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SUBSEQUENT EVENTS | 9 Months Ended
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Sep. 30, 2022
SUBSEQUENT EVENTS |
SUBSEQUENT EVENTS | NOTE 17. SUBSEQUENT EVENTS From October 1, 2022, through January 19, 2023, the Partnership has purchased 1,658 Depository Receipts. The average price was $76.58 per receipt, or $2,297.40 per unit. The total cost was $127,565. The Partnership is required to purchase 13 Class B units and 1 General Partnership units at a cost of $30,154 and $1,587, respectively. ​ On October 3, 2022, the Management Company was the target of a ransomware attack. The Management Company has been engaged by the General Partner, to perform general management functions for the Company’s properties in exchange for management fees. After becoming aware of the incident, the Management Company conducted an initial investigation into their digital environment and discovered that all on premise computer systems were encrypted. The Management Company worked with independent third-party cybersecurity specialists through its outside counsel to help with the restoration of the environment and to return operations securely. Hamilton maintains off-site data backups, which were verified to have not been compromised by the ransomware attack and were utilized to restore the data that had been encrypted. The Management Company has successfully recovered the impacted files and rebuilt its computer systems, adding additional security features designed to protect its systems and data from future attacks. This incident was previously reported in the Company’s Current Report on Form 8-K filed with the SEC on October 11, 2022. ​ On October 14, 2022, the Partnership entered into a modification agreement with Brookline Bank modifying its loan on 659-665 Worcester Road, Framingham, MA. The agreement modifies the loan on the existing debt of $5,954,546.14, extending the maturity until October 14, 2032, at an interest rate of 4.6%, interest only for 2 years and amortizing using a thirty-year schedule for the balance of the term. 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 least 65%. ​ On November 15, 2022, (the Partnership received a notification letter from the Corporate Compliance Department of the NYSE American Exchange (the “NYSE American”) indicating that as of November 15, 2022, the Partnership is not in compliance with the NYSE American’s standards for continued listing of the Partnership’s Depositary Receipts on the NYSE American as set forth in Section 1007 of the NYSE American Company Guide (the “Company Guide”). The Partnership failed to timely file (the “Filing Delinquency”) the Partnership’s Form 10-Q for the quarter ended September 30, 2022 (the “Delayed Report”). The NYSE American notification letter has no immediate effect on the listing or trading of the Partnership’s Depositary Receipts on the NYSE American, nor will it have any effect on the Partnership's financial condition or results of operations. The Filing Delinquency is the result of the above-mentioned cybersecurity incident and was previously reported in the Partnership’s Current Report on Form 8-K filed with the SEC on November 21, 2022. The Filing Delinquency will be cured via the filing of the Delayed Report, which is this Form 10-Q. ​ In November 2022, the Partnership approved a quarterly distribution of $9.60 per Unit ($0.32 per Receipt), payable on December 31, 2022. ​ On December 5, 2022, Andrew Bloch, the Chief Financial Officer (“CFO”) of the Management Company, which has been engaged by the Partnership to manage the properties of the Partnership, 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. Bloch remains a director of the General Partner, and of the Management Company. Mr. Bloch’s decision to resign as CFO is not the result of any disagreement with the Partnership on any matter relating to the Partnership’s operations, policies, or practices. Mr. Bloch has served as CFO of the Management Company since 1998. 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. ​ On December 12, 2022, the Partnership signed a purchase and sale agreement to purchase a commercial retail property of approximately 20,700 square feet, located at 659 Worcester Road in Framingham, Massachusetts for the sum of approximately $10,151,000. The Partnership has made a deposit of $500,000 to secure the transaction. This acquisition will be funded from the Partnership’s cash reserves. The Partnership closed on the transaction on January 18,2023. ​ 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. 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”). In addition to RealPage, the Complaint names as defendants several companies, including the Company, allegedly owning, operating and/or managing residential real estate in the Greater Boston Metro Area (collectively, “Defendant Property Managers”). The Complaint alleges 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. The Complaint seeks class certification and unspecified damages, trebled, together with attorney’s fees and other injunctive relief. No class has yet been certified. ​ The Company disputes the allegations made against it and intends to vigorously defend the lawsuit. ​ The named Defendant Property Managers are the following: Greystar Real Estate Partners, LLC; Cushman & Wakefield, Inc.; Lincoln Property Company; Peabody Properties, Inc.; New England Realty Associates Limited Partnership; WinnCompanies LLC and WinnResidential Manager Corp., UDR, Inc., SHP Management Corp., The Related Companies, Inc. and Simpson Property Group, LLLP. ​ ​ ​

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 855 -URI http://asc.fasb.org/topic&trid=2122774 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 855 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (a) -URI http://asc.fasb.org/extlink&oid=6842918&loc=SL6314017-165662 + Details
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