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NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP

For the period ended Jun 30, 2024. Filed Aug 8, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2024 · Filed Aug 8, 2024

NEN$45.000.0%Stored close · as of Nov 5, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-03-31; filed 2024-05-09.

0001558370-24-007577

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-06-30; filed 2024-08-08.

0001558370-24-011545

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 76 previous paragraphs and 82 current paragraphs.

37 unchanged; 30 reworded; 8 added; 5 removed; 4 previous and 7 current paragraphs rearranged.

Tables are not compared: 24 previous and 25 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (8)

Current report

For the second quarter of 2024, consolidated revenue increased by10.8%, operating expenses increased by 1.1%, and Income before Other Income (Expense) increased by 38.0%, as compared to the second quarter of 2023.

Current report

Rental income for the three months ended June 30, 2024 was approximately $19,842,000, compared to approximately $17,965,000 for the three months ended June 30, 2023, an increase of approximately $1,877,000 (10.4%). Excluding the revenue increase from Shawmut Apartments of approximately $614,000, there was an increase of approximately $1,262,000 (7.0%).

Current report

Operating expenses for the three months ended June 30, 2024 were approximately $13,512,000 compared to approximately $13,363,000 for the three months ended June 30, 2023, an increase of approximately $150,000 (1.1%). Excluding expenses from Shawmut Apartments of approximately $580,000, operating expenses were approximately $12,932,000, a decrease of approximately $431,000 (3.2%). The factors contributing to the decrease are a decrease in administrative expenses of approximately $221,000 (25.5%), a decrease in operating expenses of approximately $132,000 (7.7%), and a decrease in depreciation and amortization expense of approximately $125,000 (3.5%).

Current report

Six Months Ended June 30, 2024 Compared to Six Months Ended June 30, 2023:

Current report

Operating expenses for the six months ended June 30, 2024 were approximately $27,654,000 compared to approximately $26,603,000 for the six months ended June 30, 2023, an increase of approximately $1,051,000 (4.0%), Excluding operating costs for Shawmut Apartments of approximately $1,151,000, operating expenses decreased approximately $99,000 (0.4%). The factors contributing to the decrease are a decrease in administrative expenses of approximately $197,000 (12.3%), a decrease in depreciation and amortization expense of approximately $184,000 (2,4%), partially offset by an increase in management fees of approximately $170,000 (12.4%).

Current report

Interest expense for the six months ended June 30, 2024 was approximately $7,807,000 compared to approximately $7,825,000 for the six months ended June 30, 2023, a decrease of approximately $18,000 (0.2%).

Current report

$415,000 (119.5%). This increase is primarily due to an increase in rental revenue of approximately $ 5,787,000 for the six months ended June 30, 2024 from approximately $5,397,000 for the six months ended June 30, 2023, an increase of approximately $390,000 (7.2%). Included in the income for the six months ended June 30, 2024 is depreciation and amortization expense of approximately $1,291,000.

Current report

As a result of the changes discussed above, net income for the six months ended June 30, 2024 was approximately $7,536,000 compared to income of approximately $3,979,000 for the six months ended June 30, 2023, an increase in net income of approximately $3,557,000 (89.4%).
Removed paragraphs (5)

Previous report

On August 23, 2023, Hamilton on Main Apartments, LLC (the “Borrower”), a 50% owned joint venture of the Partnership, received notice from KeyBank, as servicer for the lender of a $16,900,000 loan, indicating that the Borrower failed to comply with certain terms of the loan documents pertaining to the transfer of interests in the Borrower that occurred on the occasion of Harold Brown’s death, and that such transfer constitutes an event of default under the loan documents. While the Borrower has disputed that any events of default actually exist, it worked diligently with KeyBank to obtain KeyBank’s consent to the transfer. On March 8, 2024, the Borrower received notice from KeyBank that it was providing ex-post facto consent to the transfer of interest subject to certain conditions being met by the Borrower. The Partnership’s share of costs associated with the transfer of interests in the Borrower was approximately $107,000. On April 18, 2024 the Borrower and KeyBank executed amended loan documents reflecting the transfer of interest in the Borrower. In conjunction with the execution of the amended loan documents, KeyBank provided a courtesy reduction equal to 50% of the transfer fee.

Previous report

increase of approximately $59,000 (100.0%). Tenant concessions were approximately $76,000 for the three months ended March 31, 2024, compared to approximately $20,000 for the three months ended March 31, 2023, an increase of approximately $56,000 (280.0%). Tenant improvements were approximately $765,000 for the three months ended March 31, 2024, compared to** **approximately $650,000 for the three months ended March 31, 2023, an increase of approximately $115,000 (17.7%).

Previous report

Rental income for the three months ended March 31, 2024 was approximately $19,710,000, compared to approximately $17,568,000 for the three months ended March 31, 2023, an increase of approximately $2,142,000 (12.2%). Excluding revenue increases from Walgreen’s and Shawmut’s of approximately $624,000, there was an increase of approximately $1,518,000 (8.7%).

Previous report

Operating expenses for the three months ended March 31, 2024 were approximately $14,141,000 compared to approximately $13,240,000 for the three months ended March 31, 2023, an increase of approximately $901,000 (6.8%). Excluding 653 Worcester Road and Shawmut Apartments for the comparable period, operating expenses were approximately $13,375,000, an increase of approximately $445,000 (3.4%). The factors contributing to the increase are an increase in renting expense of approximately $196,000 (102.3%), due to tenant concessions for disruptions associated with construction projects, an increase in operating costs of approximately $68,000 (2.7%), and an increase in repairs and maintenance of approximately $61,000 (2.2%).

Previous report

home mortgages and the availability and purchase price of single family homes in the Greater Boston metropolitan area.
Reworded paragraphs (30)

Previous wording

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”). Forward looking statements in this report, or which management may make orally or in written form from time to time, reflect management’s good faith belief when those statements are made, and are based on information currently available to management. 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 2024 and beyond. Should one or more of the risks or uncertainties mentioned below materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. We expressly disclaim any responsibility to update our forward looking statements, whether as a result of new information, future events or otherwise. Accordingly, investors should use caution in relying on past forward looking statements, which are based on results and trends at the time they are made, to anticipate future results or trends. For an additional discussion of factors that may affect the Partnership’s business and results of operations, see Item1A-Risk Factors in the Company’s Annual Report on Form 10-K for the fiscal year ended December31,2023.

Current wording

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”). Forward looking statements in this report, or which management may make orally or in written form from time to time, reflect management’s good faith belief when those statements are made, and are based on information currently available to management. 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 2024 and beyond. Should one or more of the risks or uncertainties mentioned below materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. We expressly disclaim any responsibility to update our forward looking statements, whether as a result of new information, future events or otherwise. Accordingly, investors should use caution in relying on past forward looking statements, which are based on results and trends at the time they are made, to anticipate future results or trends. For an additional discussion of factors that may affect the Partnership’s business and results of operations, see Item1A-Risk Factors in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31,2023.

Previous wording

Over a period of time both in 2021 and 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. 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. Currently, $69,445,000 of these reserves are invested in short-term US Treasury bills maturing in 6 months or less with interest rates between 5.08% and 5.45%.** **

Current wording

Over a period of time both in 2021 and 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. 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. Currently, $83,636,000 of these reserves are invested in short-term US Treasury bills maturing in 6 months or less with interest rates between 5.08% and 5.27%.** **

Previous wording

The vacancy rate for the Partnership’s residential properties as of May 2, 2024 was 1.2% as compared with a vacancy rate of 2.1% as of May 2, 2023. The vacancy rate for the Joint Venture properties as of May 2, 2024 was 1.3 %, as compared to 2.5% for the same period last year.

Current wording

The vacancy rate for the Partnership’s residential properties as of August 1, 2024 was 1.5% as compared with a vacancy rate of 1.8% as of August 1, 2023. The vacancy rate for the Joint Venture properties as of August 1, 2024 was 2.8%, as compared to 1.3% for the same period last year.

Previous wording

During the first quarter of 2024, rents increased an average of 5.8% for renewals and increased an average of 5.4% for new leases. For the balance of 2024, management expects a strong rental market with continued rent growth.

Current wording

During the second quarter of 2024, rents increased an average of 6.4% for renewals and increased an average of 7.6% for new leases. For the balance of 2024, management expects a rental market with continued rent growth.

Previous wording

For the first quarter of 2024, excluding the increase in income and expense from 653 Worcester Road and the Shawmut Apartments, consolidated revenue increased by 8.7%, operating expenses increased by 3.2% and Income before Other Income (Expense) increased by 25.0%, as compared to the first quarter of 2023.

Current wording

For the second quarter of 2024, excluding the increase in income and expense from the Shawmut Apartments, consolidated revenue increased by 7.3%, operating expenses decreased by 3.2% and Income before Other Income (Expense) increased by 37.1%, as compared to the second quarter of 2023.** **

Previous wording

On July 31, 2014, the Partnership entered into an agreement for a $25,000,000 revolving line of credit. The term of the line was for three years with a floating interest rate equal to a base rate of the greater of (a) the Prime Rate (b) the Federal Funds Rate plus one-half of one percent per annum, or (c) the LIBOR Rate for a period of one month plus 1% per annum, plus the applicable margin of 2.5%. The agreement originally expired on July 31, 2017, and was extended until October 31, 2020. The costs associated with the line of credit extension were approximately $128,000. Prior to the

Current wording

Federal Funds Rate plus one-half of one percent per annum, or (c) the LIBOR Rate for a period of one month plus 1% per annum, plus the applicable margin of 2.5%. The agreement originally expired on July 31, 2017, and was extended until October 31, 2020. The costs associated with the line of credit extension were approximately $128,000. Prior to the line’s expiration in 2020, the Partnership exercised its option for a one-year extension until October 31, 2021. The Partnership paid an extension fee of approximately $37,500 in association with the extension.

Previous wording

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 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. During the modification 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. 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. As of March 31, 2024, the portfolio’s debt yield fell below the minimum of 9.5% to 9.0%, thus the Partnership did not comply with the debt yield financial covenant. 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.

Current wording

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 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. During the modification 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. 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. As of June 30, 2024, the portfolio’s debt yield fell below the minimum of 9.5% to 9.3%, thus the Partnership did not comply with the debt yield financial covenant. As such, the Partnership is restricted from drawing 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.

Previous wording

From the start of the Stock Repurchase Program in 2007 through March 31, 2024, the Partnership has purchased 1,535,092 Depositary Receipts. During the three months ended March 31, 2024, the Partnership purchased a total of 2,858 Depositary Receipts.

Current wording

From the start of the Stock Repurchase Program in 2007 through June 30, 2024, the Partnership has purchased 1,542,344 Depositary Receipts. During the six months ended June 30, 2024, the Partnership purchased a total of 10,110 Depositary Receipts.

Previous wording

Residential tenants sign a one year lease. During the three months ended March 31, 2024, tenant renewals were approximately 65% with an average rental increase of approximately 5.8%, new leases accounted for approximately 35% with rental rate increases of approximately 5.4%. During the three months ended March 31, 2024, leasing commissions were approximately $118,000 compared to approximately $59,000 for the three months ended March 31, 2023, an

Current wording

Residential tenants sign a one year lease. During the six months ended June 30, 2024, tenant renewals were approximately 71% with an average rental increase of approximately 6.2%, new leases accounted for approximately 29% with rental rate increases of approximately 6.7%. During the six months ended June 30, 2024, leasing commissions were approximately $231,000 compared to approximately $197,000 for the six months ended June 30, 2023, an increase of approximately $34,000 (17.2%). Tenant concessions were approximately $78,000 for the six months ended June 30, 2024, compared to approximately $39,000 for the six months ended June 30, 2023, an increase of approximately $39,000 (100.0%). Tenant improvements were approximately $1,682,000 for the six months ended June 30, 2024, compared to** **approximately $4,866,000 for the six months ended June 30, 2023, a decrease of approximately $3,184,000 (65.4%).

Previous wording

Hamilton accounted for approximately 0.8% of the repair and maintenance expenses paid for by the Partnership during the three months ended March 31, 2024 and 1.7% during the three months ended March 31, 2023. Of the funds paid to Hamilton for this purpose, the great majority was to cover the cost of services provided by the Hamilton maintenance department, including plumbing, electrical, carpentry services, and snow removal for those properties close to Hamilton’s headquarters. Several of the larger Partnership properties have their own maintenance staff. Those properties that do not have their own maintenance staff and are located more than a reasonable distance from Hamilton’s headquarters in Allston, Massachusetts are generally serviced by local, independent companies.

Current wording

Hamilton accounted for approximately 0.5% of the repair and maintenance expenses paid for by the Partnership during the six months ended June 30, 2024 and 2.5% during the six months ended June 30, 2023. Of the funds paid to Hamilton for this purpose, the great majority was to cover the cost of services provided by the Hamilton maintenance department, including plumbing, electrical, carpentry services, and snow removal for those properties close to

Previous wording

Hamilton’s legal department handles most of the Partnership’s eviction and collection matters. Additionally, it prepares most long-term commercial lease agreements and represents the Partnership in selected purchase and sale transactions. Overall, Hamilton provided approximately $50,000 (61.6%) and approximately $68,000 (82.6%) of the legal services paid for by the Partnership during the three months ended March 31, 2024 and 2023 respectively.

Current wording

Hamilton’s legal department handles most of the Partnership’s eviction and collection matters. Additionally, it prepares most long-term commercial lease agreements and represents the Partnership in selected purchase and sale transactions. Overall, Hamilton provided approximately $89,000 (43.7%) and approximately $108,000 (79.4%) of the legal services paid for by the Partnership during the six months ended June 30, 2024 and 2023 respectively.

Previous wording

The Partnership requires that three bids be obtained for construction contracts in excess of $15,000. Hamilton may be one of the three bidders on a particular project and may be awarded the contract if its bid and its ability to successfully complete the project are deemed appropriate. For contracts that are not awarded to Hamilton, Hamilton charges the Partnership a construction supervision fee equal to 5% of the contract amount. Hamilton’s architectural department also provides services to the Partnership on an as-needed basis. During the three months ended March 31, 2024, Hamilton provided the Partnership approximately $105,000 in construction and architectural services, compared to approximately $288,000 for the three months ended March 31, 2023.

Current wording

The Partnership requires that three bids be obtained for construction contracts in excess of $15,000. Hamilton may be one of the three bidders on a particular project and may be awarded the contract if its bid and its ability to successfully complete the project are deemed appropriate. For contracts that are not awarded to Hamilton, Hamilton charges the Partnership a construction supervision fee equal to 5% of the contract amount. Hamilton’s architectural department also provides services to the Partnership on an as-needed basis. During the six months ended June 30, 2024, Hamilton provided the Partnership approximately $330,000 in construction and architectural services, compared to approximately $521,000 for the six months ended June 30, 2023.

Previous wording

Hamilton’s accounting staff perform bookkeeping and accounting functions for the Partnership. During the three months ended March 31, 2024 and 2023, Hamilton charged the Partnership $31,250 for bookkeeping and accounting services. For more information on related party transactions, see Note 3 to the Consolidated Financial Statements.

Current wording

Hamilton’s accounting staff perform bookkeeping and accounting functions for the Partnership. During the six months ended June 30, 2024 and 2023, Hamilton charged the Partnership $62,500 for bookkeeping and accounting services. For more information on related party transactions, see Note 3 to the Consolidated Financial Statements.

Previous wording

Revenue Recognition: Rental income from residential and commercial properties is recognized over the term of the related lease. For residential tenants, amounts 60 days in arrears are charged against income. The commercial tenants are evaluated on a case by case basis. Certain leases of the commercial properties provide for increasing stepped minimum rents, which are accounted for on a straight-line basis over the term of the lease. Revenue from commercial leases also include reimbursements and recoveries received from tenants for certain costs as provided in the lease

Current wording

Revenue Recognition: Rental income from residential and commercial properties is recognized over the term of the related lease. For residential tenants, amounts 60 days in arrears are charged against income. The commercial tenants are evaluated on a case by case basis. Certain leases of the commercial properties provide for increasing stepped minimum rents, which are accounted for on a straight-line basis over the term of the lease. Revenue from commercial leases also include reimbursements and recoveries received from tenants for certain costs as provided in the lease agreement. The costs generally include real estate taxes, utilities, insurance, common area maintenance and recoverable costs. Rental concessions are also accounted for on the straight-line basis.

Previous wording

Rental Properties: Rental properties are stated at cost less accumulated depreciation. Maintenance and repairs are charged to expense as incurred; improvements and additions are capitalized. When assets are retired or otherwise disposed of, the cost of the asset and related accumulated depreciation is eliminated from the accounts, and any gain or loss on such disposition is included in income. Fully depreciated assets are removed from the accounts. Rental properties are depreciated by both straight-line and accelerated methods over their estimated useful lives. Upon acquisition of rental property, the Partnership estimates the fair value of acquired tangible assets, consisting of land, building and improvements, and identified intangible assets and liabilities assumed, generally consisting of the fair value of (i) above and below market leases, (ii) in-place leases and (iii) tenant relationships. The Partnership allocated the purchase price to the assets acquired and liabilities assumed based on their fair values. The Partnership records goodwill or a gain on bargain purchase (if any) if the net assets acquired/liabilities assumed exceed the purchase consideration of a transaction. In estimating the fair value of the tangible and intangible assets acquired, the Partnership considers information obtained about each property as a result of its due diligence and marketing and leasing activities, and utilizes various valuation methods, such as estimated cash flow projections utilizing appropriate discount and capitalization rates, estimates of replacement costs net of depreciation, and available market information. The fair value of the tangible assets of an acquired property considers the value of the property as if it were vacant.

Current wording

Rental Properties: Rental properties are stated at cost less accumulated depreciation. Maintenance and repairs are charged to expense as incurred; improvements and additions are capitalized. When assets are retired or otherwise disposed of, the cost of the asset and related accumulated depreciation is eliminated from the accounts, and any gain or loss on such disposition is included in income. Fully depreciated assets are removed from the accounts. Rental properties are depreciated by both straight-line and accelerated methods over their estimated useful lives. Upon acquisition of rental property, the Partnership estimates the fair value of acquired tangible assets, consisting of land, building and improvements, and identified intangible assets and liabilities assumed, generally consisting of the fair value of (i) above and below market leases, (ii) in-place leases and (iii) tenant relationships. The Partnership allocated the purchase price to the assets acquired and liabilities assumed based on their fair values. The Partnership records goodwill or a gain on bargain purchase (if any) if the net assets acquired/liabilities assumed exceed the purchase consideration of a transaction. In estimating the fair value of the tangible and intangible assets acquired, the Partnership considers information obtained about each property as a result of its due diligence and marketing and leasing activities, and utilizes various valuation methods, such as estimated cash flow projections utilizing appropriate discount and capitalization rates, estimates of replacement costs net of depreciation, and available market information. The fair value of the tangible assets of an acquired property considers the value of the property as if it were vacant. Costs directly related to the acquisition, development and construction of rental properties are capitalized. Capitalized development and construction costs include pre-construction costs, development and construction costs, regulatory fees, interest, property taxes, insurance, construction oversight fees, and other project costs incurred during the period of development. The Partnership considers a construction project as substantially completed and held available for occupancy upon the substantial completion of improvements, but no later than one year from cessation of major construction activity.

Previous wording

Intangible assets acquired include amounts for in-place lease values above and below market leases and tenant relationship values, which are based on management’s evaluation of the specific characteristics of each tenant’s lease and the Partnership’s overall relationship with the respective tenant. Factors to be considered by management in its analysis of in-place lease values include an estimate of carrying costs during hypothetical expected lease-up periods considering current market conditions, and costs to execute similar leases at market rates during the expected lease-up periods, depending on local market conditions. In estimating costs to execute similar leases, management considers leasing commissions, legal and other related expenses. Characteristics considered by management in valuing tenant

Current wording

Intangible assets acquired include amounts for in-place lease values above and below market leases and tenant relationship values, which are based on management’s evaluation of the specific characteristics of each tenant’s lease and the Partnership’s overall relationship with the respective tenant. Factors to be considered by management in its analysis of in-place lease values include an estimate of carrying costs during hypothetical expected lease-up periods considering current market conditions, and costs to execute similar leases at market rates during the expected lease-up periods, depending on local market conditions. In estimating costs to execute similar leases, management considers leasing commissions, legal and other related expenses. Characteristics considered by management in valuing tenant relationships include the nature and extent of the Partnership’s existing business relationships with the tenant, growth prospects for developing new business with the tenant, the tenant’s credit quality and expectations of lease renewals. The value of in-place leases are amortized to expense over the remaining initial terms of the respective leases. The value of tenant relationship intangibles are amortized to expense over the anticipated life of the relationships.

Previous wording

The Partnership and its Subsidiary Partnerships earned income before interest expense, income from investments in unconsolidated joint ventures, other expense of approximately $5,751,000 during the three months ended March 31, 2024, compared to approximately $4,451,000 for the three months ended March 31, 2023, an increase of approximately $1,300,000 (29.2%).

Current wording

The Partnership and its Subsidiary Partnerships earned income before interest expense, income from investments in unconsolidated joint ventures, other expense of approximately $6,538,000 during the three months ended June 30, 2024, compared to approximately $4,738,000 for the three months ended June 30, 2023, an increase of approximately $1,800,000 (38.0%).

Previous wording

The Partnership properties with the largest increases in rental income include 1144 Commonwealth, Hamilton Oaks, Mill Street Gardens, 659 Worcester Road, Hamilton Green, and 62 Boylston Street, with increases of $182,000, $169,000, $130,000, $106,000, $96,000 and $88,000 respectively. Included in rental income is contingent rentals collected on commercial properties. Contingent rentals include such charges as bill backs of common area maintenance charges, real estate taxes, and utility charges.

Current wording

The Partnership properties with the largest increases in rental income include 62 Boylston Street, Hamilton Oaks, 1144 Commonwealth, Mill Street Gardens, Woodland Park and Westgate Apartments, with increases of $210,000, $150,000, $112,000, $76,000, $64,000 and $63,000 respectively. Included in rental income is contingent rentals collected on commercial properties. Contingent rentals include such charges as bill backs of common area maintenance charges, real estate taxes, and utility charges.

Previous wording

Interest expense for the three months ended March 31, 2024 was approximately $3,907,000 compared to approximately $3,899,000 for the three months ended March 31, 2023, an increase of approximately $8,000 (0.2%).

Current wording

Interest expense for the three months ended June 30, 2024 was approximately $3,900,000 compared to approximately $3,926,000 for the three months ended June 30, 2023, a decrease of approximately $26,000 (0.7%).

Previous wording

Interest income for the three months ended March 31, 2024 was approximately $1,165,000 compared to approximately $974,000 for the three months ended March 31, 2023, an increase of approximately $191,000 (19.6%). Interest income is from investments in Treasury Bills which mature over a period less than 180 days, with interest rates between 5.08% to 5.45%.** **

Current wording

Interest and dividend income for the three months ended June 30, 2024 was approximately $1,113,000 compared to approximately $1,292,000 for the three months ended June 30, 2023, a decrease of approximately $179,000 (13.9%). Interest income is from investments in Treasury Bills which mature over a period less than 180 days, with interest rates between 5.08% to 5.27%.** **

Previous wording

As described in Note 15 to the Consolidated Financial Statements, the Partnership’s share of the net income from the Investment Properties was approximately $441,000 for the three months ended March 31, 2024, compared to net income of approximately $228,000 for the three months ended March 31, 2023, an increase in income of approximately $213,000 (93.8%). This increase is primarily due to an increase in rental revenue to approximately $2,919,000 from $2,686,000, an increase of approximately $233,000 (8.7%) for the three months ended March 31, 2024 compared to the three months ended March 31, 2023. Included in the income for the three months ended March 31, 2023 is depreciation and amortization expense of approximately $646,000.

Current wording

As described in Note 15 to the Consolidated Financial Statements, the Partnership’s share of the net income from the Investment Properties was approximately $321,000 for the three months ended June 30, 2024, compared to net income of approximately $119,000 for the three months ended June 30, 2023, an increase in income of approximately $202,000 (168.5%). This increase is primarily due to an increase in rental revenue to approximately $2,869,000 from $2,711,000, an increase of approximately $158,000 (5.8%) for the three months ended June 30, 2024 compared to the three months ended June 30, 2023. Included in the income for the three months ended June 30, 2023 is depreciation and amortization expense of approximately $650,000.

Previous wording

As a result of the changes discussed above, net income for the three months ended March 31, 2024 was approximately $3,463,000 compared to net income of approximately $1,754,000 for the three months ended March 31, 2023, an increase in income of approximately $1,709,000 (97.4%).

Current wording

As a result of the changes discussed above, net income for the three months ended June 30, 2024 was approximately $4,073,000 compared to net income of approximately $2,225,000 for the three months ended June 30, 2023, an increase in income of approximately $1,848,000 (83.1%).

Previous wording

The Partnership’s principal source of cash during the first three months of 2024 and 2023 was the collection of rents and a reduction in U.S. Treasury bills. The Partnership’s principal use of cash during the first three months of 2024 was the construction of the Mill Street Development, improvements to rental properties, mortgage principal payments, and distributions to partners. The Partnership’s principal use of cash during the first three months of 2023 was the purchase of U.S.Treasury bills, and the purchase of two properties: a commercial property at 653 Worcester Road for approximately $10,000,000, and the purchase of a mixed use property in the South End neighborhood of Boston, Massachusetts for a purchase price of approximately $27,500,000.

Current wording

The Partnership’s principal source of cash during the first six months of 2024 and 2023 was the collection of rents. The Partnership’s principal use of cash during the first six months of 2024 was the construction of the Mill Street Development, improvements to rental properties, mortgage principal payments, purchases of U.S. Treasury bills, and distributions to partners. The Partnership’s principal use of cash during the first six months of 2023 was the purchase of U.S. Treasury bills, and the purchase of a commercial property at 653 Worcester Road for approximately $10,000,000.

Previous wording

The majority of cash and cash equivalents of $28,801,744 at March 31, 2024 and $18,230,463 at December 31, 2023 were held in interest bearing accounts at creditworthy financial institutions.

Current wording

The majority of cash and cash equivalents of $13,463,294 at June 30, 2024 and $18,230,463 at December 31, 2023 were held in interest bearing accounts at creditworthy financial institutions.

Previous wording

The increase in cash of $10,571,281 for the three months ended March 31, 2024 is summarized as follows:

Current wording

The decrease in cash of $4,767,169 for the six months ended June 30, 2024 is summarized as follows:

Previous wording

The net increase 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 net increase in cash provided by investing activities is primarily due to cash proceeds from the sale of Treasury bills held in a money market account for the improvement of rental properties, including the Mill Street Development project. Financing activities include mortgage principal payments and distributions to partners, and repurchase of depositary receipts.

Current wording

The net increase 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 net decrease in cash used in investing activities is primarily for the improvement of rental properties, including the Mill Street Development project. Financing activities include mortgage principal payments and distributions to partners, and repurchase of depositary receipts.

Previous wording

During 2024, the Partnership and its Subsidiary Partnerships have completed improvements to certain of the Properties at a total cost of approximately $2,395,000. These improvements were funded from cash reserves. Cash reserves have been adequate to fully fund improvements. The most significant improvements were made at 1144 Commonwealth, Executive Apartments, River Drive Apartments, Hamilton Oaks, Westside Colonial, and Dean Street Associates, at a cost of approximately $583,000, $499,000, $288,000, $219,000, $115,000 and $87,000 respectively.

Current wording

During 2024, the Partnership and its Subsidiary Partnerships have completed improvements to certain of the Properties at a total cost of approximately $4,943,000. These improvements were funded from cash reserves. Cash reserves have been adequate to fully fund improvements. Cash reserves used for the Mill Street Development Project were approximately $4,186,000. Beyond the Mill Street Development Project, the most significant improvements were made at Executive Apartments, River Drive Apartments, 1144 Commonwealth, Hamilton Oaks, Dean Street Associates, and Westgate Woburn at a cost of approximately $1,173,000, $858,000, $687,000, $422,000, $236,000 and $212,000 respectively.

Previous wording

During the three months ended March 31, 2024, the Partnership received distributions of approximately $577,000 from the investment properties. For the three months ended March 31, 2023, the Partnership received $580,000 in distributions from the investment properties. Included in these net distributions is the amount from Dexter Park of approximately $400,000 for the three months ended March 31, 2024 and 2023, respectively.

Current wording

During the six months ended June 30, 2024, the Partnership received distributions of approximately $1,523,000 from the investment properties. For the six months ended June 30, 2023, the Partnership received $1,634,000 in distributions from the investment properties. Included in these net distributions is the amount from Dexter Park of approximately $1,100,000 and $920,000 for the six months ended June 30, 2024 and 2023, respectively.

Previous wording

In March 2024, the Partnership approved a quarterly distribution of $12.00 per Unit ($0.40 per Receipt), which was paid on March 28, 2024. In addition to the quarterly distribution, there was a special distribution of $48.00 per Class A unit ($1.60 per Receipt) payable on March 28, 2024.

Current wording

In May 2024, the Partnership approved a quarterly distribution of $12.00 per Unit ($0.40 per Receipt), payable on June 28, 2024. In March 2024, the Partnership approved a quarterly distribution of $12.00 per Unit ($0.40 per Receipt), which was paid on March 28, 2024. In addition to the quarterly distribution, there was a special distribution of $48.00 per Class A unit ($1.60 per Receipt) payable on March 28, 2024.

Previous wording

As of March 31, 2024, the Partnership had a 40%-50% ownership interest in seven Joint Ventures, five of which have mortgage indebtedness. We do not have control of these partnerships and therefore we account for them using the equity method of consolidation. At March 31, 2024, our proportionate share of the non-recourse debt related to these investments was approximately $70,662,000. See Note 15 to the Consolidated Financial Statements.

Current wording

As of June 30, 2024, the Partnership had a 40%-50% ownership interest in seven Joint Ventures, five of which have mortgage indebtedness. We do not have control of these partnerships and therefore we account for them using the
Rearranged current paragraphs (7)

Current report — wording carried from elsewhere

On July 31, 2014, the Partnership entered into an agreement for a $25,000,000 revolving line of credit. The term of the line was for three years with a floating interest rate equal to a base rate of the greater of (a) the Prime Rate (b) the

Current report — wording carried from elsewhere

Hamilton’s headquarters. Several of the larger Partnership properties have their own maintenance staff. Those properties that do not have their own maintenance staff and are located more than a reasonable distance from Hamilton’s headquarters in Allston, Massachusetts are generally serviced by local, independent companies.

Current report — wording carried from elsewhere

The Partnership and its Subsidiary Partnerships earned income before interest expense, income from investments in unconsolidated joint ventures, and other expense of approximately $12,290,000 during the six months ended June 30, 2024, compared to approximately $9,190,000 for the six months ended June 30, 2023, an increase of approximately $3,100,000 (33.7%).

Current report — wording carried from elsewhere

Rental income for the six months ended June 30, 2024 was approximately $39,551,000, compared to approximately $35,533,000 for the six months ended June 30, 2023, an increase of approximately $4,018,000 (11.3%). Excluding revenues from Shawmut Apartments of approximately $1,197,000, revenue increased approximately $2,821,000 (7.9%). Included in rental income is contingent rentals collected on commercial properties. The Partnership properties with the largest increases in rental income include Hamilton Oaks, 62 Boylston, 1144 Commonwealth, Mill Street Gardens, Westgate Apartments, and Hamilton Green, with increases of $319,000, $298,000, $294,000, $206,000, $141,000 and $141,000 respectively. Included in rental income is contingent rentals collected on commercial properties. Contingent rentals include such charges as bill backs of common area maintenance charges, real estate taxes, and utility charges.

Current report — wording carried from elsewhere

At June 30, 2024, 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 15 to the Consolidated Financial Statements for a detail of the financial information of each Investment Property.

Current report — wording carried from elsewhere

As described in Note 15 to the Consolidated Financial Statements, the Partnership’s share of the net income from the Investment Properties was approximately $762,000 for the six months ended June 30, 2024, compared to net income of approximately $347,000 for the six months ended June 30, 2023, an increase in income of approximately

Current report — wording carried from elsewhere

equity method of consolidation. At June 30, 2024, our proportionate share of the non-recourse debt related to these investments was approximately $70,632,000. See Note 15 to the Consolidated Financial Statements.
Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

line’s expiration in 2020, the Partnership exercised its option for a one-year extension until October 31, 2021. The Partnership paid an extension fee of approximately $37,500 in association with the extension.

Previous report — wording carried elsewhere

agreement. The costs generally include real estate taxes, utilities, insurance, common area maintenance and recoverable costs. Rental concessions are also accounted for on the straight-line basis.

Previous report — wording carried elsewhere

relationships include the nature and extent of the Partnership’s existing business relationships with the tenant, growth prospects for developing new business with the tenant, the tenant’s credit quality and expectations of lease renewals. The value of in-place leases are amortized to expense over the remaining initial terms of the respective leases. The value of tenant relationship intangibles are amortized to expense over the anticipated life of the relationships.

Previous report — wording carried elsewhere

In March 2023, the Partnership approved a quarterly distribution of $9.60 per Unit ($0.32 per Receipt), which was paid on March 31, 2023. In addition to the quarterly distribution, there was a special distribution of $38.40 per Class A unit ($1.28 per Receipt) payable on March 31, 2023.