and sundry income 733,064 462,862 270,202 58.4% 68,293,726 62,638,454 5,655,272 9.0% Expenses Administrative 2,731,284 2,476,593 254,691 10.3% Depreciation and amortization 16,373,429 16,671,076 (297,647) (1.8%) Management fee 2,716,514 2,523,943 192,571 7.6% Operating 7,324,692 6,471,250 853,442 13.2% Renting 639,235 1,241,298 (602,063) (48.5%) Repairs and maintenance 11,270,589 10,069,325 1,201,264 11.9% Taxes and insurance 9,149,837 8,942,469 207,368 2.3% 50,205,580 48,395,954 1,809,626 3.7% Income Before Other Income (Expense) 18,088,146 14,242,500 3,845,646 27.0% Other Income (Expense) Interest income 1,055,338 87 1,055,251 100.0% Interest expense (15,045,477) (13,629,463) (1,416,014) 10.4% Income from investments in unconsolidated joint ventures 499,783 (567,308) 1,067,091 188.1% Other Income (Expense) (874,517) (2,745,979) 1,871,462 68.2% (14,364,873) (16,942,663) 2,577,790 15.2% Net Income (Loss) $ 3,723,273 $ (2,700,163) $ 6,423,436 237.9% Rental income from continuing operations for the year ended December 31, 2022 was approximately $67,560,000, compared to approximately $62,175,000 for the year ended December 31, 2021, an increase of approximately $5,385,000 (8.7%).
Biggest changeAs a result of the changes discussed above, net income for the year ended December 31, 2023 was approximately $8,454,000 compared to net income of approximately $3,723,000 for the year ended December 31, 2022, an increase in income of approximately $4,731,000 (127.1%). 34 Table of Contents Years Ended December 31, 2022 and December 31, 2021 The Partnership and its Subsidiary Partnerships earned income before interest expense, income from investments in unconsolidated joint ventures and other income and loss of approximately $18,088,000 during the year ended December 31, 2022, compared to approximately $14,242,000 for the year ended December 31, 2021, an increase of approximately $3,846,000 (27.0%). The rental activity is summarized as follows: Occupancy Date February 1, 2023 February 1, 2022 Residential Units 2,911 2,911 Vacancies 56 50 Vacancy rate 1.9 % 1.7 % Commercial Total square feet 108,043 108,043 Vacancy Vacancy rate 0.0 % 0.0 % Rental Income (in thousands) Year Ended December 31, 2022 2021 Total Continuing Total Continuing Operations Operations Operations Operations Total rents $ 67,561 67,561 $ 62,176 $ 62,176 Residential percentage 95 % 95 % 95 % 95 % Commercial percentage 5 % 5 % 5 % 5 % Contingent rentals $ 541 541 $ 563 $ 563 35 Table of Contents Year Ended December 31, 2022 Compared to Year Ended December 31, 2021: Year Ended December 31, Dollar Percent 2022 2021 Change Change Revenues Rental income $ 67,560,662 $ 62,175,592 $ 5,385,070 8.7% Laundry and sundry income 733,064 462,862 270,202 58.4% 68,293,726 62,638,454 5,655,272 9.0% Expenses Administrative 2,731,284 2,476,593 254,691 10.3% Depreciation and amortization 16,373,429 16,671,076 (297,647) (1.8%) Management fee 2,716,514 2,523,943 192,571 7.6% Operating 7,324,692 6,471,250 853,442 13.2% Renting 639,235 1,241,298 (602,063) (48.5)% Repairs and maintenance 11,270,589 10,069,325 1,201,264 11.9% Taxes and insurance 9,149,837 8,942,469 207,368 2.3% 50,205,580 48,395,954 1,809,626 3.7% Income Before Other Income ( Expense) 18,088,146 14,242,500 3,845,646 27.0% Other Income (Expense) Interest income 1,055,338 87 1,055,251 100.0% Interest (expense) (15,045,477) (13,629,463) (1,416,014) 10.4% Income (Loss) from investments in unconsolidated joint ventures 499,783 (567,308) 1,067,091 188.1% Other (Expense) (874,517) (2,745,979) 1,871,462 68.2% (14,364,873) (16,942,663) 2,577,790 15.2% Net (Loss) Income $ 3,723,273 $ (2,700,163) $ 6,423,436 237.9% Rental income from continuing operations for the year ended December 31, 2022 was approximately $67,560,000, compared to approximately $62,175,000 for the year ended December 31, 2021, an increase of approximately $5,385,000 (8.7%).
Contingent rentals include such chares as bill backs of common area maintenance charges, real estate taxes, and utility charges. Total expenses from continuing operations for the year ended December 31, 2022 were approximately $50,206,000 compared to approximately $48,396,000 for the year ended December 31, 2021, an increase of approximately $1,810,000 (3.7%).
Contingent rentals include such charges as bill backs of common area maintenance charges, real estate taxes, and utility charges. Total expenses from continuing operations for the year ended December 31, 2022 were approximately $50,206,000 compared to approximately $48,396,000 for the year ended December 31, 2021, an increase of approximately $1,810,000 (3.7%).
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULT S OF OPERATIONS Forward Looking Statements Certain information contained herein includes forward looking statements, which are made pursuant to the safe harbor provisions of the Private Securities Liquidation Reform Act of 1995 (the “Act”).
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULT S OF OPERATIONS Forward Looking Statements Certain information contained herein includes forward looking statements, which are made pursuant to the safe harbor provisions of the Private Securities Liquidation Reform Act of 1995.
Along with risks detailed in Item 1A and from time to time in the Partnership’s filings with the Securities and Exchange Commission, some factors that could cause the Partnership’s actual results, performance or achievements to differ materially from those expressed or implied by forward looking statements include but are not limited to the following: The Partnership depends on the real estate markets where its properties are located, primarily in Eastern Massachusetts, and these markets may be adversely affected by local economic market conditions, which are beyond the Partnership’s control. The Partnership is subject to the general economic risks affecting the real estate industry, such as dependence on tenants’ financial condition, the need to enter into new leases or renew leases on terms favorable to tenants in order to generate rental revenues and our ability to collect rents from our tenants. The Partnership is also impacted by changing economic conditions making alternative housing arrangements more or less attractive to the Partnership’s tenants, such as the interest rates on single family home mortgages and the availability and purchase price of single family homes in the Greater Boston metropolitan area. The Partnership is subject to significant expenditures associated with each investment, such as debt service payments, real estate taxes, insurance and maintenance costs, which are generally not reduced when circumstances cause a reduction in revenues from a property. The Partnership is subject to increases in heating and utility costs that may arise as a result of economic and market conditions and fluctuations in seasonal weather conditions. Civil disturbances, earthquakes and other natural disasters may result in uninsured or underinsured losses. Actual or threatened terrorist attacks may adversely affect our ability to generate revenues and the value of our properties. Financing or refinancing of Partnership properties may not be available to the extent necessary or desirable, or may not be available on favorable terms. 25 Table of Contents The Partnership properties face competition from similar properties in the same market.
Along with risks detailed in Item “1A Risk Factors” and from time to time in the Partnership’s filings with the Securities and Exchange Commission, some factors that could cause the Partnership’s actual results, performance or achievements to differ materially from those expressed or implied by forward looking statements include but are not limited to the following: The Partnership depends on the real estate markets where its properties are located, primarily in Eastern Massachusetts, and these markets may be adversely affected by local economic market conditions, which are beyond the Partnership’s control. The Partnership is subject to the general economic risks affecting the real estate industry, such as dependence on tenants’ financial condition, the need to enter into new leases or renew leases on terms favorable to tenants in order to generate rental revenues and our ability to collect rents from our tenants. The Partnership is also impacted by changing economic conditions making alternative housing arrangements more or less attractive to the Partnership’s tenants, such as the interest rates on single family home mortgages and the availability and purchase price of single family homes in the Greater Boston metropolitan area. The Partnership is subject to significant expenditures associated with each investment, such as debt service payments, real estate taxes, insurance and maintenance costs, which are generally not reduced when circumstances cause a reduction in revenues from a property. The Partnership is subject to increases in heating and utility costs that may arise as a result of economic and market conditions and fluctuations in seasonal weather conditions. Civil disturbances, earthquakes and other natural disasters may result in uninsured or underinsured losses. Actual or threatened terrorist attacks may adversely affect our ability to generate revenues and the value of our properties. Financing or refinancing of Partnership properties may not be available to the extent necessary or desirable, or may not be available on favorable terms. 24 Table of Contents The Partnership properties face competition from similar properties in the same market.
Interest only on the debt at a fixed interest rate of 2.97% is payable on a monthly basis through December 31, 2031. The Partnership’s obligations under the Facility Agreement are secured by mortgages on certain properties pursuant to certain Mortgage, Assignment of Leases and 27 Table of Contents Rents, and Security Agreement and Fixture Filings (“Mortgages ”).
Interest only on the debt at a fixed interest 26 Table of Contents rate of 2.97% is payable on a monthly basis through December 31, 2031. The Partnership’s obligations under the Facility Agreement are secured by mortgages on certain properties pursuant to certain Mortgage, Assignment of Leases and Rents, and Security Agreement and Fixture Filings (“Mortgages ”).
Caution should be exercised in interpreting and relying on such forward looking statements, the realization of which may be impacted by known and unknown risks and uncertainties, events that may occur subsequent to the forward looking statements, and other factors which may be beyond the Partnership’s control and which can materially affect the Partnership’s actual results, performance or achievements for 2022 and beyond.
Caution should be exercised in interpreting and relying on such forward looking statements, the realization of which may be impacted by known and unknown risks and uncertainties, events that may occur subsequent to the forward looking statements, and other factors which may be beyond the Partnership’s control and which can materially affect the Partnership’s actual results, performance or achievements for 2023 and beyond.
During this period, the loan covenants are modified from a minimum consolidated debt service ratio of 1.60 to a ratio of 1.35 until September 30, 2022; from a minimum tangible net worth requirement of $200 million to a net worth of $175 million until September 30, 2022; from a maximum consolidated leverage ratio of 65% to a ratio of 70% until September 30, 2022 and from a minimum debt yield of 9.5% to a yield of 8.5% until September 30, 2022 and a yield of 9.0% until December 31, 2022.
During this period, the loan covenants were modified from a minimum consolidated debt service ratio of 1.60 to a ratio of 1.35 until September 30, 2022; from a minimum tangible net worth requirement of $200 million to a net worth of $175 million until September 30, 2022; from a maximum consolidated leverage ratio of 65% to a ratio of 70% until September 30, 2022 and from a minimum debt yield of 9.5% to a yield of 8.5% until September 30, 2022 and a yield of 9.0% until December 31, 2022.
A property that is reclassified is measured and recorded individually at the lower of (a) its carrying value before the property was classified as held for sale, adjusted for any depreciation (amortization) expense that would have been recognized had the property been continuously classified as held and used, or (b) the fair value at the date of the subsequent decision not to sell.
A property that is 29 Table of Contents reclassified is measured and recorded individually at the lower of (a) its carrying value before the property was classified as held for sale, adjusted for any depreciation (amortization) expense that would have been recognized had the property been continuously classified as held and used, or (b) the fair value at the date of the subsequent decision not to sell.
The Partnership’s net income and cash flow may fluctuate dramatically from year to year as a result of the sale or refinancing of properties, increases or decreases in rental income or expenses, or the loss of significant tenants. 39 Table of Contents Off-Balance Sheet Arrangements—Joint Venture Indebtedness As of December 31, 2022, the Partnership had a 40%-50% ownership interest in seven Joint Ventures, which all have mortgage indebtedness except Hancock 1025, and Hamilton Essex Development.
The Partnership’s net income and cash flow may fluctuate dramatically from year to year as a result of the sale or refinancing of properties, increases or decreases in rental income or expenses, or the loss of significant tenants. 38 Table of Contents Off-Balance Sheet Arrangements—Joint Venture Indebtedness As of December 31, 2023, the Partnership had a 40%-50% ownership interest in seven Joint Ventures, which all have mortgage indebtedness except Hancock 1025, and Hamilton Essex Development.
The Partnership’s estimates of aggregate future cash flows expected to be generated by each property are based on a number of assumptions that are subject to economic and market uncertainties including, among others, demand for space, competition for tenants, changes in market rental rates, 31 Table of Contents and costs to operate each property.
The Partnership’s estimates of aggregate future cash flows expected to be generated by each property are based on a number of assumptions that are subject to economic and market uncertainties including, among others, demand for space, competition for tenants, changes in market rental rates, and costs to operate each property.
The Partnership Properties with the largest increases in rental income include 62 Boylston Street Apartments, 1144 Commonwealth Apartments, Mill Street Gardens, Westgate Apartments, and Hamilton Green, with increases of approximately $1,891,000, $814,000, $402,000, $341,000 and $302,000, respectively. 33 Table of Contents Included in rental income is contingent rentals collected on commercial properties.
The Partnership Properties with the largest increases in rental income include 62 Boylston Street Apartments, 1144 Commonwealth Apartments, Mill Street Gardens, Westgate Apartments, and Hamilton Green, with increases of approximately $1,891,000, $814,000, $402,000, $341,000 and $302,000, respectively. Included in rental income is contingent rentals collected on commercial properties.
Under this standard, the Partnership evaluates the non-lease components (lease arrangements that include common area maintenance services) with related lease components (lease revenues). If both the timing and pattern of transfer are the same for the non-lease component and related lease component, the lease component is the predominant component. The Partnership elected an allowed practical expedient.
The Partnership evaluates the non-lease components (lease arrangements that include common area maintenance services) with related lease components (lease revenues). If both the timing and pattern of transfer are the same for the non-lease component and related lease component, the lease component is the predominant component. The Partnership elected an allowed practical expedient.
We do not have control of these partnerships and therefore we account for them using the equity method of consolidation. At December 31, 2022, our proportionate share of the non-recourse debt before unamortized deferred financing costs related to these investments was approximately $70,807,000. See Note 15 to the Consolidated Financial Statements.
We do not have control of these partnerships and therefore we account for them using the equity method of consolidation. At December 31, 2023, our proportionate share of the non-recourse debt before unamortized deferred financing costs related to these investments was approximately $70,691,000. See Note 15 to the Consolidated Financial Statements.
Additionally, as described in Note 3 to the consolidated financial statements, The Hamilton Company receives similar fees from the Investment Properties. 29 Table of Contents The Partnership requires that three bids be obtained for construction contracts in excess of $15,000.
Additionally, as described in Note 3 to the Consolidated Financial Statements, the Hamilton Company receives similar fees from the Investment Properties. The Partnership requires that three bids be obtained for construction contracts in excess of $15,000.
Once the financial performance of the Partnership meets the original covenant tests for the trailing 12-month period, the commitment amount will return to $25 million. The portfolio’s debt yield fell below the minimum of 9.0% to 8.3%. Consequently, as of December 31,2022, the Partnership did not comply with the debt yield financial covenant.
Once the financial performance of the Partnership meets the original covenant tests for the trailing 12-month period, the commitment amount will return to $25 million. The portfolio’s debt yield fell below the minimum of 9.0% to 8.6%. Consequently, as of December 31,2023, the Partnership did not comply with the debt yield financial covenant.
Once the financial performance of the Partnership meets the original covenant tests for the trailing 12-month period, the commitment amount will return to $25 million. The portfolio’s debt yield fell below the minimum of 9.0% to 8.3%. Consequently, as of December 31, 2022, the Partnership did not comply with the debt yield financial covenant.
Once the financial performance of the Partnership meets the original covenant tests for the trailing 12-month period, the commitment amount will return to $25 million. The portfolio’s debt yield fell below the minimum of 9.5% to 8.6%. Consequently, as of December 31, 2022, the Partnership did not comply with the debt yield financial covenant.
The agreement originally expired on July 31, 2017, and was subsequently extended until October 31, 2020.The costs associated with the line of credit extension were approximately $128,000. On October 29, 2021, t he Partnership closed on the modification of its existing line of credit. The agreement extends the credit line for three years until October 29, 2024.
The agreement originally expired on July 31, 2017, and was subsequently extended until October 31, 2020. The costs associated with the line of credit extension were approximately $128,000. On October 29, 2021, t he Partnership closed on the modification of its existing line of credit. The agreement extended the line of credit.until October 29, 2024.
The Partnership pays Hamilton the full annual Management Fee, in monthly installments. In addition to the Management Fee, the Partnership Agreement further provides for the employment of outside professionals to provide services to the Partnership and allows NewReal to charge the Partnership for the cost of employing professionals to assist with the administration of the Partnership’s properties.
The Partnership pays Hamilton the annual Management Fee in monthly installments. In addition to the Management Fee, the Partnership Agreement further provides for the employment of outside professionals to provide services to the Partnership and allows the General Partner to charge the Partnership for the cost of employing professionals to assist with the administration of the Partnership’s properties.
If available acquisitions do not meet the Partnership’s investment criteria, the Partnership may purchase additional depositary receipts.
If available acquisitions do not meet the Partnerhip’s investment criteria, the Partnership may purchase additional Depositary Receipts.
Harold Brown related entities also control 75% of the Partnership’s Class B Units, and 75% of the capital stock of NewReal, the Partnership’s sole general partner. Ronald Brown also owns 25% of the Partnership’s Class B Units and 25% of NewReal’s capital stock.
Brown family related entities also control 75% of the Partnership’s Class B Units, and 75% of the capital stock of NewReal, the Partnership’s sole general partner. Ronald Brown also owns 25% of the Partnership’s Class B Units and 25% of the capital stock of NewReal.
Hamilton accounted for approximately 2.3% of the repair and maintenance expense paid for by the Partnership in the year ended December 31, 2022 and 2.2% in the year ended December 31, 2021.
Hamilton accounted for approximately 2.0% of the repair and maintenance expense paid for by the Partnership in the year ended December 31, 2023 and 2.3% in the year ended December 31, 2022.
The foregoing factors should not be construed as exhaustive or as an admission regarding the adequacy of disclosures made by the Partnership prior to the date hereof or the effectiveness of said Act. The Partnership expressly disclaims any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
The foregoing factors should not be construed as exhaustive or as an admission regarding the adequacy of disclosures made by the Partnership. The Partnership expressly disclaims any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
In addition, Ronald Brown is the President and director of NewReal and Jameson Brown is NewReal’s Treasurer and a director. The 75% of the issued and outstanding Class B units of the Partnership, are owned by HBC Holdings LLC, an entity of which Jameson Brown is the manager.
In addition, Ronald Brown is the President and a director of NewReal and Jameson Brown is Treasurer and a director of NewReal. Moreover, 75% of the issued and outstanding 25 Table of Contents Class B units of the Partnership are owned by HBC Holdings LLC, an entity of which Jameson Brown is the manager.
The Partnership generally considers assets to be held for sale when the transaction has received appropriate corporate authority, and there 30 Table of Contents are no significant contingencies relating to the sale.
The Partnership generally considers assets to be held for sale when the transaction has received appropriate corporate authority, and there are no significant contingencies relating to the sale.
The decrease in cash used in investing activities is primarily due to improvements to rental properties, and the purchase of Treasury Bills.
The decrease in cash used in investing activities is primarily due to improvements to rental properties, and the purchase of new properties.
Rental activity continues to be strong as we move from 2022 into 2023 and all indications are that we will have low vacancy rates for the foreseeable future. During the fourth quarter of 2022, rents increased on average 7.1% for renewals and increased on average 11.0% for new leases.
Rental activity continues to be strong as we move from 2023 into 2024 and all indications are that we will have low vacancy rates for the foreseeable future. During the fourth quarter of 2023, rents increased on average 4.6% for renewals and increased on average 6.0% for new leases.
Additionally, it prepares most long-term commercial lease agreements and represents the Partnership in selected purchase and sale transactions. Overall, Hamilton provided approximately 70.7% and 67.4% of the legal services paid for by the Partnership during the years ended December 31, 2022 and 2021, respectively.
Additionally, Hamilton prepares most long-term commercial lease agreements and represents the Partnership in selected purchase and sale transactions. Overall, Hamilton provided approximately 63.9% and 70.7% of the legal services paid for by the Partnership during the years ended December 31, 2023 and 2022, respectively.
Currently, approximately $88,000,000 of these reserves are invested in short-term US Treasury bills maturing in 6 months or less with interest rates between 2.74% and 4.60%. Since the Partnership’s long-term goals include the acquisition of additional properties, a portion of the proceeds from the refinancing and sale of properties is reserved for this purpose.
Currently, approximately $84,000,000 of these reserves are invested in short-term US Treasury bills maturing in 6 months or less with interest rates between 5.29% and 5.45%. Since the Partnership’s long-term goals include the acquisition of additional properties, a portion of the proceeds from the refinancing and sale of properties is reserved for this purpose.
Hamilton’s architectural department also provides services to the Partnership on an as-needed basis. In 2022, Hamilton provided the Partnership approximately $114,000 in construction and architectural services, compared to $581,000 for the year ended December 31, 2021. Bookkeeping and accounting functions have been provided by Hamilton’s accounting staff, which consists of approximately 15 people.
Hamilton’s architectural department also provides services to the Partnership on an as-needed basis. In 2023, Hamilton provided the Partnership approximately $606,000 in construction and architectural services, compared to $114,000 for the year ended December 31, 2022. 28 Table of Contents Bookkeeping and accounting functions have been provided by Hamilton’s accounting staff, which consists of approximately 14 people.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES The preparation of the consolidated financial statements, in accordance with accounting principles generally accepted in the United States of America, requires the Partnership to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures of contingent assets and liabilities.
For more information on related party transactions, see Note 3 to the Consolidated Financial Statements. CRITICAL ACCOUNTING POLICIES AND ESTIMATES The preparation of the consolidated financial statements, in accordance with accounting principles generally accepted in the United States of America, requires the Partnership to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures of contingent assets and liabilities.
At February 1, 2023, Harold Brown related entities and Ronald Brown collectively own approximately 31.8% of the Depositary Receipts representing the Partnership Class A Units (including Depositary Receipts held by trusts for the benefit of such persons’ family members).
As of February 1, 2024, the Brown family related entities and Ronald Brown collectively own approximately 32.4% of the Depositary Receipts representing the Partnership Class A Units (including Depositary Receipts held by trusts for the benefit of such persons’ family members).
The commitment amount is for $25 million but is restricted to $17 million during the modification period. The modification period covers the current period and phases out by December 31, 2022.
The commitment amount is for $25 million but is restricted to $17 million during the modification period. The modification period was phased out by December 31, 2022.
The Partnership anticipates that cash from operations and interest bearing accounts will be sufficient to fund its current operations, pay distributions, make required debt payments and to finance current improvements to its properties. The Partnership may also sell or refinance properties.
Pledged interests range from 49% to 100% of the Partnership’s ownership interest in the respective entities. The Partnership anticipates that cash from operations and interest bearing accounts will be sufficient to fund its current operations, pay distributions, make required debt payments and to finance current improvements to its properties. The Partnership may also sell or refinance properties.
The change 37 Table of Contents in cash used in financing activities is due to the refinancing of 4 properties, the pay down of mortgages, the repurchase of depositary receipts, and distributions. During 2022, the Partnership and its Subsidiary Partnerships completed improvements to certain of the Properties at a total cost of approximately $5,981,000.
The change in cash used in financing activities is due to the pay down of mortgages, the repurchase of Depositary Receipts, and distributions to partners. During 2023, the Partnership and its Subsidiary Partnerships completed improvements to certain of the Properties at a total cost of approximately $9,289,000.
The agreement also allows for an earn out of up to an additional $1,495,453.86 once the property performance reaches a 1.35x debt service coverage ratio and the loan to value equates to at most 65%.
The agreement also allows for an earn out of up to an additional $1,495,453.86 once the property performance reaches a 1.35x debt service coverage ratio and the loan to value equates to at most 65%. On July 31, 2014, the Partnership entered into an agreement for a $25,000,000 revolving line of credit.
The Partnership purchased 54,271 Depositary Receipts in 2022. In March of 2020, the Board of Advisors and Board of Directors unanimously approved an extension of the Repurchase Program until March 31, 2025.
The Partnership purchased 43,774 Depositary Receipts in 2023. 27 Table of Contents In March of 2020, the Board of Advisors and Board of Directors unanimously approved an extension of the Repurchase Program until March 31, 2025.
The decrease in cash of $46,522,785 at December 31, 2022 is summarized as follows: Year Ended December 31, 2022 2021 Cash provided by operating activities $ 21,539,727 $ 15,783,158 Cash (used in) investing activities (93,073,258) (2,332,446) Cash provided by financing activities 39,605,700 69,109,222 Repurchase of Depositary Receipts, Class B and General Partner Units (5,326,973) (450,258) Distributions paid (9,267,981) (4,673,140) Net increase in cash and cash equivalents $ (46,522,785) $ 77,436,536 The change in cash provided by operating activities is due to various factors, including a change in depreciation expense, a change in income and distribution from joint ventures, and other factors.
The decrease in cash of $31,330,260 at December 31, 2023 is summarized as follows: Year Ended December 31, 2023 2022 Cash provided by operating activities $ 24,181,904 $ 21,539,727 Cash (used in) investing activities (38,943,050) (93,073,258) Cash (used in) provided by financing activities (2,688,691) 39,605,700 Repurchase of Depositary Receipts, Class B and General Partner Units (3,925,535) (5,326,973) Distributions paid (9,954,888) (9,267,981) Net increase in cash and cash equivalents $ (31,330,260) $ (46,522,785) The change in cash provided by operating activities is due to various factors, including a change in depreciation expense, a change in income and distribution from joint ventures, and other factors.
Interest expense for the year ended December 31, 2022 was approximately $15,045,000 compared to approximately $13,629,000 for the year ended December 31, 2021, an increase of approximately $1,416,000 (10.4%), The increase is due to the refinancing of properties, increasing the amount of debt, which increased the interest expense for the period.
Interest expense for the year ended December 31, 2022 was approximately $15,045,000 compared to approximately $13,629,000 for the year ended December 31, 2021, an increase of approximately $1,416,000 (10.4%), The increase is due to the refinancing of properties, increasing the amount of debt, which increased the interest expense for the period. 36 Table of Contents At December 31, 2022, the Partnership has between a 40% and 50% ownership interests in seven different Investment Properties.
These matters are frequently covered by insurance. If it is determined that a loss is likely to occur, the estimated amount of the loss is recorded in the financial statements. Both the amount of the loss and the point at which its occurrence is considered likely can be difficult to determine.
These matters are frequently covered by insurance. If it is determined that a loss is likely to occur, the estimated amount of the loss is recorded in the financial statements.
As always, Management continues to weigh investment alternatives of stock repurchase, new property acquisitions and dispositions when considering its cash balances and performance of the portfolio.
As always, management continues to weigh investment alternatives of stock repurchase, new property acquisitions and dispositions when considering its cash balances and performance of the portfolio. The Partnership has retained the Hamilton Company (“Hamilton”) to manage and administer the Partnership’s and Joint Ventures’ Properties.
The Partnership paid an extension fee of approximately $37,500 in association with the extension. On October 29, 2021, t he Partnership closed on the modification of its existing line of credit. The agreement extends the credit line for three years until October 29, 2024.
The Partnership paid an extension fee of approximately $37,500 in association with the extension. On October 29, 2021, t he Partnership closed on the modification of its existing line of credit. The agreement extended the line of credit until October 29, 2024. The commitment amount is for $25 million but is restricted to $17 million during the modification period.
As a result of the changes discussed above, net loss for the year ended December 31, 2021 was approximately $2,700,000 compared to net income of approximately $1,424,000 for the year ended December 31, 2020, a decrease in income of approximately $4,124,000 (289.5%). LIQUIDITY AND CAPITAL RESOURCES The Partnership’s principal sources of cash during 2022 was the proceeds from the refinancing of 5 properties for approximately $43,000,000, interest income generated from the purchase of Treasury Bills, and the collection of rents.
As a result of the changes discussed above, net income for the year ended December 31, 2022 was approximately $3,723,000 compared to a net loss of approximately $2,700,000 for the year ended December 31, 2021, an increase in income of approximately $6,423,000 (237.9%). LIQUIDITY AND CAPITAL RESOURCES The Partnership’s principal source of cash during 2023 was the collection of rents, and interest income generated from the purchase of Treasury Bills.
Investments in Joint Ventures: The Partnership accounts for its 40%-50% ownership in the Investment Properties under the equity method of accounting, as it exercises significant influence over, but does not control these entities. These investments are recorded initially at cost, as Investments in Joint Ventures, and subsequently adjusted for the Partnership’s share in earnings, cash contributions and distributions.
Investments in Joint Ventures: The Partnership accounts for its 40%-50% ownership in the Investment Properties under the equity method of accounting, as it exercises significant influence over, but does not control these 30 Table of Contents entities.
At December 31, 2022, the Partnership has between a 40% and 50% ownership interests in seven different Investment Properties. See a description of these properties included in the section titled Investment Properties as well as Note 14 to the Consolidated Financial Statements for a detail of the financial information of each Investment Property.
See a description of these properties included in the section titled Investment Properties as well as Note 14 to the Consolidated Financial Statements for a detail of the financial information of each Investment Property.
(“NewReal”), the general partner of New England Realty Associates Limited Partnership passed away. As a result, the estate of Harold Brown currently holds voting control over the NewReal shares.
General On February 24, 2019, Harold Brown, the owner of 75% of the outstanding voting securities of NewReal, Inc. (“NewReal”), the general partner of New England Realty Associates Limited Partnership, passed away. As a result, the estate of Harold Brown held voting control over the capital stock of NewReal.
Contractual Obligations As of December 31, 2022, we are subject to contractual payment obligations as described in the table below. Payments due by period 2023 2024 2025 2026 2027 Thereafter Total Contractual Obligations Long -term debt Mortgage debt $ 2,705,500 2,860,908 3,613,415 25,080,732 23,251,421 356,613,257 $ 414,125,233 Total Contractual Obligations $ 2,705,500 $ 2,860,908 $ 3,613,415 $ 25,080,732 $ 23,251,421 $ 356,613,257 $ 414,125,233 We have various standing or renewable service contracts with vendors related to our property management.
Contractual Obligations As of December 31, 2023, we are subject to contractual payment obligations as described in the table below. Payments due by period 2024 2025 2026 2027 2028 Thereafter Total Contractual Obligations Long -term debt Mortgage debt $ 2,852,762 3,602,548 25,112,083 23,270,649 31,875,215 324,726,284 $ 411,439,541 Total Contractual Obligations $ 2,852,762 $ 3,602,548 $ 25,112,083 $ 23,270,649 $ 31,875,215 $ 324,726,284 $ 411,439,541 We have various standing or renewable service contracts with vendors related to our property management.
The Partnership has retained The Hamilton Company (“Hamilton”) to manage and administer the Partnership’s and Joint Ventures’ Properties. Hamilton is a full-service real estate management company, which has legal, construction, maintenance, architectural, accounting and administrative departments. The Partnership’s properties represent approximately 44% of the total properties and 50% of the residential properties managed by Hamilton.
Hamilton is a full-service real estate management company, which has legal, construction, maintenance, architectural, accounting and administrative departments. The Partnership’s properties represent approximately 44% of the total properties and 50% of the residential properties managed by Hamilton. Substantially all of the other properties managed by Hamilton are owned, wholly or partially, directly or indirectly, by the Brown Family related entities.
For all of 2022, renewal rents increased approximately 6.3% and increased approximately 15.4% for new leases.
For all of 2023, renewal rents increased approximately 6.14% and increased approximately 8.9% for new leases.
Over the past year, the Partnership took advantage of the low interest rate environment and refinanced fifteen properties, increased their loan balances, and raised approximately $130,000,000. With interest rates rising, and a threat of an economic slowdown, the Partnership increased the debt level and built cash reserves to acquire additional properties when opportunities become available.
With interest rates rising, and a threat of an economic slowdown, the Partnership increased the debt level and built cash reserves to acquire additional properties when opportunities became available.
For the fourth quarter of 2022, consolidated revenue increased by 7.9%, operating expenses decreased by 3.7% and Income before Other Income (Expense) increased by 65.3%, as compared to the fourth quarter of 2021.
For the fourth quarter of 2023, excluding the increase in income and expense from 653 Worcester Road and the Shawmut Apartments, consolidated revenue increased by 8.6%, operating expenses increased by 11.9 % and Income before Other Income (Expense) decreased by 4.8 %, as compared to the fourth quarter of 2022.
Under the equity method of accounting, our net equity is reflected on the consolidated balance sheets, and our share of net income or loss from the Partnership is included on the consolidated statements of income.
These investments are recorded initially at cost, as Investments in Joint Ventures, and subsequently adjusted for the Partnership’s share in earnings, cash contributions and distributions. Under the equity method of accounting, our net equity is reflected on the consolidated balance sheets, and our share of net income or loss from the Partnership is included on the consolidated statements of income.
In 2022, Hamilton charged the Partnership $125,000 per year ($31,250 per quarter) for bookkeeping and accounting services. For more information on related party transactions, see Note 3 to the Consolidated Financial Statements.
In 2023, Hamilton charged the Partnership $125,000 per year ($31,250 per quarter) for bookkeeping and accounting services.
Factors which contributed to the increase were an increase in Repairs and Maintenance expense of approximately $1,288,000, (14.7%), primarily due to a increase in appliance and pool repairs, an increase in Operating expenses of approximately $705,000 (12.2%), primarily due to an increase in utility expense, and an increase in Renting expense of approximately $377,000 (43.6%), partially due to an increase in leasing commission expense, offset in part by a decrease in Depreciation and Amortization expense of approximately $1,740,000 (9.4%), due to fully depreciated assets.
Factors which contributed to the increase were an increase in Repairs and Maintenance expense of approximately $2,020,000 (17.9%), primarily due to an increase in apartment units turnover costs, an increase in Taxes and Insurance costs of approximately $600,000 (6.6%), and an increase in Renting expense of approximately $359,000 (56.2%), partially due to an increase in commissions, offset in part by a decrease in Depreciation and Amortization expense of approximately $1,480,000 (9.0%), due to fully depreciated assets.
The commitment amount is for $25 million but is restricted to $17 million during the modification period. The modification period covers the current period and phased out on December 31, 2022.
The modification period covers the current period and phased out on December 31, 2022.
On December 3, 2021, the Partnership paid off the outstanding balance of $17,000,000 on the Line of Credit. The line of credit may be used for acquisition, refinancing, improvements, working capital and other needs of the Partnership. The line may not be used to pay dividends, make distributions or acquire equity interests of the Partnership.
The line of credit may be used for acquisition, refinancing, improvements, working capital and other needs of the Partnership. The line may not be used to pay dividends, make distributions or acquire equity interests of the Partnership. The line of credit is collateralized by varying percentages of the Partnership’s ownership interest in 23 of its subsidiary properties and joint ventures.
In 2021, the principal sources of cash was the proceeds from the refinancing of 11 properties for approximately $156,000,000 and the collection of rents. The majority of cash and cash equivalents of $49,560,723 at December 31, 2022 and $96,083,508 at December 31, 2021 were held in interest bearing accounts at creditworthy financial institutions.
The majority of cash and cash equivalents of $18,230,463 at December 31, 2023 and $49,560,723 at December 31, 2022 were held in interest bearing accounts at creditworthy financial institutions.
See a description of these properties included in the section titled Investment Properties as well as Note 14 to the Consolidated Financial Statements for a detail of the financial information of each Investment Property. 36 Table of Contents As described in Note 15 to the Consolidated Financial Statements, the Partnership’s share of the net loss from the Investment Properties was approximately $567,000 for the year ended December 31, 2021, compared to a net income of approximately $161,000 for the year ended December 31, 2020, a decrease in income of approximately $728,000 (453.0%).
See a description of these properties included in the section titled Investment Properties as well as Note 14 to the Consolidated Financial Statements for a detail of the financial information of each Investment Property.
The Partnership will consider refinancing existing properties if the Partnership’s cash reserves are insufficient to repay existing mortgages or if the Partnership needs additional funds for future acquisitions. 26 Table of Contents On February 24, 2019, Harold Brown, the owner of 75% of the outstanding voting securities of NewReal, Inc.
The Partnership will consider refinancing existing properties if the Partnership’s cash reserves are insufficient to repay existing mortgages or if the Partnership needs additional funds for future acquisitions. The vacancy rate for the Partnership’s residential properties as of February 1, 2024 was 0.9% as compared with a vacancy rate of 1.9% as of February 1, 2023.
In 2022, tenant renewals were approximately 69% with an average rental increase of approximately 6.3 %, new leases accounted for approximately 31% with rental rate increases of approximately 15.4%. In 2022, leasing commissions were approximately $334,000 compared to approximately $835,000 in 2021, a decrease of approximately $501,000 (60.0%) from 2021.
New leases accounted for approximately 29% with rental rate increases of approximately 8.9%.In 2023, leasing commissions were approximately $545,000 compared to approximately $334,000 in 2022, an increase of approximately $211,000 (63.2%) from 2022.Tenant concessions were approximately $68,000 in 2023 compared to approximately $50,000 in 2022, an increase of approximately $18,000 (36.0%).
Included in the income for the year ended December 31, 2021 is depreciation and amortization expense of approximately $2,634,000.
This increase is primarily due to rental revenue of approximately $11,132,000 for the year ended December 31, 2023 compared to approximately $10,261,000 for the year ended December 31, 2022, an increase of approximately $871,000 (8.50).%. Included in the income for the year ended December 31, 2022 is depreciation and amortization expense of approximately $2,593,000.
The most significant improvements were made at Hamilton Oaks, Westside Colonial, 1144 Commonwealth, Captain Parker, Hamilton Green, and River Drive Apartments, at a cost of $1,193,000, $636,000, $566,000, $507,000, $390,000, and $294,000 respectively. The Partnership plans to invest approximately $12,500,000 in capital improvements in 2023.
The most significant improvements were made at 1144 Commonwealth, Hamilton Oaks, School Street, Redwood Hills, Westgate Apartments, and Hamilton Green, at a cost of 37 Table of Contents $1,982,000, $1,687,000, $701,000, $468,000, $431,000, and $421,000 respectively. The Partnership plans to invest approximately $22,284,000 in capital improvements in 2024.
The current vacancy rates are in line with those experienced prior to the Pandemic. Residential tenants generally have lease terms of 12 months. The majority of these leases will mature during the second and third quarters of the year.
The vacancy rate for the Joint Venture properties as of February 1, 2024 was 2.2%, as compared to 1.7% for the same period last year. The current vacancy rates are in line with those experienced prior to the Covid-19 Pandemic. Residential tenants generally have lease terms of 12 months.
As such, the Partnership is restricted to draw down any amount from the line of credit. until the Partnership meets the required financial covenants. The interest rate for the new term is LIBOR plus 300 basis points. The costs associated with the modification and renewal of the line of credit is approximately $179,000 .
As such, the Partnership is restricted to draw down any amount from the line of credit. until the Partnership meets the required financial covenants. The Partnership is currently in discussions with a lender for a replacement line of credit. See Note 19, Subsequent Events, for additional information.
Tenant concessions were approximately $50,000 in 2022 compared to approximately $50,000 in 2021.Tenant improvements were approximately $2,333,000 in 2022 compared to approximately $1,991,000 in 2021, an increase of approximately $342,000 (17.2%).
Tenant improvements, excluding any improvements at 653 Worcester Road and the Shawmut Apartments, were approximately $3,471,000 in 2023 compared to approximately $2,333,000 in 2022, an increase of approximately $1,138,000 (48.8%).
As such, the Partnership is restricted from drawing down any amount from the 28 Table of Contents line of credit until the Partnership meets the required financial covenants. The Stock Repurchase Program that was initiated in 2007 has purchased 1,488,460 Depositary Receipts through December 31, 2022, or approximately 34% of the outstanding Class A Depositary Receipts.
The Repurchase Program that was initiated in 2007 has purchased 1,532,234 Depositary Receipts through December 31, 2023, or approximately 35% of the outstanding Depositary Receipts.
In addition to the quarterly distribution, there will be a special distribution of $38.40 per Class A unit ($1.28 per Receipt). Line of Credit On July 31, 2014, the Partnership entered into an agreement for a $25,000,000 revolving line of credit.
In connection with these requirements, the Partnership received a term sheet from Brookline Bank for a $15,000,000 loan to be funded upon completion of the project, which is currently anticipated in the fourth quarter of 2025. Line of Credit On July 31, 2014, the Partnership entered into an agreement for a $25,000,000 revolving line of credit.
Removed
The outstanding stock of The Hamilton Company, Inc. is controlled by Jameson Brown and Harley Brown. The 75% of the issued and outstanding capital stock of NewReal, is owned by the Harold Brown 2013 Revocable Trust (the “2013 Trust”), an entity of which Sally Michaels and David Reier are the trustees.
Added
On January 2, 2024, the estate was settled, with Jameson Brown and Harley Brown each assuming 37.5% ownership in NewReal.
Removed
As reported on Form 8-K dated October 1, 2021, Robert Somma, a trustee of the 2013 Trust, passed away. Mr. Reier replaced him as trustee of the 2013 Trust. Mr.
Added
The outstanding stock of The Hamilton Company, Inc. is controlled by Jameson Brown and Harley Brown. ​ In the fiscal year ended December 31, 2022, the Partnership took advantage of the low interest rate environment and refinanced fifteen properties, increased their loan balances, and raised approximately $130,000,000.
Removed
Reier was elected on November 5, 2021 as a director of New Real, Inc. ​ Effective as of May 3, 2019, the Board of Directors of New Real elected Andrew Bloch as a member of the Board. Mr. Bloch was the Co-CEO and CFO of the Hamilton Company, Inc. the Manager of the Partnership’s properties. On December 5, 2022, Mr.
Added
The majority of these leases will mature during the second and third quarters of the year.
Removed
Bloch resigned as Chief Financial Officer. Mr. Bloch will continue to work with Hamilton on a consultative basis to ensure a smooth transition of responsibilities to the new CFO. Mr.
Added
For 2023, management expects the local real estate market to remain strong as we move from the winter into the spring rental season. ​ The Partnership purchased a commercial retail property of approximately 20,700 square feet, located at 653 Worcester Road in Framingham, Massachusetts for approximately $10,151,000 on January 18, 2023.
Removed
Bloch remains a director of the General Partner, and of the Management Company. ​ Effective as of December 5, 2022, the Board of Directors of the Management Company elected Karen N. Zermani as CFO of the Management Company to fill the vacancy created by the resignation of Mr. Bloch as CFO. ​ Eunice M.
Added
This acquisition was funded from the Partnership’s cash reserves and closing costs were approximately $59,000. From the purchase price, the Partnership allocated approximately $585,000 for in- place leases, and approximately $378,000 to the value of tenant relationships.
Removed
Harps, a director of NewReal, retired as a director of NewReal effective March 14, 2022. ​ On April 25, 2022, Martina N. Alibrandi was appointed to the Board of Directors of NewReal and as a member of the Audit Committee of the NewReal Board.
Added
These amounts are being amortized over 12 and 156 months respectively. ​ On July 14, 2023, the Partnership purchased a 52 unit mixed use property in the South End neighborhood of Boston, MA comprised of three buildings at 26-30 Rutland Street, 105-117 West Concord Street and 475 Shawmut Avenue, and approximately 3,400 square feet of commercial space for a purchase price of approximately $27,500,000.
Removed
The vacancy rate for the Partnership’s residential properties as of February 1, 2023 was 1.9% as compared with a vacancy rate of 1.7% as of February 1, 2022. The vacancy rate for the Joint Venture properties as of February 1, 2022 was 1.7%, as compared to 1.5% for the same period last year.
Added
This acquisition was funded from the Partnership’s cash reserves and closing costs were approximately $81,000. From the purchase price, the Partnership allocated approximately $525,000 for in-place leases, approximately $61,000 to the value of tenant relationships and $241,000 to the value of below-market leases.

64 more changes not shown on this page.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

4 edited+0 added0 removed4 unchanged
Biggest changeIncluding the line of credit, the Partnership, its Subsidiary Partnerships and the Investment Properties collectively have variable rate debt of $10,000,000 as of December 31, 2022 ranged from LIBOR plus 218 basis points to LIBOR plus 300 basis points.
Biggest changeIncluding the line of credit, the Partnership, its Subsidiary Partnerships and the Investment Properties collectively have variable rate debt of $10,000,000 as of December 31, 2023 ranging from SOFR plus 170 basis points to SOFR plus 310 basis points.
Management’s Discussion and Analysis of Financial Condition and Results of Operations—Factors That May Affect Future Results”. 40 Table of Contents ITEM 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DAT A The financial statements of the Partnership appear on pages F-4 through F-39 of this Form 10-K and are indexed herein under Item 15(a)(1). ITEM 9.
Management’s Discussion and Analysis of Financial Condition and Results of Operations—Factors That May Affect Future Results”. 39 Table of Contents ITEM 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DAT A The financial statements of the Partnership appear on pages F-4 through F-X of this Form 10-K and are indexed herein under Item 15(a)(1). ITEM 9.
Assuming interest rate caps are not in effect, if market rates of interest on the Partnership’s variable rate debt increased or decreased by 100 basis points, then the increase or decrease in interest costs on the Partnership’s variable rate debt would be approximately $50,000 annually and the increase or decrease in fair value of the Partnership’s fixed rate debt as of December 31, 2022 would be approximately $25,545,000.
Assuming interest rate caps are not in effect, if market rates of interest on the Partnership’s variable rate debt increased or decreased by 100 basis points, then the increase or decrease in interest costs on the Partnership’s variable rate debt would be approximately $50,000 annually and the increase or decrease in fair value of the Partnership’s fixed rate debt as of December 31, 2023 would be approximately $25,644,000.
As of December 31, 2022, the Partnership, its Subsidiary Partnerships and the Investment Properties collectively have approximately $580,739,000 in long-term debt, substantially all of which require payment of interest at fixed rates. Accordingly, the fair value of these debt instruments is affected by changes in market interest rates. This long term debt matures through 2035.
As of December 31, 2023, the Partnership, its Subsidiary Partnerships and the Investment Properties collectively have approximately $577,822,000 in long-term debt, substantially all of which require payment of interest at fixed rates. Accordingly, the fair value of these debt instruments is affected by changes in market interest rates. This long term debt matures through 2035.

Other NEN 10-K year-over-year comparisons