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INVESTMENT IN UNCONSOLIDATED JOINT VENTURES
9 Months Ended
Sep. 30, 2025
INVESTMENT IN UNCONSOLIDATED JOINT VENTURES  
INVESTMENT IN UNCONSOLIDATED JOINT VENTURES

NOTE 15. INVESTMENT IN UNCONSOLIDATED JOINT VENTURES

The Partnership has invested in seven limited partnerships and limited liability companies, the majority of which have invested in residential apartment complexes, with three Joint Ventures investing in commercial property. The Partnership has between a 40%-50% ownership interests in each investment. The other investors are the Brown Family related entities and five current and former employees of the Management Company. The Brown Family’s ownership interest was between 47.6% and 59%, with the balance owned by the others. A description of each investment is as follows:

On October 28, 2009 the Partnership invested approximately $15,925,000 in a joint venture to acquire a 40% interest in a residential property located in Brookline, Massachusetts. The property, Hamilton Park Towers LLC, referred to as Dexter Park, or Hamilton Park, is a 409 unit residential complex. The purchase price was $129,500,000. The original mortgage was $89,914,000 with an interest rate of 5.57% and was to mature in 2019. The mortgage called for interest only payments for the first two years of the loan and amortized over 30 years thereafter.

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. 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. 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.

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. 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 September 30, 2025, the balance on this mortgage before unamortized deferred financing costs is $125,000,000. This investment, Hamilton Park Towers, LLC is referred to as Dexter Park.

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 Joint Venture planned to operate the building and initiate development of the parking lot. In June 2007, the Joint Venture separated the parcels, formed an additional limited liability company for the residential apartments and obtained a mortgage on the property. The new limited liability company formed for the residential apartments and commercial space is referred to as Hamilton Essex 81, LLC. In August 2008, the Joint Venture restructured the mortgages on both parcels at Essex 81. On September 30, 2015, Hamilton Essex 81, LLC obtained a new 10 year mortgage in the amount of $10,000,000, interest only at 2.18% plus the one month Libor rate. The proceeds of the note were used to pay off the existing mortgage of $8,040,719 and the Partnership received a distribution of $978,193 for its share of the excess proceeds. On September 30, 2025, the property was refinanced with a 10 year mortgage in the amount of $12,214,000 at a fixed rate of 5.610% interest only. The Joint Venture paid off the prior mortgage of approximately $10,000,000 with the proceeds of the new mortgage and held the remaining $2,210,000 at the property as cash reserves. The costs associated with the refinancing were approximately $170,000. As a result of the distribution, the carrying value of the investment fell below zero. The Partnership will continue to account for this investment using the equity method of accounting. Although the Partnership has no legal obligation, the Partnership intends to fund its share of any future operating deficits if needed. At September 30, 2025, the balance on this mortgage before unamortized deferred financing costs is $12,214,000. 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.

On March 2, 2005, the Partnership invested $2,352,000 for a 50% ownership interest in a 176-unit apartment complex with an additional small commercial building located in Quincy, Massachusetts. The purchase price was $23,750,000. The Joint Venture sold 127 of the units as condominiums and retained 49 units for long-term investment. The Joint Venture obtained a new 10-year mortgage in the amount of $5,000,000 on the units to be retained by the Joint Venture. The interest on the new loan was 5.67% fixed for the 10 year term with interest only payments for five years

and amortized over a 30 year period for the balance of the loan term. 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. After paying off the mortgage, the Partnership began to sell off the individual units. In 2019, all residential units were sold. The Partnership still owns the commercial building. This investment is referred to as Hamilton 1025, LLC.

In September 2004, the Partnership invested approximately $5,075,000 for a 50% ownership interest in a 42-unit apartment complex located in Lexington, Massachusetts. The purchase price was $10,100,000. On September 12, 2016, the property was refinanced with a 15 year mortgage in the amount of $6,000,000, at 3.71%, interest only. The Joint Venture Partnership paid off the prior mortgage of approximately $5,158,000 with the proceeds of the new mortgage and made a distribution of $385,000 to the Partnership. The cost associated with the refinancing was approximately $123,000. In 2018, the carrying value of the investment fell below zero. The Partnership will continue to account for this investment using the equity method of accounting, although the Partnership has no legal obligation to fund its share of any future operating deficiencies, if needed. At September 30 2025, the balance on this mortgage before unamortized deferred financing costs is $6,000,000. This investment is referred to as Hamilton Minuteman, LLC.

In August 2004, the Partnership invested $8,000,000 for a 50% ownership interest in a 280-unit apartment complex located in Watertown, Massachusetts. The total purchase price was $56,000,000. The Joint Venture sold 137 units as condominiums. The assets were combined with Hamilton on Main Apartments. Hamilton on Main, LLC is known as Hamilton Place. In August 2014, the property was refinanced with a 10 year mortgage in the amount of $16,900,000 at 4.34% interest only. The Joint Venture 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. 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. In August 2024, the property was refinanced with a 10 year mortgage in the amount of $23,589,000 at 5.425% interest only. The Joint Venture paid off the prior mortgage of approximately $16,900,000 with the proceeds of the new mortgage and distributed $2,000,000 to the Partnership. The costs associated with the refinancing were approximately $243,000. In 2018, the carrying value of the investment fell below zero. The Partnership will continue to account for this investment using the equity method of accounting, although the Partnership has no legal obligation to fund its share of any future operating deficiencies, if needed. At September 30, 2025, the balance of the mortgage before unamortized deferred finance is $23,589,000. The investment is referred to as Hamilton on Main 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 June 2013, the property was refinanced with a 15 year mortgage in the amount of $10,000,000 at 3.87%, interest only for 3 years and is amortized on a 30-year schedule for the balance of the term. The Joint Venture paid off the prior mortgage of approximately $6,776,000 with the proceeds of the new mortgage. After the refinancing, the Joint Venture made a distribution of $1,610,000 to the Partnership. As a result of the distribution, the carrying value of the investment fell below zero. The Partnership will continue to account for this investment using the equity method of accounting. Although the Partnership has no legal obligation, the Partnership intends to fund its share of any future operating deficits if needed. At September 30, 2025, the balance of this mortgage before unamortized deferred financing costs is approximately $8,057,000. This investment is referred to as 345 Franklin, LLC.

Summary financial information at September 30, 2025

  

  

Hamilton

  

  

  

Hamilton

  

Hamilton

  

  

Hamilton

Essex

345

Hamilton

Minuteman

on Main

Dexter

    

Essex 81

    

Development

    

Franklin

    

1025

    

Apts

    

Apts

    

Park

    

Total

ASSETS

Rental Properties

$

5,298,785

$

2,578,834

$

3,944,259

$

69,315

$

3,781,556

$

13,372,001

$

69,368,454

$

98,413,204

Cash & Cash Equivalents

 

2,957,779

64,506

100,046

14,268

618,244

287,451

4,731,097

 

8,773,391

Rent Receivable

 

153,153

62,810

10,492

895

13,286

35,349

145,272

 

421,257

Real Estate Tax Escrow

 

70,289

79,926

36,067

 

186,282

Prepaid Expenses & Other Assets  

 

397,786

29,387

92,822

939

78,424

319,765

2,506,742

 

3,425,865

Total Assets

$

8,877,792

$

2,735,537

$

4,227,545

$

85,417

$

4,527,577

$

14,014,566

$

76,751,565

$

111,219,999

LIABILITIES AND PARTNERS’ CAPITAL  

Mortgage Notes Payable

$

12,044,033

$

$

8,038,487

$

$

5,951,240

$

23,372,366

$

124,827,672

$

174,233,798

Accounts Payable & Accrued Expense

 

222,266

7,000

105,473

2,702

70,503

222,068

772,803

 

1,402,815

Advance Rental Pmts & Security Deposits

 

349,841

280,627

159,475

476,085

3,102,500

 

4,368,528

Total Liabilities

 

12,616,140

7,000

8,424,587

2,702

6,181,218

24,070,519

128,702,975

180,005,141

Partners’ Capital

 

(3,738,348)

2,728,537

(4,197,042)

82,715

(1,653,641)

(10,055,953)

(51,951,410)

 

(68,785,142)

Total Liabilities and Capital

$

8,877,792

$

2,735,537

$

4,227,545

$

85,417

$

4,527,577

$

14,014,566

$

76,751,565

$

111,219,999

Partners’ Capital %—NERA

 

50

% 

 

50

% 

 

50

% 

 

50

% 

 

50

% 

 

50

% 

 

40

% 

Investment in Unconsolidated Joint Ventures

$

$

1,364,269

$

$

41,358

$

$

$

1,405,626

Distribution and Loss in Excess of investments in Unconsolidated Joint Ventures

$

(1,869,174)

$

$

(2,098,521)

$

$

(826,821)

$

(5,027,977)

$

(20,780,564)

(30,603,056)

Total Investment in Unconsolidated Joint Ventures (Net)

$

(29,197,430)

Total units/condominiums

Apartments

 

48

 

 

40

 

 

42

 

148

 

409

 

687

Commercial

 

1

 

1

 

 

1

 

 

 

 

3

Total

 

49

 

1

 

40

 

1

 

42

 

148

 

409

 

690

 

 

 

 

 

 

 

 

Financial information for the nine months ended September 30, 2025

    

    

Hamilton

    

    

    

Hamilton

    

Hamilton

    

    

Hamilton

 Essex

345

Hamilton

Minuteman

on Main

Dexter

Essex 81

Development

Franklin

1025

Apts

Apts

Park

Total

Revenues

Rental Income

$

1,470,949

$

181,413

$

1,408,071

$

77,219

$

1,130,131

$

3,281,200

$

13,440,970

$

20,989,953

Laundry and Sundry Income

 

8,663

42,236

132,144

183,043

1,479,612

181,413

1,408,071

77,219

1,130,131

3,323,436

13,573,114

21,172,996

Expenses

Administrative

21,935

16,709

51,056

3,644

19,647

61,488

207,905

382,384

Depreciation and Amortization

347,980

8,782

263,284

2,448

258,384

862,702

2,754,240

4,497,820

Management Fees  

60,368

7,586

54,542

3,119

44,637

129,432

280,331

580,015

Operating

247,428

78,253

153

106,961

438,652

1,106,892

1,978,339

Renting

48,517

68,595

100

10,367

100,356

170,809

398,744

Repairs and Maintenance

153,000

150,284

103,949

484,553

1,467,823

2,359,609

Taxes and Insurance

222,225

51,806

144,757

14,405

123,509

368,068

2,093,980

3,018,750

 

1,101,453

84,883

810,771

23,869

667,454

2,445,251

8,081,980

13,215,661

Income Before Other Income

 

378,159

96,530

597,300

53,350

462,677

878,185

5,491,134

7,957,335

Other Income (Loss)

Interest Expense

 

(521,484)

(246,058)

(176,777)

(997,081)

(3,851,742)

(5,793,142)

Interest Income

 

26,694

1,019

5,034

413

8,666

12,418

122,995

177,239

 

(494,790)

1,019

(241,024)

413

(168,111)

(984,663)

(3,728,747)

(5,615,903)

Net (Loss) Income

$

(116,631)

$

97,549

$

356,276

$

53,763

$

294,566

$

(106,478)

$

1,762,389

$

2,341,432

Net (Loss) Income —NERA 50%

    

$

(58,315)

$

48,775

$

178,137

$

26,881

$

147,283

$

(53,239)

289,523

Net Income —NERA 40%

    

$

704,956

704,956

$

994,478

Financial information for the three months ended September 30, 2025

    

    

Hamilton

    

    

Hamilton

    

Hamilton

    

    

Hamilton

Essex

345

Hamilton

Minuteman

on Main

Dexter

  

Essex 81

Development

Franklin

1025

Apts

Apts

Park

Total

Revenues

Rental Income

$

472,600

$

60,471

$

447,773

$

27,384

$

387,047

$

1,105,154

$

4,508,796

$

7,009,225

Laundry and Sundry Income

 

3,572

13,025

38,160

54,757

 

476,172

60,471

447,773

27,384

387,047

1,118,179

4,546,956

7,063,982

Expenses

Administrative

 

6,745

14,699

29,496

768

3,278

13,125

64,311

132,422

Depreciation and Amortization

 

116,036

2,927

88,624

816

87,438

289,528

930,368

1,515,737

Management Fees

 

20,677

2,529

17,850

1,060

15,059

43,402

93,941

194,518

Operating

 

75,015

11,005

94

26,475

148,150

372,844

633,583

Renting

 

38,300

32,318

31

1,100

45,879

123,593

241,221

Repairs and Maintenance

 

68,156

81,494

42,527

188,692

730,578

1,111,447

Taxes and Insurance

 

73,470

17,033

48,758

4,668

43,017

127,614

664,254

978,814

 

398,399

37,188

309,545

7,437

218,894

856,390

2,979,889

4,807,742

Income Before Other Income

 

77,773

23,283

138,228

19,947

168,153

261,789

1,567,067

2,256,240

Other Income (Loss)

Interest Expense

 

(177,126)

(81,196)

(59,555)

(336,135)

(1,312,036)

(1,966,048)

Interest Income

7,222

337

1,137

125

3,706

3,597

47,857

63,981

 

(169,904)

337

(80,059)

125

(55,849)

(332,538)

(1,264,179)

(1,902,067)

Net (Loss) Income 

$

(92,131)

$

23,620

$

58,169

$

20,072

$

112,304

$

(70,749)

$

302,888

$

354,173

Net (Loss) Income —NERA 50%

    

$

(46,066)

$

11,810

$

29,085

$

10,036

$

56,152

$

(35,375)

25,643

Net Income —NERA 40%

    

$

121,155

121,155

$

146,798

Future annual mortgage maturities at September 30, 2025 are as follows:

Hamilton

345

Hamilton

Hamilton on

Dexter

 

Period End

    

Essex 81

    

Franklin

    

Minuteman

    

Main Apts

    

Park

    

Total

 

9/30/2026

$

$

256,664

$

$

$

$

256,664

9/30/2027

 

266,775

266,775

9/30/2028

 

7,533,359

125,000,000

132,533,359

9/30/2029

9/30/2030

Thereafter

12,214,000

6,000,000

23,589,000

41,803,000

12,214,000

8,056,798

6,000,000

23,589,000

125,000,000

174,859,798

Less: unamortized deferred financing costs

(169,967)

(18,311)

(48,760)

(216,634)

(172,328)

(626,000)

$

12,044,033

$

8,038,487

$

5,951,240

$

23,372,366

$

124,827,672

$

174,233,798

At September 30, 2025, the weighted average interest rate on the above mortgages was 4.28%. The effective rate was 4.35% including the amortization expense of deferred financing costs.

Summary financial information at September 30, 2024

  

  

Hamilton

  

  

  

Hamilton

  

Hamilton

  

  

Hamilton

Essex

345

Hamilton

Minuteman

on Main

Dexter

    

Essex 81

    

Development

    

Franklin

    

1025

    

Apts

    

Apts

    

Park

    

Total

ASSETS

Rental Properties

$

5,156,533

$

2,581,323

$

4,234,113

$

72,579

$

3,977,260

$

13,619,389

$

71,377,601

$

101,018,798

Cash & Cash Equivalents

 

1,325,418

 

62,274

 

103,930

 

17,234

 

81,885

 

2,796,390

 

1,621,908

 

6,009,039

Rent Receivable

 

189,026

 

74,223

 

2,057

 

2,482

 

7,656

 

36,654

 

42,643

 

354,741

Real Estate Tax Escrow

 

78,201

 

 

71,866

 

 

29,531

 

 

 

179,598

Prepaid Expenses & Other Assets

 

335,724

 

38,022

 

100,024

 

769

 

67,481

 

280,877

 

2,672,293

 

3,495,190

Total Assets

$

7,084,902

$

2,755,842

$

4,511,990

$

93,064

$

4,163,813

$

16,733,310

$

75,714,445

$

111,057,366

LIABILITIES AND PARTNERS’ CAPITAL

Mortgage Notes Payable

$

9,986,211

$

$

8,278,765

$

$

5,943,056

$

23,348,070

$

124,763,049

$

172,319,151

Accounts Payable & Accrued Expense

 

330,733

 

3,000

 

126,680

 

2,604

 

62,619

 

257,732

 

709,139

 

1,492,507

Advance Rental Pmts& Security Deposits

 

366,000

 

 

262,862

 

 

165,213

 

492,520

 

3,212,838

 

4,499,433

Total Liabilities

 

10,682,944

3,000

8,668,307

2,604

6,170,888

24,098,322

128,685,026

178,311,091

Partners’ Capital

 

(3,598,042)

 

2,752,842

 

(4,156,317)

 

90,460

 

(2,007,075)

 

(7,365,012)

 

(52,970,581)

 

(67,253,725)

Total Liabilities and Capital

$

7,084,902

$

2,755,842

$

4,511,990

$

93,064

4,163,813

$

16,733,310

$

75,714,445

$

111,057,366

Partners’ Capital %—NERA

 

50

% 

50

% 

 

50

% 

 

50

% 

 

50

% 

 

50

% 

 

40

% 

Investment in Unconsolidated Joint Ventures

$

$

1,376,421

$

$

45,230

$

$

$

$

1,421,651

Distribution and Loss in Excess of investments in Unconsolidated Joint Ventures

$

(1,799,020)

$

$

(2,078,158)

$

$

(1,003,538)

$

(3,682,506)

$

(21,188,233)

 

(29,751,455)

Total Investment in Unconsolidated Joint Ventures (Net)

$

(28,329,804)

Total units/condominiums

Apartments

48

40

0

42

148

409

687

Commercial

1

1

1

3

Total

49

1

40

1

42

148

409

690

Financial information for the nine months ended September 30, 2024

    

    

Hamilton

    

    

    

Hamilton

    

Hamilton

    

    

Hamilton

Essex

345

Hamilton

Minuteman

on Main

Dexter

Essex 81

Development

Franklin

1025

Apts

Apts

Park

Total

Revenues

Rental Income

$

1,417,322

$

181,413

$

1,346,589

$

77,243

$

1,076,051

$

3,094,579

$

12,738,225

$

19,931,422

Laundry and Sundry Income

 

9,399

 

 

(236)

 

 

 

36,929

 

132,418

 

178,510

 

1,426,721

181,413

1,346,353

77,243

1,076,051

3,131,508

12,870,643

20,109,932

Expenses

Administrative

 

16,359

 

4,000

22,547

2,101

14,383

57,765

148,131

 

265,286

Depreciation and Amortization

 

350,002

 

8,782

259,392

2,448

250,158

807,037

2,772,916

 

4,450,735

Management Fees

 

57,488

 

6,611

52,909

3,126

42,829

130,703

269,853

 

563,519

Operating

 

319,903

 

59,664

86

84,517

347,123

1,022,506

 

1,833,799

Renting

 

33,103

 

22,016

93

13,556

87,951

104,549

 

261,268

Repairs and Maintenance

 

168,259

 

99,452

1,650

103,900

530,985

1,618,100

 

2,522,346

Taxes and Insurance

 

213,584

 

51,471

 

149,378

 

14,677

 

118,953

 

330,930

 

1,977,123

 

2,856,116

 

1,158,698

 

70,864

 

665,358

 

24,181

 

628,296

 

2,292,494

 

7,913,178

 

12,753,069

Income Before Other Income

 

268,023

 

110,549

 

680,995

 

53,062

 

447,755

 

839,014

 

4,957,465

 

7,356,863

Other Income (Loss)

Interest Expense

 

(593,920)

(252,874)

(178,044)

(633,432)

(3,859,011)

(5,517,281)

Interest Income

 

32,532

1,480

7,035

629

7,454

44,590

77,327

171,047

Other income (Expense)

42,938

42,938

 

(561,388)

1,480

(245,839)

629

(170,590)

(545,904)

(3,781,684)

(5,303,296)

Net (Loss) Income 

$

(293,365)

$

112,029

$

435,156

$

53,691

$

277,165

$

293,110

$

1,175,781

$

2,053,567

Net (Loss) Income —NERA 50%

    

$

(146,682)

$

56,015

$

217,578

$

26,846

$

138,583

$

146,555

 

438,894

Net Income —NERA 40%

    

$

470,313

 

470,313

$

909,207

Financial information for the three months ended September 30, 2024

    

    

Hamilton

    

    

    

Hamilton

    

Hamilton

    

    

Hamilton

Essex

345

Hamilton

Minuteman

on Main

Dexter

Essex 81

Development

Franklin

1025

Apts

Apts

Park

Total

Revenues

Rental Income

$

498,469

$

60,471

$

455,505

$

25,610

$

364,435

$

1,037,278

$

4,208,926

$

6,650,694

Laundry and Sundry Income

 

3,054

 

 

 

 

 

11,685

 

36,881

 

51,620

 

501,523

60,471

455,505

25,610

364,435

1,048,963

4,245,807

6,702,314

Expenses

Administrative

 

5,816

1,000

7,568

700

4,065

35,429

47,983

102,561

Depreciation and Amortization

 

118,091

2,927

86,596

816

84,153

273,712

935,756

1,502,051

Management Fees

 

20,302

2,479

17,955

1,057

14,520

48,469

89,561

194,343

Operating

 

142,906

18,280

123

19,741

102,651

272,000

555,701

Renting

 

25,469

12,241

30

3,865

31,214

51,733

124,552

Repairs and Maintenance

 

73,640

54,569

42,734

200,707

734,698

1,106,348

Taxes and Insurance

 

49,619

16,279

49,898

4,503

40,197

123,938

692,982

977,416

 

435,843

22,685

247,107

7,229

209,275

816,120

2,824,713

4,562,972

Income Before Other Income

 

65,680

37,786

208,398

18,381

155,160

232,843

1,421,094

2,139,342

Other Income (Loss)

Interest Expense

 

(199,679)

(83,768)

(59,749)

(248,334)

(1,292,563)

(1,884,093)

Interest Income

 

11,282

290

2,406

211

1,991

21,940

32,037

70,157

Other income (Expense)

 

(188,397)

290

(81,362)

211

(57,758)

(226,394)

(1,260,526)

(1,813,936)

Net (Loss) Income 

$

(122,717)

$

38,076

$

127,036

$

18,592

$

97,402

$

6,449

$

160,568

$

325,406

Net (Loss) Income —NERA 50%

    

$

(61,359)

$

19,038

$

63,518

$

9,296

$

48,701

$

3,226

82,420

Net Income —NERA 40%

    

$

64,227

 

64,227

$

146,647