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[10-Q] New England Realty Associates Limited Partnership Quarterly Earnings Report

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
10-Q
Rhea-AI Filing Summary

New England Realty Associates (NEN) expanded its portfolio and reported higher operating cash flow while carrying increased leverage. Total assets rose to $494.8 million from $393.5 million, driven by the June 18, 2025 purchase of a mixed-use Belmont property (396 residential units and 3 commercial units) for $172.0 million plus two commercial property purchases for $3.0 million. Cash and cash equivalents were $16.7 million and short-term Treasury bills of about $83.6 million at year-end were deployed for acquisitions.

Operating results showed rental income of $41.53 million for the six months ended June 30, 2025 (vs. $39.55 million prior year) and net income of $7.95 million (vs. $7.54 million). Net cash provided by operating activities improved to $18.01 million from $11.49 million. Mortgage notes payable increased to $511.18 million, total liabilities exceeded assets at $563.75 million, and partners' capital was a deficit of $(68.97) million. The Partnership remained in compliance with Brookline Bank credit covenants as of June 30, 2025.

New England Realty Associates (NEN) ha ampliato il suo portafoglio e ha registrato un aumento del flusso di cassa operativo, pur sostenendo un livello di indebitamento superiore. Le attività totali sono salite a $494.8 million rispetto a $393.5 million, trainate dall'acquisto del 18 giugno 2025 di una proprietà a uso misto a Belmont (396 unità residenziali e 3 unità commerciali) per $172.0 million e da due acquisizioni di immobili commerciali per $3.0 million. Le disponibilità liquide e equivalenti erano pari a $16.7 million e titoli di Stato a breve termine per circa $83.6 million a fine esercizio sono stati impiegati per le acquisizioni.

I risultati operativi hanno evidenziato ricavi da locazione di $41.53 million per i sei mesi chiusi il 30 giugno 2025 (vs. $39.55 million nell'anno precedente) e un utile netto di $7.95 million (vs. $7.54 million). Il flusso di cassa netto generato dalle attività operative è salito a $18.01 million da $11.49 million. Le obbligazioni ipotecarie dovute sono aumentate a $511.18 million, le passività totali hanno superato le attività per $563.75 million e il capitale dei soci presentava un disavanzo di $(68.97) million. La partnership è rimasta conforme alle covenant creditizie della Brookline Bank al 30 giugno 2025.

New England Realty Associates (NEN) amplió su cartera e informó un mayor flujo de efectivo operativo, aunque con un apalancamiento incrementado. Los activos totales aumentaron a $494.8 million desde $393.5 million, impulsados por la compra del 18 de junio de 2025 de una propiedad de uso mixto en Belmont (396 unidades residenciales y 3 comerciales) por $172.0 million y por dos adquisiciones de inmuebles comerciales por $3.0 million. El efectivo y equivalentes eran $16.7 million y se destinaron para adquisiciones letras del Tesoro a corto plazo por aproximadamente $83.6 million al cierre del ejercicio.

Los resultados operativos mostraron ingresos por alquileres de $41.53 million para los seis meses terminados el 30 de junio de 2025 (vs. $39.55 million el año anterior) y una utilidad neta de $7.95 million (vs. $7.54 million). El efectivo neto proporcionado por actividades operativas mejoró a $18.01 million desde $11.49 million. Los pagarés hipotecarios aumentaron a $511.18 million, las obligaciones totales superaron a los activos con $563.75 million y el capital de los socios mostró un déficit de $(68.97) million. La sociedad se mantuvo en cumplimiento con los convenios de crédito de Brookline Bank al 30 de junio de 2025.

New England Realty Associates (NEN)는 포트폴리오를 확장했으며 부채 비중이 커진 가운데 영업 현금 흐름이 증가했다고 보고했습니다. 총자산은 $494.8 million으로 $393.5 million에서 증가했으며, 이는 2025년 6월 18일 벨몬트 소재 복합용도 부동산(주거 396가구 및 상업 3호)을 $172.0 million에 인수하고 상업용 부동산 두 건을 $3.0 million에 취득한 데 따른 것입니다. 기말 현금 및 현금성 자산은 $16.7 million이었고, 인수 자금으로 단기 국채 약 $83.6 million이 사용되었습니다.

영업 실적은 2025년 6월 30일로 마감된 6개월 동안 임대 수익이 $41.53 million(전년 $39.55 million)이고, 순이익은 $7.95 million(전년 $7.54 million)으로 나타났습니다. 영업활동으로 인한 순현금은 $11.49 million에서 $18.01 million으로 개선되었습니다. 지급할 모기지 채무는 $511.18 million으로 증가했고, 총부채는 $563.75 million으로 자산을 초과했으며 파트너 자본은 $(68.97) million의 적자를 기록했습니다. 파트너십은 2025년 6월 30일 기준으로 Brookline Bank 신용 약정(커벤언트)을 준수하고 있었습니다.

New England Realty Associates (NEN) a élargi son portefeuille et a déclaré un flux de trésorerie d'exploitation plus élevé tout en ayant un effet de levier accru. L'actif total est passé à $494.8 million contre $393.5 million, soutenu par l'achat le 18 juin 2025 d'un immeuble à usage mixte à Belmont (396 logements et 3 locaux commerciaux) pour $172.0 million ainsi que par l'acquisition de deux biens commerciaux pour $3.0 million. Les liquidités et équivalents de trésorerie s'élevaient à $16.7 million et des bons du Trésor à court terme d'environ $83.6 million à la clôture ont été mobilisés pour les acquisitions.

Les résultats d'exploitation ont affiché des loyers de $41.53 million pour les six mois clos le 30 juin 2025 (vs. $39.55 million un an plus tôt) et un résultat net de $7.95 million (vs. $7.54 million). Les flux de trésorerie nets générés par les activités d'exploitation se sont améliorés à $18.01 million contre $11.49 million. Les dettes hypothécaires à payer ont augmenté à $511.18 million, les passifs totaux dépassaient l'actif pour $563.75 million et les capitaux des associés présentaient un déficit de $(68.97) million. La société en commandite restait conforme aux covenants de crédit de Brookline Bank au 30 juin 2025.

New England Realty Associates (NEN) hat sein Portfolio erweitert und bei gestiegenem Verschuldungsgrad einen höheren operativen Cashflow gemeldet. Die Gesamtaktiva stiegen auf $494.8 million von $393.5 million, angetrieben durch den Erwerb einer gemischt genutzten Immobilie in Belmont am 18. Juni 2025 (396 Wohneinheiten und 3 Gewerbeeinheiten) für $172.0 million sowie durch zwei gewerbliche Immobilienkäufe für $3.0 million. Zahlungsmittel und Zahlungsmitteläquivalente beliefen sich auf $16.7 million und kurzfristige Staatswertpapiere von rund $83.6 million zum Jahresende wurden für Akquisitionen eingesetzt.

Die operativen Ergebnisse zeigten Mieterträge von $41.53 million für die sechs Monate zum 30. Juni 2025 (vs. $39.55 million im Vorjahr) und einen Nettogewinn von $7.95 million (vs. $7.54 million). Der Cashflow aus laufender Geschäftstätigkeit verbesserte sich auf $18.01 million von $11.49 million. Die Hypothekenverbindlichkeiten stiegen auf $511.18 million, die Gesamtverbindlichkeiten überstiegen die Aktiva mit $563.75 million und das Partnerkapital wies ein Defizit von $(68.97) million auf. Die Partnerschaft hielt die Kreditvereinbarungen mit der Brookline Bank zum 30. Juni 2025 ein.

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Insights

TL;DR NERA grew assets and operating cash flow, but leverage and partners' capital deficit rose materially.

NERA's June acquisitions meaningfully increased rental property carrying value to $456.34 million and total assets to $494.78 million, supporting higher rental income and higher operating cash generation ($18.01M six months). However, mortgage debt rose to $511.18M and total liabilities exceed assets, producing a partners' capital deficit of $(68.97M). The income improvement was modest year-over-year (six months net income $7.95M vs $7.54M). Key metrics for investors include the $172.0M Belmont acquisition financed partly by Treasury bill sales and new borrowings, and covenant compliance on the Brookline Bank facility as reported.

TL;DR Large acquisition increases scale and cash flow but shifts liquidity profile and raises refinancing exposure.

The purchase of a 396-unit mixed-use property for $172.0M plus related interim financing (including a $67.5M interim loan) materially changed the balance sheet and reduced short-term investments (Treasury bills). Management capitalized $360k interest and expects completion of ongoing development at Mill Street, with $30.7M remaining contractual commitment. The Partnership discloses mortgage maturities concentrated across 2026 and thereafter and a weighted average mortgage rate ~4.21%, creating refinancing and interest-rate sensitivity to monitor. Investment JV positions show cumulative negative balances and a $30.51M distribution and loss in excess of investment, indicating JV performance and contingent funding expectations.

New England Realty Associates (NEN) ha ampliato il suo portafoglio e ha registrato un aumento del flusso di cassa operativo, pur sostenendo un livello di indebitamento superiore. Le attività totali sono salite a $494.8 million rispetto a $393.5 million, trainate dall'acquisto del 18 giugno 2025 di una proprietà a uso misto a Belmont (396 unità residenziali e 3 unità commerciali) per $172.0 million e da due acquisizioni di immobili commerciali per $3.0 million. Le disponibilità liquide e equivalenti erano pari a $16.7 million e titoli di Stato a breve termine per circa $83.6 million a fine esercizio sono stati impiegati per le acquisizioni.

I risultati operativi hanno evidenziato ricavi da locazione di $41.53 million per i sei mesi chiusi il 30 giugno 2025 (vs. $39.55 million nell'anno precedente) e un utile netto di $7.95 million (vs. $7.54 million). Il flusso di cassa netto generato dalle attività operative è salito a $18.01 million da $11.49 million. Le obbligazioni ipotecarie dovute sono aumentate a $511.18 million, le passività totali hanno superato le attività per $563.75 million e il capitale dei soci presentava un disavanzo di $(68.97) million. La partnership è rimasta conforme alle covenant creditizie della Brookline Bank al 30 giugno 2025.

New England Realty Associates (NEN) amplió su cartera e informó un mayor flujo de efectivo operativo, aunque con un apalancamiento incrementado. Los activos totales aumentaron a $494.8 million desde $393.5 million, impulsados por la compra del 18 de junio de 2025 de una propiedad de uso mixto en Belmont (396 unidades residenciales y 3 comerciales) por $172.0 million y por dos adquisiciones de inmuebles comerciales por $3.0 million. El efectivo y equivalentes eran $16.7 million y se destinaron para adquisiciones letras del Tesoro a corto plazo por aproximadamente $83.6 million al cierre del ejercicio.

Los resultados operativos mostraron ingresos por alquileres de $41.53 million para los seis meses terminados el 30 de junio de 2025 (vs. $39.55 million el año anterior) y una utilidad neta de $7.95 million (vs. $7.54 million). El efectivo neto proporcionado por actividades operativas mejoró a $18.01 million desde $11.49 million. Los pagarés hipotecarios aumentaron a $511.18 million, las obligaciones totales superaron a los activos con $563.75 million y el capital de los socios mostró un déficit de $(68.97) million. La sociedad se mantuvo en cumplimiento con los convenios de crédito de Brookline Bank al 30 de junio de 2025.

New England Realty Associates (NEN)는 포트폴리오를 확장했으며 부채 비중이 커진 가운데 영업 현금 흐름이 증가했다고 보고했습니다. 총자산은 $494.8 million으로 $393.5 million에서 증가했으며, 이는 2025년 6월 18일 벨몬트 소재 복합용도 부동산(주거 396가구 및 상업 3호)을 $172.0 million에 인수하고 상업용 부동산 두 건을 $3.0 million에 취득한 데 따른 것입니다. 기말 현금 및 현금성 자산은 $16.7 million이었고, 인수 자금으로 단기 국채 약 $83.6 million이 사용되었습니다.

영업 실적은 2025년 6월 30일로 마감된 6개월 동안 임대 수익이 $41.53 million(전년 $39.55 million)이고, 순이익은 $7.95 million(전년 $7.54 million)으로 나타났습니다. 영업활동으로 인한 순현금은 $11.49 million에서 $18.01 million으로 개선되었습니다. 지급할 모기지 채무는 $511.18 million으로 증가했고, 총부채는 $563.75 million으로 자산을 초과했으며 파트너 자본은 $(68.97) million의 적자를 기록했습니다. 파트너십은 2025년 6월 30일 기준으로 Brookline Bank 신용 약정(커벤언트)을 준수하고 있었습니다.

New England Realty Associates (NEN) a élargi son portefeuille et a déclaré un flux de trésorerie d'exploitation plus élevé tout en ayant un effet de levier accru. L'actif total est passé à $494.8 million contre $393.5 million, soutenu par l'achat le 18 juin 2025 d'un immeuble à usage mixte à Belmont (396 logements et 3 locaux commerciaux) pour $172.0 million ainsi que par l'acquisition de deux biens commerciaux pour $3.0 million. Les liquidités et équivalents de trésorerie s'élevaient à $16.7 million et des bons du Trésor à court terme d'environ $83.6 million à la clôture ont été mobilisés pour les acquisitions.

Les résultats d'exploitation ont affiché des loyers de $41.53 million pour les six mois clos le 30 juin 2025 (vs. $39.55 million un an plus tôt) et un résultat net de $7.95 million (vs. $7.54 million). Les flux de trésorerie nets générés par les activités d'exploitation se sont améliorés à $18.01 million contre $11.49 million. Les dettes hypothécaires à payer ont augmenté à $511.18 million, les passifs totaux dépassaient l'actif pour $563.75 million et les capitaux des associés présentaient un déficit de $(68.97) million. La société en commandite restait conforme aux covenants de crédit de Brookline Bank au 30 juin 2025.

New England Realty Associates (NEN) hat sein Portfolio erweitert und bei gestiegenem Verschuldungsgrad einen höheren operativen Cashflow gemeldet. Die Gesamtaktiva stiegen auf $494.8 million von $393.5 million, angetrieben durch den Erwerb einer gemischt genutzten Immobilie in Belmont am 18. Juni 2025 (396 Wohneinheiten und 3 Gewerbeeinheiten) für $172.0 million sowie durch zwei gewerbliche Immobilienkäufe für $3.0 million. Zahlungsmittel und Zahlungsmitteläquivalente beliefen sich auf $16.7 million und kurzfristige Staatswertpapiere von rund $83.6 million zum Jahresende wurden für Akquisitionen eingesetzt.

Die operativen Ergebnisse zeigten Mieterträge von $41.53 million für die sechs Monate zum 30. Juni 2025 (vs. $39.55 million im Vorjahr) und einen Nettogewinn von $7.95 million (vs. $7.54 million). Der Cashflow aus laufender Geschäftstätigkeit verbesserte sich auf $18.01 million von $11.49 million. Die Hypothekenverbindlichkeiten stiegen auf $511.18 million, die Gesamtverbindlichkeiten überstiegen die Aktiva mit $563.75 million und das Partnerkapital wies ein Defizit von $(68.97) million auf. Die Partnerschaft hielt die Kreditvereinbarungen mit der Brookline Bank zum 30. Juni 2025 ein.

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Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2025

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-31568

New England Realty Associates Limited Partnership

(Exact name of registrant as specified in its charter)

Massachusetts

04-2619298

(State or other jurisdiction of

(I.R.S. employer

incorporation or organization)

identification no.)

39 Brighton Avenue, Allston, Massachusetts

02134

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (617783-0039

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  No 

Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes    No 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer 

Accelerated Filer 

Non-accelerated filer 

Smaller reporting company 

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes    No 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:

    

Trading Symbol

    

Name of each exchange on which registered:

Class A

NEN

NYSE MKT Exchange

As of August 8, 2025, there were 93,223 of the registrant’s Class A units (2,796,690 Depositary Receipts) of limited partnership issued and outstanding and 22,140 Class B units issued and outstanding.

Table of Contents

NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP

INDEX

PART I—FINANCIAL INFORMATION

Item 1.

Financial Statements (Unaudited)

3

Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024

4

Consolidated Statements of Income for the Three Months and Six Months Ended June 30, 2025 and 2024

5

Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2025 and 2024

6

Consolidated Statements of Changes in Partners’ Capital for the Six Months Ended June 30, 2025 and 2024

7

Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024

8

Notes to Consolidated Financial Statements

9

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

28

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

40

Item 4.

Controls and Procedures

40

PART II—OTHER INFORMATION

Item 1.

Legal Proceedings

41

Item 1A.

Risk Factors

41

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

41

Item 3.

Defaults Upon Senior Securities

42

Item 4.

Mine Safety Disclosure

42

Item 5.

Other Information

42

Item 6.

Exhibits

42

SIGNATURES

44

2

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NEW ENGLAND REALTY ASSOCIATES, L.P.

PART 1 -- FINANCIAL INFORMATION

Item 1. Financial Statements

The accompanying unaudited consolidated balance sheets, statements of income, statements of comprehensive income, changes in partners’ capital, and cash flows and related notes thereto, have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and in conjunction with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the disclosures required by GAAP for complete financial statements. The financial statements reflect all adjustments consisting only of normal, recurring adjustments, which are, in the opinion of management, necessary for a fair presentation for the interim periods.

The consolidated balance sheet as of December 31, 2024, has been derived from the audited consolidated balance sheet at that date but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements.

The aforementioned financial statements should be read in conjunction with the notes to the aforementioned financial statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations and the financial statements and notes thereto included in New England Realty Associates L.P.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

The results of operations for the three and six month periods ended June 30, 2025 are not necessarily indicative of the results to be expected for the entire fiscal year or any other period.

3

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NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

June 30,

December 31,

    

2025

    

2024

 

 

ASSETS

(Unaudited)

Rental Properties

$

456,339,814

$

278,516,649

Real Estate Assets Held for Sale

3,003,310

Cash and Cash Equivalents

 

16,677,504

 

17,615,940

Rents Receivable

 

1,295,709

 

1,220,761

Real Estate Tax Escrows

 

2,534,266

 

2,598,073

Investment in U.S. Treasury Bills

83,586,405

Prepaid Expenses and Other Assets

 

13,516,193

 

8,553,360

Investments in Unconsolidated Joint Ventures

 

1,408,780

 

1,417,470

Total Assets

$

494,775,576

$

393,508,658

LIABILITIES AND PARTNERS’ CAPITAL

Mortgage Notes Payable

511,175,005

406,205,910

Distribution and Loss in Excess of Investment in Unconsolidated Joint Venture

 

30,513,007

 

30,531,881

Accounts Payable and Accrued Expenses

 

9,640,987

 

9,004,962

Advance Rental Payments and Security Deposits

 

12,419,915

 

10,199,807

Total Liabilities

 

563,748,914

 

455,942,560

Commitments and Contingent Liabilities (Notes 3 and 9)

 

 

Partners’ Capital 116,551 and 116,676 units outstanding in 2025 and 2024 respectively

 

(68,973,338)

 

(62,433,902)

Total Liabilities and Partners’ Capital

$

494,775,576

$

393,508,658

See notes to consolidated financial statements.

4

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NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

Three Months Ended

Six Months Ended

June 30,

June 30,

    

2025

    

2024

    

2025

    

2024

    

  

Revenues

Rental income

$

21,037,991

$

19,841,559

    

$

41,534,111

    

$

39,551,991

    

Laundry and sundry income

 

202,117

 

209,007

 

394,891

 

391,974

 

21,240,108

 

20,050,566

 

41,929,002

 

39,943,965

Expenses

Administrative

 

667,913

 

651,978

 

1,289,179

 

1,413,997

Depreciation and amortization

 

4,474,748

 

4,277,482

 

8,379,730

 

8,505,064

Management fee

 

834,431

 

782,856

 

1,652,840

 

1,571,463

Operating

 

1,704,150

 

1,638,816

 

4,982,524

 

4,284,310

Renting

 

256,198

 

150,772

 

534,527

 

538,371

Repairs and maintenance

 

3,481,815

 

3,500,467

 

6,340,084

 

6,348,424

Taxes and insurance

 

2,757,280

 

2,510,031

 

5,453,097

 

4,992,399

 

14,176,535

 

13,512,402

 

28,631,981

 

27,654,028

Income Before Other Income (Expense)

 

7,063,573

 

6,538,164

 

13,297,021

 

12,289,937

Other Income (Expense)

Interest income

737,413

1,112,988

 

1,728,487

 

2,290,536

Interest expense

(4,136,156)

(3,899,695)

 

(7,927,588)

 

(7,806,711)

Income from investments in unconsolidated joint ventures

485,051

321,269

 

847,679

 

762,560

 

(2,913,692)

 

(2,465,438)

 

(5,351,422)

 

(4,753,615)

Net Income

$

4,149,881

$

4,072,726

$

7,945,599

$

7,536,322

Net Income per Unit

$

35.59

$

34.77

$

68.12

$

64.28

Weighted Average Number of Units Outstanding

 

116,608

 

117,139

 

116,641

 

117,247

See notes to consolidated financial statements.

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NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended

 

Six Months Ended

June 30,

June 30,

    

2025

    

2024

    

2025

    

2024

Net income

$

4,149,881

$

4,072,726

$

7,945,599

$

7,536,322

Net unrealized (loss) gain on derivative instruments for interest rate swaps

 

(64,024)

 

32,524

 

(193,914)

 

174,558

Comprehensive income

$

4,085,857

$

4,105,250

$

7,751,685

$

7,710,880

See notes to consolidated financial statements.

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NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL

(Unaudited)

Units

Partner’s Capital

 

Limited

General

Treasury

Limited

General

Accumulated

 

  

Class A

  

Class B

  

Partnership

  

Subtotal

  

Units

  

Total

  

Class A

  

Class B

  

Partnership

Comprehensive Income

  

Total

 

Balance January 1, 2024

 

144,180

 

34,243

 

1,802

 

180,225

 

62,794

 

117,431

$

(52,503,128)

(12,433,251)

(654,383)

236,377

$

(65,354,385)

Distribution to Partners

 

 

 

 

 

 

 

(6,754,507)

(1,604,196)

(84,431)

 

(8,443,134)

Stock Buyback

 

 

 

421

 

(421)

 

(721,259)

(170,872)

(8,993)

 

(901,124)

Net Income

 

 

 

 

 

 

 

6,029,058

1,431,901

75,363

 

7,536,322

Net unrealized gain on derivative instruments for interest rate swaps

174,558

174,558

Balance June 30 , 2024

 

144,180

 

34,243

 

1,802

 

180,225

 

63,215

 

117,010

$

(53,949,836)

$

(12,776,418)

$

(672,444)

410,935

$

(66,987,763)

Balance January 1, 2025

 

144,180

 

34,243

 

1,802

 

180,225

 

63,549

116,676

$

(50,305,360)

(11,910,628)

(626,877)

408,962

(62,433,902)

Distribution to Partners

 

 

 

 

 

 

(11,199,922)

(2,659,981)

(139,999)

 

(13,999,902)

Stock Buyback

 

 

 

 

 

125

 

(125)

(233,167)

(55,080)

(2,971)

 

(291,218)

Net Income

 

 

 

 

 

 

6,356,479

1,509,664

79,456

 

7,945,599

Net unrealized (loss) on derivative instruments for interest rate swaps

(193,914)

(193,914)

Balance June 30, 2025

 

144,180

 

34,243

 

1,802

 

180,225

 

63,674

 

116,551

$

(55,381,970)

(13,116,025)

(690,391)

215,048

(68,973,338)

See notes to consolidated financial statements.

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NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,

    

2025

    

2024

    

 

Cash Flows from Operating Activities

Net Income

    

$

7,945,599

    

$

7,536,322

    

Adjustments to reconcile net income to net cash provided by operating activities

Interest accrued on U.S. Treasury bills

(2,259,599)

Depreciation and amortization

 

8,379,730

 

8,505,064

Amortization of deferred finance costs

211,434

189,892

(Income) from investments in joint ventures

 

(847,679)

 

(762,560)

Change in operating assets and liabilities

Proceeds from unconsolidated joint ventures

 

62,500

 

82,500

(Increase) in rents receivable

 

(74,947)

 

(74,677)

(Decrease) in accounts payable and accrued expense

 

(1,462,963)

 

(624,234)

Decrease (Increase) in real estate tax escrow

 

63,807

 

(155,753)

Decrease (Increase) in prepaid expenses and other assets

 

1,510,783

 

(1,349,617)

Increase in advance rental payments and security deposits

 

2,220,108

 

399,764

Total Adjustments

 

10,062,773

 

3,950,780

Net cash provided by operating activities

 

18,008,372

 

11,487,102

Cash Flows From Investing Activities

Distribution in excess of investment in unconsolidated joint ventures

 

775,000

 

1,440,000

Investment in U.S. Treasury bills

(31,060,131)

(83,635,733)

Proceeds from U.S. Treasury bills

113,708,456

85,807,000

Developing of rental property and other related costs

(10,247,195)

(4,185,791)

Purchase of rental property

(108,885,341)

Improvement of rental properties

 

(5,210,753)

 

(4,942,577)

Net cash (used in) provided by investing activities

 

(40,919,964)

 

(5,517,101)

Cash Flows from Financing Activities

Principal payments of mortgage notes payable

 

(20,482,614)

 

(1,392,912)

Proceeds from Mortgage Notes Payable

56,746,890

Stock buyback

 

(291,218)

 

(901,124)

Distributions to partners

 

(13,999,902)

 

(8,443,134)

Net cash provided by (used in) financing activities

 

21,973,156

 

(10,737,170)

Net (Decrease) Increase in Cash and Cash Equivalents

 

(938,436)

 

(4,767,169)

Cash and Cash Equivalents, at beginning of period

 

17,615,940

 

18,230,463

Cash and Cash Equivalents, at end of period

$

16,677,504

$

13,463,294

See notes to consolidated financial statements.

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NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

(Unaudited)

NOTE 1. SIGNIFICANT ACCOUNTING POLICIES

Line of Business: New England Realty Associates Limited Partnership (“NERA”, the “Company” or the “Partnership”) was organized in Massachusetts in 1977. NERA and its subsidiaries own 34 properties which include 22 residential buildings; 6 mixed use residential, retail and office buildings; 6 commercial buildings and individual units at one condominium complex. These properties total 3,339 apartment units, 19 condominium units and approximately 159,000 square feet of commercial space. Additionally, the Partnership also owns a 40 - 50% interest in 7 residential and mixed use properties consisting of 688 apartment units, 12,500 square feet of commercial space and a 50 car parking lot. The properties are located in Eastern Massachusetts and Southern New Hampshire.

Basis of Presentation: The financial statements have been prepared in conformity with GAAP. The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. These estimates and assumptions are based on management’s historical experience that are believed to be reasonable at the time. However, because future events and their effects cannot be determined with certainty, the determination of estimates requires the exercise of judgement. The Partnership’s critical accounting policies are those which require assumptions to be made about matters that are highly uncertain. Different estimates could have a material effect on the Partnership’s financial results. Judgments and uncertainties affecting the application of these policies and estimates may result in materially different amounts being reported under different conditions and circumstances.

Principles of Consolidation: The consolidated financial statements include the accounts of NERA and its subsidiaries. NERA has a 99.67% to 100% ownership interest in each subsidiary except for the seven limited liability companies (the “Investment Properties” or “Joint Ventures”) in which the Partnership has a 40 - 50% ownership interest. The consolidated group is referred to as the “Partnership”. Minority interests are not recorded, since they are insignificant. All significant intercompany accounts and transactions are eliminated in consolidation. The Partnership accounts for its investment in the above-mentioned Investment Properties using the equity method of consolidation. (See Note 15: Investment in Unconsolidated Joint Ventures.)

The Partnership accounts for its investments in joint ventures using the equity method of accounting. These investments are recorded initially at cost, as Investments in Unconsolidated Joint Ventures, and subsequently adjusted for equity in earnings and cash contributions and distributions. Generally, the Partnership would discontinue applying the equity method when the investment (and any advances) is reduced to zero and would not provide for additional losses unless the Partnership has guaranteed obligations of the venture or is otherwise committed to providing further financial support for the investee. If the venture subsequently generates income, the Partnership only recognizes its share of such income to the extent it exceeds its share of previously unrecognized losses. In 2013 and beyond, the carrying values of some investments fell below zero. We intend to fund our share of the investments’ future operating deficits should the need arise. However, we have no legal obligation to pay for any of the liabilities of such investments, nor do we have any legal obligation to fund operating deficits. (See Note 15: Investment in Unconsolidated Joint Ventures.)

The authoritative guidance on consolidation provides guidance on the identification of entities for which control is achieved through means other than voting rights (“variable interest entities” or “VIEs”) and the determination of which business enterprise, if any, should consolidate the VIE (the “primary beneficiary”). Generally, the consideration of whether an entity is a VIE applies when either (1) the equity investors (if any) lack one or more of the essential characteristics of a controlling financial interest, (2) the equity investment at risk is insufficient to finance that equity’s activities without additional subordinated financial support or (3) the equity investors have voting rights that are not proportionate to their economic interests and the activities of the entity involve or are conducted on behalf of an investor with a disproportionately small voting interest. The primary beneficiary is defined by the entity having both of the following characteristics: (1) the power to direct the activities that, when taken together, most significantly impact the

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variable interest entity’s performance; and (2) the obligation to absorb losses and rights to receive the returns from VIE that would be significant to the VIE.

Impairment: On an annual basis management assesses whether there are any indicators that the value of the Partnership’s rental properties or investments in unconsolidated subsidiaries may be impaired. In addition to identifying any specific circumstances which may affect a property or properties, management considers other criteria for determining which properties may require assessment for potential impairment. The criteria considered by management include reviewing low leased percentages, significant near term lease expirations, recently acquired properties, current and historical operating and/or cash flow losses, near term mortgage debt maturities or other factors that might impact the Partnership’s intent and ability to hold property. A property’s value is impaired only if management’s estimate of the aggregate future cash flows (undiscounted and without interest charges) to be generated by the property is less than the carrying value of the property. To the extent impairment has occurred, the loss shall be measured as the excess of the carrying amount of the property over the fair value of the 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. As these factors are difficult to predict and are subject to future events that may alter management’s assumptions, the future cash flows estimated by management in its impairment analyses may not be achieved.

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.

Above-market and below-market lease values for acquired properties are initially recorded based on the present value (using a discount rate which reflects the risks associated with the leases acquired) of the differences between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) management’s estimate of fair market lease rates for each corresponding in-place lease, measured over a period equal to the remaining term of the lease for above-market leases and the initial term plus the term of any below-market fixed-rate renewal options for below-market leases. The capitalized above-market lease amounts are accounted for as a reduction of base rental revenue over the remaining term of the respective leases, and the capitalized below-market lease values are amortized as an increase to base rental revenue over the remaining initial terms plus the terms of any below-market fixed-rate renewal options of the respective leases.

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. For (i) operating lease arrangements involving real estate that include common area maintenance services and (ii) all real estate arrangements that include real estate taxes and insurance costs, we present these amounts within lease revenues in our consolidated statements of income. We record amounts reimbursed by the lessee in the period in which the applicable expenses are incurred.

Rental Properties: Rental properties are stated at cost less accumulated depreciation. Maintenance and repairs are charged to expense as incurred; improvements and additions which improve or extend the life of the assets 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

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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.

Other intangible assets acquired include amounts for in-place lease values 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.

In the event that facts and circumstances indicate that the carrying value of a rental property may be impaired, an analysis of the value is prepared. The estimated future undiscounted cash flows are compared to the asset’s carrying value to determine if a write-down to fair value is required.

Leasing Fees: Leasing fees are capitalized and amortized on a straight-line basis over the life of the related lease. Unamortized balances are expensed when the corresponding fee is no longer applicable.

Deferred Financing Costs: Costs incurred in obtaining financing are capitalized and amortized over the term of the related indebtedness. Deferred financing costs are presented in the balance sheet as a direct deduction from the carrying value of the debt liability to which they relate, except deferred financing costs related to the revolving credit facility, which are presented in prepaid expenses and other assets. In all cases, amortization of such costs is included in interest expense and was approximately $211,000 and $190,000 for the six months ended June 30, 2025 and 2024, respectively.

Derivative Instruments: The Partnership measures derivative instruments, including certain derivative instruments embedded in other contracts, at fair value and records them as an asset or liability, depending upon the Partnership’s rights or obligations under the applicable derivative contract. For derivatives designated and qualifying as fair value hedges, the changes in the fair value of both the derivative instrument and the hedged item are recorded in earnings. For derivatives designated as cash flow hedges, the effective portions of the derivative are reported in other comprehensive income (“OCI”) and are subsequently reclassified into earnings when the hedged item affects earnings. Changes in fair value of derivative instruments not designated as hedging and ineffective portions of hedges are recognized in earnings in the affected period.

Income Taxes: The financial statements have been prepared on the basis that NERA and its subsidiaries are entitled to tax treatment as partnerships. Accordingly, no provision for income taxes has been recorded (See Note 14).

Cash Equivalents: The Partnership considers cash equivalents to be all highly liquid instruments purchased with a maturity of three months or less.

Investments in Treasury Bills: Investments in U.S. Treasury bills had been recorded at amortized cost and classified as held to maturity as the Partnership had the intent and the ability to hold them until they mature. The carrying value of the Treasury bills were adjusted for accretion of discounts over the remaining life of the investment. Income related to the Treasury bills is recognized in interest income in the Partnership’s consolidated statement of income.

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Segment Reporting: Operating segments are revenue producing components of the Partnership for which separate financial information is produced internally for management. Under the definition, NERA operated, for all periods presented, as one segment.

Other Comprehensive Income (Loss): Other comprehensive income (loss) includes items that are recorded in equity, such as effective portions of derivatives designated as cash flow hedges or unrealized holding gains or losses on marketable securities available for sale. NERA had a comprehensive loss of approximately $194,000 and comprehensive income of approximately $175,000 for the six months ended June 30, 2025 and 2024, respectively.

Income (Loss) Per Depositary Receipt: Effective January 3, 2012, the Partnership authorized a 3-for-1 forward split of its Depositary Receipts listed on the NYSE Amex and a concurrent adjustment of the exchange ratio of Depositary Receipts for Class A Units of the Partnership from 10-to-1 to 30-to-1, such that each Depositary Receipt represents one-thirtieth (1/30) of a Class A Unit of the Partnership. All references to Depositary Receipts in the report are reflective of the 3-for-1 forward split.

Income Per Unit: Net income per unit has been calculated based upon the weighted average number of units outstanding during each period presented. The Partnership has no dilutive units and, therefore, basic net income is the same as diluted net income per unit (see Note 7: Partners’ Capital).

Concentration of Credit Risks and Financial Instruments: The Partnership’s properties are located in New England, and the Partnership is subject to the general economic risks related thereto. No single tenant accounted for more than 5% of the Partnership’s revenues in 2025 or 2024. The Partnership makes its temporary cash investments with high-credit quality financial institutions. At June 30, 2025, substantially all of the Partnership’s cash and cash equivalents were held in interest-bearing accounts at financial institutions, earning interest at rates from 0.01% to 3.55%. At June 30, 2025 and December 31, 2024, respectively, approximately $18,542,000, and $16,551,000 of cash and cash equivalents, and security deposits included in prepaid expenses and other assets exceeded federally insured amounts.

Advertising Expense: Advertising is expensed as incurred. Advertising expense was approximately $160,000 and $177,000 for the six months ended June 30, 2025, and 2024, respectively.

Rental Property Held for Sale: When assets are identified by management as held for sale, the Partnership discontinues depreciating the assets and estimates the sales price, net of selling costs, of such assets. 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. If, in management’s opinion, the estimated net sales price, net of selling costs, of the assets which have been identified as held for sale is less than the carrying value of the assets, a valuation allowance is established. As of June 30,2025,the Partnership has designated two properties, located at 26 Brighton Avenue, and 90 Concord Avenue, in Belmont, Massachusetts with a value of approximately $3,000,000 as properties held for sale.

Interest Capitalized: The Partnership follows the policy of capitalizing interest as a component of the cost of rental property when the time of construction exceeds one year. During the six months ended June 30, 2025 there was capitalized interest of approximately $360,000.

Extinguishment of Debt: When existing mortgages are refinanced with the same lender and it is determined that the refinancing is substantially different, then they are recorded as an extinguishment of debt. However, if it is determined that the refinancing is substantially the same, then they are recorded as an exchange of debt. All refinancings qualify as extinguishment of debt.

Reclassification: Certain reclassifications have been made to prior period amounts in order to conform to current period presentation.

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NOTE 2. RENTAL PROPERTIES

As of June 30, 2025, the Partnership and its Subsidiary Partnerships owned 3,339 residential apartment units in 28 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”). The Apartment Complexes and Condominium Units are located primarily in the metropolitan Boston area of Massachusetts.

Additionally, as of June 30, 2025, the Partnership and Subsidiary Partnerships owned two commercial shopping centers in Framingham, commercial buildings in Newton and Brookline, commercial space in mixed-use properties in Boston, Brockton, Belmont and Newton, and two commercial office buildings in Belmont, all in Massachusetts. These properties are referred to collectively as the “Commercial Properties.”

The Partnership also owned a 40% to 50% ownership interest in seven residential and mixed use complexes (the “Investment Properties”) at June 30, 2025 with a total of 688 apartment units, accounted for using the equity method of consolidation. See Note 15 for summary information on these investments.

On June 18, 2025, the Partnership, through its subsidiaries, purchased a mixed-use property comprising 396 residential units and 3 commercial units in Belmont, Massachusetts for $172,000,000. Closing costs were approximately $218,000. Additionally, the Partnership, through its subsidiaries, purchased two commercial properties for $3,000,000 in Belmont, Massachusetts. The property acquisitions were financed through proceeds from the sale of U.S. Treasury bills, additional borrowings on the Master Credit Facility of $40,000,000, and proceeds of an interim mortgage loan of $67,500,000.

From the purchase price, the Partnership allocated approximately $4,714,000 for in-place leases, approximately $305,000 to the value of tenant relationships and $1,165,000 to the value of below-market leases. These amounts are being amortized over 12 and 36 months respectively.

In December, 2023, the Partnership received approval from MassHousing to construct a 72 unit apartment building in accordance with Chapter 40B to include 17 affordable units on the Mill Street Development site. In order to initiate construction, the Partnership demolished the existing building structures and started construction in January 2024. 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. 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. Total construction costs for the project are expected to be approximately $30,000,000, with construction completion anticipated during the fourth quarter of 2025.

On December 29, 2023, the Partnership signed a contract with a general contractor, NEI General Contracting, Inc., for the construction of the Mill Street Development project for approximately $29,700,000. The current contract value including change orders is approximately $30.7 million. As of June 30, 2025, the property, located at 57 Mill Street in Woburn, MA, and which will include 72 residential units comprising approximately 93,000 square feet, is estimated to be completed during the fourth quarter of 2025. Total investment to date is approximately $28,101,000, and the total investment upon completion is anticipated to be approximately $33 million, including soft costs, imputed interest, and taxes. Project costs will initially be funded from Partnership reserves, but upon completion, the Partnership anticipates closing on a permanent loan, as required by MassHousing under the Chapter 40B program. 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.

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Rental properties consist of the following:

    

June 30, 2025

    

December 31, 2024

    

Useful Life

 

Land, improvements and parking lots

$

143,699,001

$

101,397,349

15

-

40

years

Buildings and improvements

 

384,616,677

 

279,272,215

15

-

40

years

Construction in Progress

30,812,730

16,758,245

N/A

Kitchen cabinets

 

24,437,570

 

14,187,702

5

-

10

years

Carpets

 

21,307,633

 

14,545,300

5

-

10

years

Air conditioning

 

500,000

 

500,000

5

-

10

years

Laundry equipment

 

497,107

 

475,931

5

-

7

years

Elevators

 

1,885,265

 

1,885,265

20

-

40

years

Swimming pools

 

1,090,604

 

1,090,604

10

-

30

years

Equipment

 

23,387,908

 

21,911,223

5

-

30

years

Motor vehicles

 

236,697

 

236,697

5

years

Fences

 

130,005

 

101,506

5

-

15

years

Furniture and fixtures

 

17,731,603

 

9,047,454

5

-

7

years

Total fixed assets

 

650,332,800

 

461,409,491

Less: Accumulated depreciation

 

(190,989,676)

 

(182,892,842)

$

459,343,124

$

278,516,649

NOTE 3. RELATED PARTY TRANSACTIONS

The Partnership’s properties are managed by The Hamilton Company, Inc. (the “Management Company”), an entity that is owned by the majority shareholders of NewReal, Inc., the general partner of the Partnership (the “General Partner”). The management fee is equal to 4% of gross receipts of rental revenue and laundry income on the majority of the Partnership’s properties and 3% on Linewt and Hill Estates. Total fees paid were approximately $1,653,000 and $1,571,000 for the six months ended June 30, 2025 and 2024, respectively.

The Partnership Agreement permits the General Partner or the Management Company to charge the costs of professional services (such as counsel, accountants and contractors) to NERA. During the six months ended June 30, 2025 and 2024, approximately $417,000 and $568,000 respectively, was charged to NERA for legal, accounting, construction, maintenance, brokerage fees, rental and architectural services and supervision of capital improvements. Of the 2025 expenses referred to above, approximately $78,000 consisted of repairs and maintenance, and $110,000 for administrative expense. Approximately $225,000 of expenses for construction, architectural services and supervision of capital projects were capitalized in rental properties, and approximately $4,000 for brokerage fees. Additionally in 2025, the Hamilton Company received approximately $444,000 from the Investment Properties of which approximately $385,000 was the management fee, approximately $35,000 for construction, architectural services, and supervision of capital projects, approximately $21,000 for repairs and maintenance, and approximately $3,000 for legal expense. The management fee is equal to 4% of gross receipts of rental income on the majority of the investment properties, 3% on Hill Estates, and 2% on Dexter Park.

The Partnership reimburses the Management Company for the payroll and related expenses of the employees who work at the properties. Total reimbursement was approximately $2,255,000 and $2,086,000 for the six months ended June 30, 2025 and 2024, respectively. The Management Company maintains a 401K plan for all eligible employees whereby the employees may contribute the maximum allowed by law. The plan also provides for discretionary contributions by the employer. For the six months ended June 30, 2025, the Partnership incurred $32,000 for the employer’s match portion to the plan. For the six months ended June 30, 2024, the Partnership incurred $32,000 for the employer’s match portion to the plan.

Bookkeeping and accounting functions are provided by the Management Company’s accounting staff, which consists of approximately 14 people. During the three months ended June 30, 2025 and 2024 the Management Company charged the Partnership $62,500 ($125,000 per year) for bookkeeping and accounting services included in administrative expenses above.

Sally Michael is a Director of New Real, Inc., and she is a Partner at Saul Ewing Arnstein & Lear LLP. Saul Ewing billed the Partnership for legal fees totaling approximately $275,000 and $70,000 for the six months ended June

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30, 2025 and 2024, respectively. David Reier is a Director of New Real, Inc., who billed the Partnership approximately $6,000 for legal fees for the period ending June 30, 2025.

The Partnership has invested in seven limited partnerships, which have invested in mixed use residential apartment complexes. The Partnership has a 40% to 50% ownership interest in each investment property. The other investors are the Brown family related entities, and five current and previous employees of the Management Company. The Brown Family related entities’ ownership interest was between 47.6% and 59%. See Note 15 for a description of the properties and their operations.

NOTE 4. PREPAID EXPENSES and OTHER ASSETS

Approximately $3,658,000, and $3,463,000 of security deposits are included in prepaid expenses and other assets at June 30, 2025 and December 31, 2024, respectively.

Also, included in prepaid expenses and other assets at June 30, 2025 and December 31, 2024 is approximately $1,784,000 and $2,260,000, respectively, held in escrow to fund future capital improvements.

In addition, included in prepaid expenses and other assets at June 30, 2025 is approximately $895,000 of mortgage insurance escrows.

Intangible assets on the acquisition of rental properties are included in prepaid expenses and other assets. Intangible assets are approximately $5,128,000 and $334,000 net of accumulated amortization of approximately $1,441,000 and $1,215,000 at June 30, 2025, and at December 31, 2024, respectively.

Financing fees in association with the line of credit of approximately $180,000 and $217,000 are net of accumulated amortization of approximately $46,000 and $8,000 at June 30, 2025 and December 31, 2024 respectively.

NOTE 5. MORTGAGE NOTES PAYABLE

At June 30, 2025 and December 31, 2024, the mortgages payable consisted of various loans, all of which were secured by first mortgages on properties referred to in Note 2. At June 30, 2025, the interest rates on these loans ranged from 2.97% to 5.99%, payable in monthly installments aggregating approximately $2,101,000 including principal, to various dates through 2035. The majority of the mortgages are subject to prepayment penalties. At June 30, 2025, the weighted average interest rate on the above mortgages was 4.21%. The effective rate of 4.29% includes the amortization expense of deferred financing costs. See Note 12 for fair value information. The Partnership’s mortgage debt and the mortgage debt of its unconsolidated joint ventures generally is non-recourse except for customary exceptions pertaining to misuse of funds and material misrepresentations.

Financing fees of approximately $3,112,000 and $2,399,000 are net of accumulated amortization of approximately $1,869,000 and $1,733,000 at June 30, 2025 and December 31, 2024, respectively, which offset the total mortgage notes payable.

The Partnership has pledged tenant leases as additional collateral for certain of these loans.

On May 30, 2025, the Partnership borrowed $18,664,000 at a fixed interest rate of 5.84%. Proceeds were used to refinance the existing mortgage on Hamilton Highlands. Also on May 30, 2025, the Partnership borrowed an additional $40,000,000 at a fixed rate of 5.99%. Proceeds were subsequently used for the purchase of Hill Estates. Both advances were made from the existing Master Credit Facility as amended with KeyBank.

On June 18, 2025, the Partnership entered into an interim loan agreement with KeyBank for $67,500,000 at a floating interest rate of the SOFR rate plus 150 basis points. The note is due on December 17, 2025. Proceeds of the loan were used for the purchase of Hill Estates. The loan is secured by a mortgage on the property and is limited guaranteed by the Partnership.

The Loan is prepayable, without prepayment penalty, upon not less than seven (7) days prior written notice to KeyBank as the Lender.

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Approximate annual maturities at June 30, 2025 are as follows:

2026—current maturities

    

$

70,705,000

 

2027

 

6,595,000

2028

 

23,155,000

2029

 

58,327,000

2030

 

21,571,000

Thereafter

 

333,934,000

514,287,000

Less: unamortized deferred financing costs

3,112,000

$

511,175,000

Line of Credit

On November 21, 2024, the Partnership entered into an agreement with Brookline Bank for a new $25,000,000 revolving line of credit. The term of the line is three years with a floating interest rate equal to a base rate of the SOFR Rate for a period of one month plus the applicable margin of 2.5%. The loan covenants include a leverage ratio not to exceed 65%, a debt service coverage ratio of not less than 1.5 to 1.0, maximum usage of 1.5 times trailing 12 months EBITDA, minimum liquidity of $15 million, and a minimum debt yield of 8.5%. The Partnership incurred a commitment fee of $125,000. The Partnership will be charged annually an unused line fee, equal to seventy-five basis points (0.75%) between the difference of the maximum availability and the outstanding principal of the line of credit. This fee is waived for any period in which the Partnership maintains aggregate deposits of twenty million dollars with the Lender. As of June 30, 2025, the Partnership was in compliance with the financial covenants and did not incur an unused line fee.

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 29 of its Subsidiary Partnerships and Joint Ventures. Pledged interests are 49% of the Partnership’s ownership interest in the respective entities.

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NOTE 6. ADVANCE RENTAL PAYMENTS AND SECURITY DEPOSITS

The Partnership’s residential lease agreements may require tenants to maintain a one-month advance rental payment and/or a security deposit. At June 30, 2025, amounts received for prepaid rents of approximately $4,363,000 are included in cash and cash equivalents, and security deposits of approximately $3,658,000 are included in prepaid expenses and other assets and are restricted cash.

NOTE 7. PARTNERS’ CAPITAL

The Partnership has two classes of Limited Partners (Class A and B) and one category of General Partner. Under the terms of the Partnership Agreement, distributions to holders of Class B Units and General Partnership Units must represent 19% and 1%, respectively, of the distributions made to the total units outstanding. All classes have equal profit sharing and distribution rights, in proportion to their ownership interests.

In March 2025, the Partnership approved a quarterly distribution of $12.00 per Unit ($0.40 per Receipt), payable on March 31, 2025. In addition to the quarterly distribution, there was a special distribution of $96.00 per Class A unit ($3.20 per Receipt) payable on March 31, 2025. In May 2025, the Partnership approved a quarterly distribution of $12.00 per Unit ($0.40 per Receipt), payable on May 30, 2025.

In 2024, the Partnership paid a total distribution of an aggregate $96.00 per Unit ($3.20 per Receipt) for a total payment of $11,244,559.

The Partnership has entered into a deposit agreement with an agent to facilitate public trading of limited partners’ interests in Class A Units. Under the terms of this agreement, the holders of Class A Units have the right to exchange each Class A Unit for 30 Depositary Receipts. The following is information per Depositary Receipt:

Six Months Ended

 

June 30,

 

    

2025

    

2024

 

Net Income per Depositary Receipt

    

$

2.27

    

$

2.14

Distributions per Depositary Receipt

$

4.00

$

2.40

NOTE 8. TREASURY UNITS

Treasury Units at June 30, 2025 are as follows:

Class A

    

50,940

 

Class B

 

12,098

General Partnership

 

636

 

63,674

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 March 10, 2015, the General Partner authorized an increase in the Repurchase Program from 1,500,000 to 2,000,000 Depository Receipts and extended the Program for an additional five years from March 31, 2015 until March 31, 2020. On March 9, 2020, the General Partner extended the program for an additional five years from March 31, 2020 to March 31, 2025. The Repurchase Program required 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 Restated Contract of Limited Partnership. 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.

On March 12, 2025, the General Partner authorized the President and Treasurer to cause the Partnership to repurchase, on the open market or otherwise, including through individually negotiated purchases and through a written

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trading plan that complies with the requirements of Rule 10b5-1, Depositary Receipts and Partnership Units in such quantities, at such prices, in such manner and on such terms and conditions as the Authorized Persons determine are in the best interests of the Partnership; provided, however, that (i) the aggregate cost of Depositary Receipts and Partnership Units repurchased shall not exceed $5 million, (ii) no Depositary Receipts or Partnership Units shall be repurchased after the date that is 12 months after the effective date of the plan, (iii) no Depositary Receipt shall be repurchased in excess of $95 per depositary receipt ( the “Repurchase Plan”). The Repurchase Plan 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 Repurchase Plan shall be made in accordance with the terms of Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and shall be made in accordance with all applicable laws and regulations in effect from time to time.

From August 20, 2007 through June 30, 2025, the Partnership has repurchased 1,553,365 Depositary Receipts at an average price of $32.30 per receipt (or $969 per underlying Class A Unit), 4,561 Class B Units and 240 General Partnership Units, both at an average price of $1,294 per Unit, totaling approximately $56,381,000 including brokerage fees paid by the Partnership.

During the six months ended June 30, 2025, the Partnership purchased a total of 3,007 Depositary Receipts. The average price was $77.13 per receipt, or $2,313.90 per unit. The cost including commission was approximately $233,168. The Partnership was required to repurchase 23.8 Class B Units and 1.3 General Partnership units at a cost of $55,080 and $2,971 respectively.

NOTE 9. COMMITMENTS AND CONTINGENCIES

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. The properties are occasionally subject to ordinary routine legal and administrative proceedings incident to the ownership of residential and commercial real estate. Some of the legal and other expenses related to these proceedings are covered by insurance and none of these costs and expenses are expected to have a material adverse effect on the Consolidated Financial Statements of the Partnership. In addition, the Partnership has a contractual commitment of approximately $30,700,000 related to the ongoing construction project at the Mill Street Development.

NOTE 10. RENTAL INCOME

During the six months ended June 30, 2025, approximately 94% of rental income was related to residential apartments and condominium units with leases of one year or less. The majority of these leases expire in June, July and August. Approximately 6% was related to commercial properties, which have minimum future annual rental income on non-cancellable operating leases at June 30 2025 as follows:

    

Commercial

 

Property Leases

 

2026

$

3,862,564

2027

 

3,264,636

2028

 

2,781,752

2029

 

2,279,685

2030

 

1,681,497

Thereafter

 

8,972,847

$

22,842,981

The aggregate minimum future rental income does not include contingent rentals that may be received under various leases in connection with common area charges and real estate taxes. Aggregate contingent rentals from continuing operations were approximately $466,000 and $398,000 for the six months ended June 30, 2025 and 2024 respectively. Trader Joe’s and Blue Pearl, tenants at Staples Plaza and Walgreen’s, a tenant at 653 Worcester Road, Framingham, Massachusetts respectively, are approximately 34% of the total commercial rental income.

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The following information is provided for commercial leases:

    

Annual base

    

    

    

Percentage of

 

rent for

Total square feet

Total number of

annual base rent for

 

Through June 30,

expiring leases

for expiring leases

leases expiring

expiring leases

 

2026

$

459,785

26,520

26

11

%

2027

 

639,314

19,926

11

16

%

2028

 

436,121

12,454

7

11

%

2029

 

402,289

10,033

6

10

%

2030

 

541,212

18,405

8

13

%

2031

 

%

2032

 

110,600

1,106

1

3

%

2033

 

%

2034

533,784

20,897

2

13

%

2035

%

Thereafter

947,721

27,140

3

23

%

Totals

$

4,070,826

 

136,481

 

64

 

100

%

Rents receivable are net of an allowance for doubtful accounts of approximately $958,000 and $1,085,000 at June 30, 2025 and December 31, 2024. Included in rents receivable at June 30, 2025 is approximately $258,000 resulting from recognizing rental income from non-cancelable commercial leases with future rental increases on a straight-line basis.

NOTE 11. CASH FLOW INFORMATION

During the six months ended June 30, 2025 and 2024, cash paid for interest was approximately $7,323,000, and $7,649,000 respectively. Cash paid for state income taxes was approximately $127,000 and $100,000 during the six months ended June 30, 2025 and 2024, respectively. In 2025, the Partnership acquired construction in progress through accounts payable and accruals, which represented a non-cash investing activity of approximately $2,309,000. Interest capitalized amounted to approximately $360,000 for the six months ended June 30, 2025. The Partnership purchased the Hill Estates property partially through a mortgage payable which represents noncash Investing and Financing activities of $67,500,000.

NOTE 12. FAIR VALUE MEASUREMENTS

Fair Value Measurements on a Recurring Basis

At June 30, 2025 and December 31, 2024, we do not have any significant financial assets or financial liabilities that are measured at fair value on a recurring basis in our consolidated financial statements.

Financial Assets and Liabilities not Measured at Fair Value

At June 30, 2025 and December 31, 2024 the carrying amounts of certain of our financial instruments, including cash and cash equivalents, accounts receivable, note payable, accounts payable and accrued expenses were representative of their fair values due to the short-term nature of these instruments or, the recent acquisition of these items.

The Partnership had investments in U.S. Treasury bills, some of which matured over a period greater than 90 days and were classified as short-term investments. The U.S. Treasury bills were carried at amortized cost and classified as held to maturity as the Partnership has the intent and the ability to hold them until they mature. The carrying value of the U.S. Treasury bills were adjusted for accretion of discounts over the remaining life of the investment. Income related to the U.S. Treasury bills is recognized in interest income in the Partnership’s consolidated statement of income. The U.S. Treasury bills classified within Level I of the fair value hierarchy.

At June 30, 2025 and December 31, 2024 we estimated the fair value of our mortgage payable, derivative financial instrument, and other notes based upon quoted market prices for the same (Level 1) or similar (Level 2) issues when current quoted market prices are available. We estimated the fair value of our secured mortgage debt that does not have current quoted market prices available by discounting the future cash flows using rates currently available to us for

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debt with similar terms and maturities (Level 3). The differences in the fair value of our debt from the carrying value are the result of differences in interest rates and/or borrowing spreads that were available to us at June 30, 2025 and December 31, 2024, as compared with those in effect when the debt was issued or acquired. The secured mortgage debt contain pre-payment penalties or yield maintenance provisions that could make the cost of refinancing the debt at lower rates exceed the benefit that would be derived from doing so. At June 30, 2025 and at December 31, 2024, the Partnership’s line of credit had an outstanding balance of zero.

The following methods and assumptions were used by the Partnership in estimating the fair value of its financial instruments:

For cash and cash equivalents, accounts receivable, other assets, investment in partnerships, accounts payable, advance rents and security deposits: fair value approximates the carrying value of such assets and liabilities.
For mortgage notes payable and treasury bills: fair value is generally based on estimated future cash flows, which are discounted using the quoted market rate from an independent source for similar obligations. Refer to the table below for the carrying amount and estimated fair value of such instruments.

The following table reflects the carrying amounts and estimated fair value of our debt.

    

June 30, 2025

    

Dec 31, 2024

Carrying Value

Fair Value

Carrying Value

    

 Fair Value

Assets

Cash equivalents

16,677,504

16,677,504

17,615,940

17,615,940

Treasury bills

83,586,405

83,638,670

Total Assets

16,677,504

16,677,504

101,202,345

101,254,610

Liabilities

Mortgage payable *

- Partnership properties

511,175,005

467,475,654

406,205,910

351,384,919

- Investment properties

172,223,009

165,637,202

172,287,696

161,536,968

Total Liabilities

683,398,014

633,112,856

578,493,606

512,921,887

* Net of unamortized deferred financing costs

Disclosure about fair value of financial instruments is based on pertinent information available to management as of June 30, 2025 and December 31, 2024. Although management is not aware of any factors that would significantly affect the fair value amounts, such amounts have not been comprehensively revalued for purposes of these financial statements since June 30, 2025 and current estimates of fair value may differ significantly from the amounts presented herein.

NOTE 13. DERIVATIVE FINANCIAL INSTRUMENTS

Cash Flow Hedges of Interest Rate Risk

The Partnership’s objectives in using rate derivatives are to manage its exposure to interest rate movements. To accomplish this objective, the Partnership uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Partnership making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

The change in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income and subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Partnership’s variable rate debt. During the next 12 months, the Partnership estimates $57,000 will be reclassified as a decrease to interest expense.

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As of June 30, 2025, the Partnership had one interest rate swap outstanding with a notional amount of approximately $215,000 designated as cash flow hedges of interest rate risk. As of June 30, 2025, the Partnership did not have any interest rate derivatives in a net liability position.

The table below presents the fair value of the Partnership’s derivative financial instruments as well as their classification on the consolidated balance sheets as of June 30, 2025 and December 31, 2024.

Fair Value

Asset Derivatives designated

June 30,

December 31,

  

as hedging instruments

    

2025

    

2024

    

Balance sheet location

Interest rate swaps

$

215,048

$

408,962

 

Prepaid Expenses and Other Assets

The table below presents the effect the Partnership’s derivative financial instruments on the consolidated statements of income for the quarters ended June 30, 2025 and 2024.

Location of Gain 

or (Loss) 

Amount of Gain 

Total Amount of 

Reclassified 

or (Loss) 

Location of Gain 

Interest Expense 

Amount of Gain 

from 

Reclassified 

or (Loss) Recognized 

presented in the 

Derivatives in Cash Flow

or (Loss) Recognized 

Accumulated 

from Accumulated 

in Income on 

consolidated statements 

Hedging Relationships

in OCI on Derivative

OCI Into Income

OCI into Income

Derivative

of operations

Three Months Ended June 30,

  

2025

  

2024

  

  

2025

  

2024

  

  

2025

  

2024

Interest rate swaps

$

(64,024)

$

32,524

 

Interest expense

$

$

 

Interest and other investment income (loss)

$

(4,136,156)

$

(3,899,695)

Six Months Ended June 30,

Interest rate swaps

$

(193,914)

$

174,558

Interest expense

$

$

Interest and other investment income (loss)

$

(7,927,588)

$

(7,806,711)

NOTE 14. TAXABLE INCOME AND TAX BASIS

Taxable income reportable by the Partnership and includable in its partners’ tax returns is different than financial statement income because of tax free exchanges, different depreciation methods, different tax lives, other items with limited tax deductibility carryovers and timing differences related to prepaid rents, allowances and intangible assets at significant acquisitions. Federal taxable income of approximately $21,102,000 was approximately $5,440,000 more than statement income for the year ended December 31, 2024. The Federal cumulative tax basis of the Partnership’s real estate at December 31, 2024 is approximately $10,000,000 less than the statement basis. The primary reasons for the difference in tax basis are tax free exchanges, accelerated depreciation, bonus depreciation, and other timing differences. The Partnership’s Federal tax basis in its joint venture investments is approximately $1,000,000 more than statement basis. State taxable income may be significantly different due to different tax treatments for certain items. Substantial acquisitions placed in service could significantly change federal taxable income.

Certain entities included in the Partnership’s consolidated financial statements are subject to certain state taxes. These taxes are not significant and are recorded as operating expenses in the accompanying consolidated financial statements.

The Partnership adopted the amended provisions related to uncertain tax provisions of ASC 740, Income Taxes. As a result of the implementation of the guidance, the Partnership recognized no material adjustment regarding its tax accounting treatment. The Partnership expects to recognize interest and penalties related to uncertain tax positions, if any, as income tax expense, which would be included in general and administrative expense.

In the normal course of business the Partnership or one of its subsidiaries is subject to examination by federal, state and local jurisdictions in which it operates, where applicable. As of June 30, 2025, the tax years that generally remain subject to examination by the major tax jurisdictions under the statute of limitations is from the year 2021 forward.

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

21

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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 June 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. 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 June 30, 2025, the balance on this mortgage before unamortized deferred financing costs is $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. The Partnership is currently in the process of refinancing the Hamilton Essex 81, LLC mortgage. See Note 19, SUBSEQUENT EVENTS.

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,

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Table of Contents

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 June 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 June 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 June 30, 2025, the balance of this mortgage before unamortized deferred financing costs is approximately $8,119,000. This investment is referred to as 345 Franklin, LLC.

Summary financial information at June 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

$

5,065,184

$

2,579,456

$

4,010,711

$

70,131

$

3,847,684

$

13,180,990

$

69,605,017

$

98,359,173

Cash & Cash Equivalents

 

1,364,311

67,004

65,073

14,483

479,150

588,855

5,210,740

 

7,789,616

Rent Receivable

 

197,025

65,560

15,696

3,888

36,070

149,279

 

467,518

Real Estate Tax Escrow

 

68,876

43,268

32,079

 

144,223

Prepaid Expenses & Other Assets  

 

306,479

29,207

61,802

7

54,603

299,310

2,941,014

 

3,692,422

Total Assets

$

7,001,875

$

2,741,227

$

4,196,550

$

84,621

$

4,417,404

$

14,105,225

$

77,906,050

$

110,452,952

LIABILITIES AND PARTNERS’ CAPITAL  

Mortgage Notes Payable

$

9,996,553

$

$

8,099,455

$

$

5,949,194

$

23,366,292

$

124,811,515

$

172,223,009

Accounts Payable & Accrued Expense

 

282,111

6,311

64,117

1,977

55,030

240,187

793,185

 

1,442,918

Advance Rental Pmts & Security Deposits

 

369,428

258,189

179,124

483,952

4,055,646

 

5,346,339

Total Liabilities

 

10,648,092

6,311

8,421,761

1,977

6,183,348

24,090,431

129,660,346

179,012,266

Partners’ Capital

 

(3,646,217)

2,734,916

(4,225,211)

82,644

(1,765,944)

(9,985,206)

(51,754,296)

 

(68,559,314)

Total Liabilities and Capital

$

7,001,875

$

2,741,227

$

4,196,550

$

84,621

$

4,417,404

$

14,105,225

$

77,906,050

$

110,452,952

Partners’ Capital %—NERA

 

50

% 

 

50

% 

 

50

% 

 

50

% 

 

50

% 

 

50

% 

 

40

% 

Investment in Unconsolidated Joint Ventures

$

$

1,367,458

$

$

41,322

$

$

$

1,408,780

Distribution and Loss in Excess of investments in Unconsolidated Joint Ventures

$

(1,823,109)

$

$

(2,112,606)

$

$

(882,972)

$

(4,992,603)

$

(20,701,718)

(30,513,007)

Total Investment in Unconsolidated Joint Ventures (Net)

$

(29,104,227)

Total units/condominiums

Apartments

 

48

 

 

40

 

 

42

 

148

 

409

 

687

Commercial

 

1

 

1

 

 

1

 

 

 

 

3

Total

 

49

 

1

 

40

 

1

 

42

 

148

 

409

 

690

 

 

 

 

 

 

 

 

23

Table of Contents

Financial information for the six months ended June 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

$

998,349

$

120,942

$

960,298

$

49,835

$

743,084

$

2,176,046

$

8,932,174

$

13,980,728

Laundry and Sundry Income

 

5,091

29,211

93,984

128,286

1,003,440

120,942

960,298

49,835

743,084

2,205,257

9,026,158

14,109,014

Expenses

Administrative

15,191

2,011

21,560

2,876

16,369

48,363

143,595

249,965

Depreciation and Amortization

231,944

5,855

174,660

1,632

170,946

573,175

1,823,872

2,982,084

Management Fees  

39,691

5,058

36,692

2,060

29,578

86,031

186,390

385,500

Operating

172,413

67,248

59

80,485

290,502

734,048

1,344,755

Renting

10,217

36,277

68

9,267

54,477

47,216

157,522

Repairs and Maintenance

84,844

68,790

61,422

295,861

737,244

1,248,161

Taxes and Insurance

148,755

34,773

95,999

9,737

80,492

240,454

1,429,725

2,039,935

 

703,055

47,697

501,226

16,432

448,559

1,588,863

5,102,090

8,407,922

Income Before Other Income

 

300,385

73,245

459,072

33,403

294,525

616,394

3,924,068

5,701,092

Other Income (Loss)

Interest Expense

 

(344,358)

(164,862)

(117,222)

(660,946)

(2,539,706)

(3,827,094)

Interest Income

 

19,472

682

3,897

288

4,960

8,821

75,139

113,259

 

(324,886)

682

(160,965)

288

(112,262)

(652,125)

(2,464,567)

(3,713,835)

Net (Loss) Income

$

(24,501)

$

73,927

$

298,107

$

33,691

$

182,263

$

(35,731)

$

1,459,503

$

1,987,257

Net (Loss) Income —NERA 50%

    

$

(12,250)

$

36,964

$

149,053

$

16,845

$

91,132

$

(17,866)

263,878

Net Income —NERA 40%

    

$

583,801

583,801

$

847,679

Financial information for the three months ended June 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

$

493,808

$

60,471

$

457,180

$

24,918

$

375,471

$

1,070,467

$

4,484,108

$

6,966,423

Laundry and Sundry Income

 

2,734

14,146

53,836

70,716

 

496,542

60,471

457,180

24,918

375,471

1,084,613

4,537,944

7,037,139

Expenses

Administrative

 

6,235

1,005

7,594

2,050

5,014

8,170

57,263

87,331

Depreciation and Amortization

 

116,036

2,928

87,631

816

86,129

287,273

918,654

1,499,467

Management Fees

 

19,403

2,529

17,629

1,030

15,298

43,065

93,045

191,999

Operating

 

74,151

28,420

59

23,121

102,489

294,692

522,932

Renting

 

9,998

5,537

48

3,801

22,273

22,669

64,326

Repairs and Maintenance

 

42,911

33,958

38,645

149,182

395,626

660,322

Taxes and Insurance

 

74,563

17,423

47,993

5,024

40,525

120,874

713,322

1,019,724

 

343,297

23,885

228,762

9,027

212,533

733,326

2,495,271

4,046,101

Income Before Other Income

 

153,245

36,586

228,418

15,891

162,938

351,287

2,042,673

2,991,038

Other Income (Loss)

Interest Expense

 

(173,048)

(82,376)

(58,927)

(332,246)

(1,273,633)

(1,920,230)

Interest Income

9,620

341

1,867

133

2,775

3,693

43,337

61,766

 

(163,428)

341

(80,509)

133

(56,152)

(328,553)

(1,230,296)

(1,858,464)

Net Income (Loss)

$

(10,183)

$

36,927

$

147,909

$

16,024

$

106,786

$

22,734

$

812,377

$

1,132,574

Net Income (Loss)—NERA 50%

    

$

(5,092)

$

18,464

$

73,955

$

8,012

$

53,393

$

11,368

160,100

Net Income —NERA 40%

    

$

324,952

324,952

$

485,051

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

Hamilton

345

Hamilton

Hamilton on

Dexter

 

Period End

    

Essex 81

    

Franklin

    

Minuteman

    

Main Apts

    

Park

    

Total

 

6/30/2026

$

10,000,000

$

254,197

$

$

$

$

10,254,197

6/30/2027

 

264,211

264,211

6/30/2028

 

274,619

274,619

6/30/2029

7,326,403

125,000,000

132,326,403

6/30/2030

Thereafter

6,000,000

23,589,000

29,589,000

10,000,000

8,119,430

6,000,000

23,589,000

125,000,000

172,708,430

Less: unamortized deferred financing costs

(3,447)

(19,975)

(50,806)

(222,708)

(188,485)

(485,421)

$

9,996,553

$

8,099,455

$

5,949,194

$

23,366,292

$

124,811,515

$

172,223,009

At June 30, 2025, the weighted average interest rate on the above mortgages was 4.32%. The effective rate was 4.39% including the amortization expense of deferred financing costs.

24

Table of Contents

Summary financial information at June 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

$

5,246,865

$

2,581,946

$

4,308,810

$

73,395

$

4,054,581

$

12,884,525

$

71,900,948

$

101,051,070

Cash & Cash Equivalents

 

1,141,309

 

38,045

 

160,348

 

17,673

 

123,723

 

795,809

 

1,601,735

 

3,878,642

Rent Receivable

 

197,191

 

75,733

 

1,293

 

3,309

 

2,211

 

19,042

 

147,332

 

446,111

Real Estate Tax Escrow

 

81,453

 

 

31,596

 

 

29,661

 

191,490

 

 

334,200

Prepaid Expenses & Other Assets

 

351,532

 

41,042

 

110,132

 

1,038

 

71,628

 

363,109

 

3,413,479

 

4,351,960

Total Assets

$

7,018,350

$

2,736,766

$

4,612,179

$

95,415

$

4,281,804

$

14,253,975

$

77,063,494

$

110,061,983

LIABILITIES AND PARTNERS’ CAPITAL

Mortgage Notes Payable

$

9,982,764

$

$

8,337,358

$

$

5,941,010

$

16,897,325

$

124,746,893

$

165,905,350

Accounts Payable & Accrued Expense

 

136,741

 

2,000

 

70,945

 

3,545

 

68,813

 

190,892

 

722,878

 

1,195,814

Advance Rental Pmts& Security Deposits

 

374,170

 

 

307,229

 

 

176,456

 

537,218

 

4,124,873

 

5,519,946

Total Liabilities

 

10,493,675

2,000

8,715,532

3,545

6,186,279

17,625,435

129,594,644

172,621,110

Partners’ Capital

 

(3,475,325)

 

2,734,766

 

(4,103,353)

 

91,870

 

(1,904,475)

 

(3,371,460)

 

(52,531,150)

 

(62,559,127)

Total Liabilities and Capital

$

7,018,350

$

2,736,766

$

4,612,179

$

95,415

4,281,804

$

14,253,975

$

77,063,494

$

110,061,983

Partners’ Capital %—NERA

 

50

% 

50

% 

 

50

% 

 

50

% 

 

50

% 

 

50

% 

 

40

% 

Investment in Unconsolidated Joint Ventures

$

$

1,367,383

$

$

45,935

$

$

$

$

1,413,318

Distribution and Loss in Excess of investments in Unconsolidated Joint Ventures

$

(1,737,662)

$

$

(2,051,676)

$

$

(952,238)

$

(1,685,730)

$

(21,012,460)

 

(27,439,764)

Total Investment in Unconsolidated Joint Ventures (Net)

$

(26,026,446)

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 six months ended June 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

$

918,853

$

120,942

$

891,084

$

51,633

$

711,617

$

2,057,301

$

8,529,299

$

13,280,729

Laundry and Sundry Income

 

6,344

 

 

(236)

 

 

 

25,244

 

95,538

 

126,890

 

925,197

120,942

890,848

51,633

711,617

2,082,545

8,624,837

13,407,619

Expenses

Administrative

 

10,543

 

3,000

14,979

1,401

10,318

43,143

100,148

 

183,532

Depreciation and Amortization

 

231,911

 

5,855

172,796

1,632

166,005

533,325

1,837,161

 

2,948,685

Management Fees

 

37,186

 

4,132

34,954

2,068

28,309

82,234

180,292

 

369,175

Operating

 

176,997

 

41,384

(38)

64,776

244,472

750,508

 

1,278,099

Renting

 

7,634

 

9,776

63

9,691

56,737

52,816

 

136,717

Repairs and Maintenance

 

94,619

 

44,882

1,650

61,165

330,278

883,402

 

1,415,996

Taxes and Insurance

 

163,965

 

35,192

 

99,480

 

10,174

 

78,756

 

206,992

 

1,284,141

 

1,878,700

 

722,855

 

48,179

 

418,251

 

16,950

 

419,020

 

1,497,181

 

5,088,468

 

8,210,904

Income Before Other Income

 

202,342

 

72,763

 

472,597

 

34,683

 

292,597

 

585,364

 

3,536,369

 

5,196,715

Other Income (Loss)

Interest Expense

 

(394,241)

(169,105)

(118,295)

(385,098)

(2,566,448)

(3,633,187)

Interest Income

 

21,250

1,190

4,629

418

5,463

22,651

45,289

100,890

Other income (Expense)

63,745

63,745

 

(372,991)

1,190

(164,476)

418

(112,832)

(298,702)

(2,521,159)

(3,468,552)

Net Income (Loss)

$

(170,649)

$

73,953

$

308,121

$

35,101

$

179,765

$

286,662

$

1,015,210

$

1,728,163

Net Income (Loss)—NERA 50%

    

$

(85,324)

$

36,976

$

154,060

$

17,550

$

89,883

$

143,331

 

356,475

Net Income —NERA 40%

    

$

406,085

 

406,085

$

762,560

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Financial information for the three months ended June 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

$

450,375

$

60,471

$

447,328

$

24,745

$

360,169

$

1,049,070

$

4,181,290

$

6,573,448

Laundry and Sundry Income

 

3,568

 

 

(242)

 

 

 

12,580

 

50,108

 

66,014

 

453,943

60,471

447,086

24,745

360,169

1,061,650

4,231,398

6,639,462

Expenses

Administrative

 

5,325

1,000

6,059

700

3,384

33,819

48,109

98,396

Depreciation and Amortization

 

116,067

2,928

86,398

816

83,272

272,073

923,409

1,484,963

Management Fees

 

16,759

1,653

17,537

1,006

14,079

42,043

88,411

181,488

Operating

 

93,958

15,519

174

19,202

110,070

312,204

551,127

Renting

 

6,395

5,681

45

4,161

29,150

20,424

65,856

Repairs and Maintenance

 

56,162

21,838

1,650

31,880

183,947

529,212

824,689

Taxes and Insurance

 

94,622

17,600

50,195

5,498

39,588

105,451

642,003

954,957

 

389,288

23,181

203,227

9,889

195,566

776,553

2,563,772

4,161,476

Income Before Other Income

 

64,655

37,290

243,859

14,856

164,603

285,097

1,667,626

2,477,986

Other Income (Loss)

Interest Expense

 

(197,041)

(84,238)

(205)

(59,144)

(191,983)

(1,269,641)

(1,802,252)

Interest Income

 

10,829

419

2,268

418

2,980

9,801

24,616

51,331

 

(186,212)

419

(81,970)

213

(56,164)

(182,182)

(1,245,025)

(1,750,921)

Net Income (Loss)

$

(121,557)

$

37,709

$

161,889

$

15,069

$

108,439

$

102,915

$

422,601

$

727,065

Net Income (Loss)—NERA 50%

    

$

(60,780)

$

18,854

$

80,944

$

7,535

$

54,220

$

51,459

152,230

Net Income —NERA 40%

    

$

169,039

 

169,039

$

321,269

NOTE 16. EMPLOYEE BENEFIT 401(k) PLANS

Employees of the Partnership, who meet certain minimum age and service requirements, are eligible to participate in the Management Company’s 401(k) Plan (the “401(k) Plan”). Eligible employees may elect to defer up to 90 percent of their eligible compensation on a pre-tax basis to the 401(k) Plan, subject to certain limitations imposed by federal law.

The amounts contributed by employees are immediately vested and non-forfeitable. The Partnership matches 50% up to 6% of compensation deferred by each employee in the 401(k) plan. The Partnership may make discretionary matching or profit-sharing contributions to the 401(k) Plan on behalf of eligible participants in any plan year. Participants are always 100 percent vested in their pre-tax contributions and will begin vesting in any matching or profit-sharing contributions made on their behalf after two years of service with the Partnership at a rate of 20 percent per year, becoming 100 percent vested after a total of six years of service with the Partnership. Total expense recognized by the Partnership for the 401(k) Plan for the six months ended June 30, 2025 was $32,000.

NOTE 17. IMPACT OF RECENTLY-ISSUED ACCOUNTING STANDARDS

In November 2024, the Financial Accounting Standards Board (“FASB”) issued a new standard on disaggregation of income statement expenses, which requires an entity to disclose, on an annual and interim basis, disaggregated information about certain income statement expense line items in a tabular format in the notes to the financial statements. The standard will be effective for annual reporting periods beginning after December 15, 2026 and for interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted, and may be applied either prospectively or retrospectively. The Partnership is currently evaluating the impact of the new rules on its disclosures.

In March 2024, the Securities and Exchange Commission ("SEC") adopted final rules that will require certain climate-related information in registration statements and annual reports. In April 2024, the SEC voluntarily stayed the new rules as a result of pending legal challenges. The new rules include a requirement to disclose material climate-related risks, descriptions of board and management oversight and risk management activities, the material impacts of these risks on a registrant’s strategy, business model and outlook, and any material climate-related targets or goals, as well as material effects and costs of severe weather events and other natural conditions and greenhouse gas emissions. Prior to the stay of the new rules, they would have been effective for annual periods beginning January 1, 2025, except for the greenhouse gas emissions disclosures, which would have been effective for annual periods beginning January 1, 2026. The Partnership is currently evaluating the impact of the new rules on its disclosures.

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NOTE 18. SEGMENT REPORTING

Operating segments are defined as components of an enterprise that engage in business activities from which they may earn revenues and incur expenses and about which discrete financial information is available that is evaluated regularly by the Chief Operating Decision Maker (“CODM”). The CODM determines how resources should be allocated and assesses performance on a regular basis. The Partnership’s CODM is the Partnership’s Treasurer and Director.

The Partnership operates as a single business segment, focusing on the ownership, operation and development of its multifamily and commercial real estate portfolio located in the city of Boston, surrounding suburbs, and southern New Hampshire. For a description of the types of products and services from which this single reportable segment derives its revenues, see Notes 1 and 2. The CODM is regularly provided with financial reporting packages which include the financial statements presented herein.

The CODM evaluates the performance of the Partnership on a consolidated basis, based upon consolidated Income Before Other Income (Expense), to make decisions about the Partnership’s operations and resource allocation. Consolidated Income Before Other Income (Expense) is used to monitor budget versus actual results. The significant expenses of the Partnership are presented within the Consolidated Statements of Income.

The CODM manages our portfolio as a whole and decisions regarding investments are made collectively based on the inputs above. Accordingly, the Partnership consists of a single operating and reportable segment and the consolidated financial statements and notes thereto are presented as a single reportable segment. Since the Partnership operates in a single segment, the segment information is consistent with the consolidated statements of operations and comprehensive income (loss). Therefore, no reconciliation is necessary.

NOTE 19. SUBSEQUENT EVENTS

On August 7, 2025, the Partnership approved a quarterly distribution of $12.00 per Unit ($0.40 per Receipt), payable on September 30, 2025.

From July 1, 2025 through August 8, 2025, the Partnership has purchased 533 Depository Receipts.

On July 14, 2025, the Partnership entered into a loan commitment with KeyBank for the refinancing of the existing 81 Essex Street loan that matures on October 1, 2025. The loan commitment is for up to $12,104,000 at a fixed interest rate to be determined at Rate Lock and for an interest only term of ten years.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS 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 Litigation 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 2025 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, 2024.

Overview

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 may be reserved for this purpose. If available acquisitions do not meet the Partnership’s investment criteria, the Partnership may purchase additional depositary receipts. 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 August 1, 2025 was 2.4% as compared with a vacancy rate of 1.5% as of August 1, 2024. The vacancy rate for the Joint Venture properties as of August 1, 2025 was 1.9%, as compared to 2.8% for the same period last year.

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.

During the second quarter of 2025, rents increased an average of 4.6% for renewals and increased an average of 1.4% for new leases. For the balance of 2025, management expects a rental market with slowing rent growth.

For the second quarter of 2025, consolidated revenue, excluding Hill Estates, increased by 3.9%, operating expenses increased by 0.3%, and Income before Other Income (Expense) increased by 12.3%, as compared to the second quarter of 2024.

On November 21, 2024, the Partnership entered into an agreement with Brookline Bank for a new $25,000,000 revolving line of credit. The term of the line is for three years with a floating interest rate equal to a base rate of the SOFR Rate for a period of one month plus the applicable margin of 2.5%. The loan covenants include a leverage ratio not to exceed 65%, a debt service coverage ratio of not less than 1.5 to 1.0, maximum usage of 1.5 times trailing 12 months EBITDA, minimum liquidity of $15 million, and a minimum debt yield of 8.5%. The Partnership incurred a commitment fee of $125,000. The Partnership will be charged annually an unused line fee, equal to seventy-five basis points (0.75%) between the difference of the maximum availability and the outstanding principal of the line of credit. This fee will be waived for any period in which the Partnership maintains aggregate deposits of twenty million dollars with the Lender. As of June 30,2025, the Partnership was in compliance with the financial covenants and did not incur an unused line fee.

From the start of the Stock Repurchase Program in 2007 through June 30, 2025, the Partnership has purchased 1,553,365 Depositary Receipts. During the six months ended June 30, 2025, the Partnership purchased a total of 3,007 Depositary Receipts.

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In March of 2020, the Board of Advisors and Board of Directors unanimously approved an extension of the Repurchase Program until March 31, 2025. On March 12, 2025, the Board of Directors unanimously approved a new extension to the Repurchase Program, authorizing the President and Treasurer to cause the Partnership to repurchase, on the open market or otherwise, including through individually negotiated purchases and through a written trading plan that complies with the requirements of Rule 10b5-1, Depository Receipts and Partnership Units such that (i) the aggregate cost of Depository Receipts and Partnership Units repurchased shall not exceed the lesser of $5 million or 10% of the Partnership’s balance of cash and investment in treasury bills, (ii) no Depository Receipts or Partnership Units shall be repurchased after the date that is 12 months after the effective date of the plan, and (iii) no Depository Receipts or Partnership Units shall be repurchased in excess of $95 per Depository Receipt. The Repurchase Plan 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. This repurchase authorization replaces the Partnership’s previous repurchase program. The Repurchase Plan shall be made in accordance with the terms of Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and shall be made in accordance with all applicable laws and regulations in effect from time to time.

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. On January 2, 2024, the estate was settled, with Jameson Brown and Harley Brown each assuming 37.5% ownership in NewReal. As of August 1, 2025, the Brown family related entities and Ronald Brown collectively own approximately 34.7% of the Depositary Receipts representing the Partnership Class A Units (including Depositary Receipts held by trusts for the benefit of such persons’ family members). 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. 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 Class B units of the Partnership are owned by HBC Holdings LLC, an entity of which Jameson Brown is the manager. The outstanding stock of The Hamilton Company is controlled by Jameson Brown and Harley Brown.

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. Additionally, from time to time, the Partnership pays Hamilton for repairs and maintenance services, legal services, construction services and accounting services. The costs charged by Hamilton for these services are at the same hourly rate charged to all entities managed by Hamilton, and management believes such rates are competitive in the marketplace.

Residential tenants sign a one year lease. During the six months ended June 30, 2025, tenant renewals were approximately 72% with an average rental increase of approximately 5.1%, new leases accounted for approximately 28% with a rental rate increase of approximately 0.7%. During the six months ended June 30, 2025, leasing commissions were approximately $316,000 compared to approximately $231,000 for the six months ended June 30, 2024, an increase of approximately $85,000 (36.8%). Tenant concessions were approximately $30,000 for the six months ended June 30, 2025, compared to approximately $78,000 for the six months ended June 30, 2024, a decrease of approximately $48,000 (61.5%). Tenant improvements were approximately $1,779,000 for the six months ended June 30, 2025, compared to approximately $1,682,000 for the six months ended June 30, 2024, an increase of approximately $97,000 (5.8%).

Hamilton accounted for approximately 1.2% of the repair and maintenance expenses paid for by the Partnership during the six months ended June 30, 2025 and 0.5% during the six months ended June 30, 2024. 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.

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 $41,000 (100.0%) and approximately $89,000 (43.7%) of the legal services paid for by the Partnership during the six months ended June 30, 2025 and 2024, respectively.

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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. 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, 2025, Hamilton provided the Partnership approximately $225,000 in construction and architectural services, compared to approximately $330,000 for the six months ended June 30, 2024.

Hamilton’s accounting staff perform bookkeeping and accounting functions for the Partnership. During the six months ended June 30, 2025 and 2024, 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.

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. The Partnership regularly and continually evaluates its estimates, including those related to acquiring, developing and assessing the carrying values of its real estate properties and its investments in and advances to joint ventures. The Partnership bases its estimates on historical experience, current market conditions, and on various other assumptions that are believed to be reasonable under the circumstances. However, because future events and their effects cannot be determined with certainty, the determination of estimates requires the exercise of judgment. The Partnership’s critical accounting policies are those which require assumptions to be made about such matters that are highly uncertain. Different estimates could have a material effect on the Partnership’s financial results. Judgments and uncertainties affecting the application of these policies and estimates may result in materially different amounts being reported under different conditions and circumstances. See Note 1 to the Consolidated Financial Statements, Principles of Consolidation.

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.

Above-market and below-market lease values for acquired properties are initially recorded based on the present value (using a discount rate which reflects the risks associated with the leases acquired) of the differences between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) management’s estimate of fair market lease rates for each corresponding in-place lease, measured over a period equal to the remaining term of the lease for above-market leases and the initial term plus the term of any below-market fixed-rate renewal options for below-market leases. The capitalized above-market lease amounts are accounted for as a reduction of base rental revenue over the remaining term of the respective leases, and the capitalized below-market lease values are amortized as an increase to base rental revenue over the remaining initial terms plus the terms of any below-market fixed-rate renewal options of the respective leases.

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. For (i) operating lease arrangements involving real estate that include common area maintenance services and (ii) all real estate arrangements that include real estate taxes and insurance costs, we present these amounts within lease revenues in our consolidated statements of income. We record amounts reimbursed by the lessee in the period in which the applicable expenses are incurred.

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Rental Property Held for Sale: When assets are identified by management as held for sale, the Partnership discontinues depreciating the assets and estimates the sales price, net of selling costs, of such assets. 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. If, in management’s opinion, the estimated net sales price, net of selling costs, of the assets which have been identified as held for sale is less than the carrying value of the assets, a valuation allowance is established. As of June 30, 2025, the Partnership has designated two properties with a value of approximately $3,000,000 as properties held for sale.

If circumstances arise that previously were considered unlikely and, as a result, the Partnership decides not to sell a property previously classified as held for sale, the property is reclassified as held and used. 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.

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.

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.

In the event that facts and circumstances indicate that the carrying value of a rental property may be impaired, an analysis of the value is prepared. The estimated future undiscounted cash flows are compared to the asset’s carrying value to determine if a write-down to fair value is required.

Impairment: On an annual basis management assesses whether there are any indicators that the value of the Partnership’s rental properties may be impaired. A property’s value is impaired only if management’s estimate of the aggregate future cash flows (undiscounted and without interest charges) to be generated by the property is less than the carrying value of the property. To the extent impairment has occurred, the loss shall be measured as the excess of the carrying amount of the property over the fair value of the 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

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market uncertainties including, among others, demand for space, competition for tenants, changes in market rental rates, and costs to operate each property. As these factors are difficult to predict and are subject to future events that may alter management’s assumptions, the future cash flows estimated by management in its impairment analyses may not be achieved.

Investments in Treasury Bills: Investments in U.S. Treasury bills had been recorded at amortized cost and classified as held to maturity as the Partnership had the intent and the ability to hold them until they mature. The carrying value of the Treasury bills were adjusted for accretion of discounts over the remaining life of the investment. Income related to the Treasury bills is recognized in interest income in the Partnership’s consolidated statement of income.

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. 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. Generally, the Partnership would discontinue applying the equity method when the investment (and any advances) is reduced to zero and would not provide for additional losses unless the Partnership has guaranteed obligations of the venture or is otherwise committed to providing further financial support for the investee. If the venture subsequently generates income, the Partnership only recognizes its share of such income to the extent it exceeds its share of previously unrecognized losses. We intend to fund our share of the investments’ future operating deficits should the need arise. However, we have no legal obligation to pay for any of the liabilities of such investments nor do we have any legal obligation to fund operating deficits.

The authoritative guidance on consolidation provides guidance on the identification of entities for which control is achieved through means other than voting rights (“variable interest entities” or “VIEs”) and the determination of which business enterprise, if any, should consolidate the VIE (the “primary beneficiary”). Generally, the consideration of whether an entity is a VIE applies when either (1) the equity investors (if any) lack one or more of the essential characteristics of a controlling financial interest, (2) the equity investment at risk is insufficient to finance that equity’s activities without additional subordinated financial support or (3) the equity investors have voting rights that are not proportionate to their economic interests and the activities of the entity involve or are conducted on behalf of an investor with a disproportionately small voting interest. The primary beneficiary is defined by the entity having both of the following characteristics: (1) the power to direct the activities that, when taken together, most significantly impact the variable interest entity’s performance; and (2) the obligation to absorb losses and rights to receive the returns from VIE that would be significant to the VIE.

With respect to investments in and advances to the Investment Properties, the Partnership looks to the underlying properties to assess performance and the recoverability of carrying amounts for those investments in a manner similar to direct investments in real estate properties. An impairment charge is recorded if management’s estimate of the aggregate future cash flows (undiscounted and without interest charges) to be generated by the property is less than the carrying value of the property.

Legal Proceedings: The Partnership is subject to various legal proceedings and claims that arise, from time to time, in the ordinary course of business. 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.

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RESULTS OF OPERATIONS

Three Months Ended June 30, 2025 and June 30, 2024

The Partnership and its Subsidiary Partnerships earned income before interest expense, income from investments in unconsolidated joint ventures, other expense of approximately $7,063,000 during the three months ended June 30, 2025, compared to approximately $6,538,000 for the three months ended June 30, 2024, an increase of approximately $525,000 (8.0%).

The rental activity is summarized as follows:

Occupancy Date

 

    

August 1, 2025

    

August 1, 2024

 

Residential

Units

 

3,358

2,962

Vacancies

 

79

43

Vacancy rate

 

2.35

%  

1.45

%

Commercial

Total square feet

 

159,266

131,159

Vacancy

 

7,390

1,273

Vacancy rate

 

4.64

%  

1.00

%

    

    

Rental Income (in thousands)

    

Three Months Ended June 30,

2025

2024

Total

Continuing

Total

Continuing

Operations

Operations

Operations

Operations

Total rents

    

$

21,038

    

$

21,038

    

$

19,842

    

$

19,842

    

Residential percentage

 

94

%  

 

94

%  

 

94

%  

 

94

%

Commercial percentage

 

6

%  

 

6

%  

 

6

%  

 

6

%

Contingent rentals

$

283

$

283

$

187

$

187

Three Months Ended June 30, 2025 Compared to Three Months Ended June 30, 2024:

Three Months Ended June 30,

Dollar

Percent

  

    

2025

    

2024

    

Change

    

Change

  

Revenues

  

Rental income

    

$

21,037,991

    

$

19,841,559

    

$

1,196,432

    

6.0%

  

Laundry and sundry income

202,117

209,007

(6,890)

(3.3%)

21,240,108

20,050,566

1,189,542

5.9%

Expenses

Administrative

667,913

651,978

15,935

2.4%

Depreciation and amortization

4,474,748

4,277,482

197,266

4.6%

Management fee

834,431

782,856

51,575

6.6%

Operating

1,704,150

1,638,816

65,334

4.0%

Renting

256,198

150,772

105,426

69.9%

Repairs and maintenance

3,481,815

3,500,467

(18,652)

(0.5%)

Taxes and insurance

2,757,280

2,510,031

247,249

9.9%

14,176,535

13,512,402

664,133

4.9%

Income Before Other Income (Expense)

7,063,573

6,538,164

525,409

8.0%

Other Income (Expense)

Interest income

737,413

1,112,988

(375,575)

(33.7%)

Interest expense

(4,136,156)

(3,899,695)

(236,461)

6.1%

Income from investments in unconsolidated joint ventures

485,051

321,269

163,782

51.0%

(2,913,692)

(2,465,438)

(448,254)

18.2%

Net Income

$

4,149,881

$

4,072,726

$

77,155

1.9%

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Table of Contents

Rental income for the three months ended June 30, 2025 was approximately $21,038,000, compared to approximately $19,842,000 for the three months ended June 30 2024, an increase of approximately $1,196,000 (6.0%).

The Partnership properties with the largest increases in rental income, excluding the Hill Estates, 26 Brighton Avenue, and 90 Concord properties rental income of approximately $410,000 include Westgate Apartments, Hamilton Green Apartments, WCB Associates, Hamilton Oaks, Redwood Hills, and School Street, with increases of $102,000, $89,000, $75,000, $72,000, $58,000 and $54,000 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.

Expenses for the three months ended June 30, 2025 were approximately $14,176,000 compared to approximately $13,512,000 for the three months ended June 30, 2024, an increase of approximately $664,000 (4.9%). Excluding expenses from the Hill Estates, 26 Brighton Avenue, and 90 Concord properties, operating expenses were approximately $13,475,000, a decrease of approximately $37,000 (0.3%).The factors contributing to the decrease are an increase in taxes and insurance of approximately $180,000 (7.2%), an increase in renting expenses of approximately $105,000 (69.9%), offset by a decrease in depreciation and amortization expense of approximately $313,000 (7.3%).

Interest expense for the three months ended June 30, 2025 was approximately $4,136,000 compared to approximately $3,900,000 for the three months ended June 30, 2024, an increase of approximately $236,000 (6.1%). Excluding interest expense for the Hill Estates of approximately $149,000, interest expense increased approximately $87,000 (2.2%).

Interest and dividend income for the three months ended June 30, 2025 was approximately $737,000 compared to approximately $1,113,000 for the three months ended June 30, 2024, a decrease of approximately $376,000 (33.7%). The decrease in the interest income is due to the use of the Investment in U.S. Treasury bills to acquire the Hill Estates, 26 Brighton Avenue, and 90 Concord properties.

At June 30 2025, 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.

As described in Note 15 to the Consolidated Financial Statements, the Partnership’s share of the net income from the Investment Properties was approximately $485,000 for the three months ended June 30, 2025, compared to net income of approximately $321,000 for the three months ended June 30, 2024, an increase in income of approximately $164,000 (51%). Included in the income for the three months ended June 30, 2025 is depreciation and amortization expense of approximately $658,000.

As a result of the changes discussed above, net income for the three months ended June 30, 2025 was approximately $4,150,000 compared to net income of approximately $4,073,000 for the three months ended June 30, 2024, an increase in income of approximately $77,000 (1.9%).

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Table of Contents

Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024:

Six Months Ended June 30,

Dollar

Percent

  

    

2025

    

2024

    

Change

    

Change

  

Revenues

  

Rental income

$

41,534,111

$

39,551,991

$

1,982,120

 

5.0%

  

Laundry and sundry income

394,891

391,974

2,917

 

0.7%

41,929,002

39,943,965

1,985,037

5.0%

Expenses

Administrative

1,289,179

1,413,997

(124,818)

 

(8.8%)

Depreciation and amortization

8,379,730

8,505,064

(125,334)

 

(1.5%)

Management fee

1,652,840

1,571,463

81,377

 

5.2%

Operating

4,982,524

4,284,310

698,214

 

16.3%

Renting

534,527

538,371

(3,844)

 

(0.7)%

Repairs and maintenance

6,340,084

6,348,424

(8,340)

 

(0.1)%

Taxes and insurance

5,453,097

4,992,399

460,698

 

9.2%

28,631,981

27,654,028

977,953

 

3.5%

Income Before Other Income ( Expense)

13,297,021

12,289,937

1,007,084

 

8.2%

Other Income (Expense)

Interest income

1,728,487

2,290,536

(562,049)

 

(24.5%)

Interest (expense)

(7,927,588)

(7,806,711)

(120,877)

 

1.5%

Income from investments in unconsolidated joint ventures

847,679

762,560

85,119

 

11.2%

(5,351,422)

(4,753,615)

(597,807)

 

12.6%

Net Income

$

7,945,599

$

7,536,322

$

409,277

 

5.4%

Rental income for the six months ended June 30, 2025 was approximately $41,534,000, compared to approximately $39,552,000 for the six months ended June 30, 2024, an increase of approximately $1,982,000 (5.0%). Excluding revenues from the Hill Estates, 26 Brighton Avenue, and 90 Concord properties of approximately $421,000, revenue increased approximately $1,564,000 (3.9%). Included in rental income is contingent rentals collected on commercial properties. The Partnership properties with the largest increases in rental income include Westgate Apartments, Hamilton Green Apartments, WCB Associates, Hamilton Oaks, School Street, and Redwood Hills, with increases of $184,000, $151,000, $146,000, $134,000, $130,000 and $116,000 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.

Operating expenses for the six months ended June 30, 2025 were approximately $28,632,000 compared to approximately $27,654,000 for the six months ended June 30, 2024, an increase of approximately $978,000 (3.5%), Excluding operating costs for Hill Estates of approximately $701,000, operating expenses increased approximately $277,000 (1.0%). The factors contributing to the increase are an increase in taxes and insurance expense of approximately $394,000 (7.9%), an increase in snow removal costs of approximately $432,000 (96.7%), partially offset by a decrease in depreciation and amortization expense of approximately $636,000 (7.5%).

Interest expense for the six months ended June 30, 2025 was approximately $7,928,000 compared to approximately $7,807,000 for the six months ended June 30, 2024, an increase of approximately $121,000 (1.5%). Excluding interest expense for Hill Estates of approximately $149,000, interest decreased approximately $28,000 (0.4%).

Interest and dividend income for the six months ended June 30, 2025 was approximately $1,728,000 compared to approximately $2,290,000 for the six months ended June 30, 2024, a decrease of approximately $562,000 (24.5%). The decrease in the interest income is due to the use of Investment in U.S. Treasury bills to acquire the Hill Estates, 26 Brighton Avenue, and 90 Concord properties.

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Table of Contents

At June 30, 2025, 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.

As described in Note 15 to the Consolidated Financial Statements, the Partnership’s share of the net income from the Investment Properties was approximately $847,000 for the six months ended June 30, 2025, compared to net income of approximately $762,000 for the six months ended June 30, 2024, an increase in income of approximately $85,000 (11.2%). Included in the income for the six months ended June 30, 2025 is depreciation and amortization expense of approximately $1,309,000.

As a result of the changes discussed above, net income for the six months ended June 30, 2025 was approximately $7,945,000 compared to income of approximately $7,536,000 for the six months ended June 30, 2024, an increase in net income of approximately $409,000 (5.4%).

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Table of Contents

LIQUIDITY AND CAPITAL RESOURCES

The Partnership’s principal source of cash during the first six months of 2025 and 2024 was the proceeds from the increased in mortgage notes payable, the liquidation of U.S Treasury bills, and the collection of rents. The Partnership’s principal use of cash during the first six months of 2025 was the purchase of a new property, construction of the Mill Street Development, improvements to rental properties, mortgage principal payments, purchases of U.S. Treasury bills, and distributions to partners.

The majority of cash and cash equivalents of $16,677,504 at June 30, 2025 and $17,615,940 at December 31, 2024 were held in interest bearing accounts at creditworthy financial institutions.

The decrease in cash of $938,436 for the six months ended June 30, 2025 is summarized as follows:

Six Months Ended June 30,

  

    

2025

    

2024

  

Cash provided by operating activities

$

18,008,372

$

11,487,102

Cash (used in) investing activities

(40,919,964)

(5,517,101)

Proceeds from mortgage notes payable

56,746,890

Principal payments of mortgage notes payable

(20,482,614)

(1,392,912)

Repurchase of Depositary Receipts, Class B and General Partner Units

(291,218)

(901,124)

Distributions paid

(13,999,902)

(8,443,134)

Net (decrease) increase in cash and cash equivalents

$

(938,436)

$

(4,767,169)

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 purchase of the Hill Estates, improvement of rental properties, including the Mill Street Development project, offset by the proceeds of U.S. Treasury bills. Financing activities include proceeds from the mortgage notes payable, mortgage principal payments and distributions to partners, and repurchase of depositary receipts.

During 2025, the Partnership and its Subsidiary Partnerships have completed improvements to certain of the Properties at a total cost of approximately $5,214,000. 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 $12,346,000 for the six months ended June 30,2025. Beyond the Mill Street Development Project, the most significant improvements were made at Residences at Captain Parker, Staples Plaza, 62 Boylston Street, Hamilton Oaks, Courtyard at North Beacon, and Redwood Hills, at a cost of approximately $664,000, $655,000, $527,000, $419,000, $416,000 and 352,000, respectively.

During the six months ended June 30, 2025, the Partnership received distributions of approximately $837,000 from the investment properties. For the six months ended June 30, 2024, the Partnership received $1,523,000 in distributions from the investment properties. Included in these net distributions is the amount from Dexter Park of approximately $400,000 and $1,100,000 for the six months ended June 30, 2025 and 2024, respectively.

In March 2025, the Partnership approved a quarterly distribution of $12.00 per Unit ($0.40 per Receipt), payable on March 31, 2025. In addition to the quarterly distribution, there was a special distribution of $96.00 per Class A unit ($3.20 per Receipt) payable on March 31, 2025. In May 2025, the Partnership approved a quarterly distribution of $12.00 per Unit ($0.40 per Receipt), payable on May 30, 2025.

The Partnership anticipates that cash from operations will be sufficient to fund its current operations, pay distributions, and make required debt payments. The Partnership anticipates that the Mill Street Development project will require approximately $30 million to be spent over the two year period, with approximately $15 million spent in 2024 and approximately $15 million to be spent in 2025. The Partnership is using cash reserves to fund this construction but will finance a portion of construction costs upon completion of the project. Construction is expected to be completed during the fourth quarter of 2025.

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Table of Contents

Off-Balance Sheet Arrangements—Joint Venture Indebtedness

As of June 30, 2025, 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. As June 30, 2025, our proportionate share of the non-recourse debt related to these investments was approximately $73,854,000. See Note 15 to the Consolidated Financial Statements.

Contractual Obligations

As of June 30, 2025, we are subject to debt obligations as described in the table below.

Payments due by period

2026

2027

2028

2029

2030

Thereafter

Total

 

    

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contractual Obligations

Long -term debt

Mortgage debt

$

70,704,550

6,595,537

23,154,651

58,326,713

21,570,925

333,934,384

$

514,286,760

Total Contractual Obligations

$

70,704,550

$

6,595,537

$

23,154,651

$

58,326,713

$

21,570,925

$

333,934,384

$

514,286,760

*Excluding unamortized deferred financing costs

As of June 30, 2025, the Partnership has one property under construction located at 57 Mill Street in Woburn, MA. The project includes 72 residential units comprising approximately 93,000 square feet, and is estimated to be completed during the fourth quarter of 2025. Total investment to date is approximately $28 million, and the total investment upon completion is anticipated to be approximately $33 million. The partnership is using cash reserves to fund this construction, but will finance a portion of construction costs upon completion of the project. In connection with the Mill Street development project, the Partnership has entered into a contract with a general contractor with a current contract value of approximately $30.7 million.

We have various standing or renewable service contracts with vendors related to our property management. In addition, we have certain other contracts we enter into in the ordinary course of business that may extend beyond one year. These contracts are not included as part of our contractual obligations because they include terms that provide for cancellation with insignificant or no cancellation penalties.

See Notes 5 and 15 to the Consolidated Financial Statements for a description of mortgage notes payable. The Partnerships has no other material contractual obligations to be disclosed.

Factors That May Affect Future Results

Along with risks detailed in Item 1A of the Partnership’s Form 10-K for the fiscal year ended December 31, 2024 filed with the Securities and Exchange Commission on March 14, 2025 and from time to time in the Partnership’s other 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.

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Table of Contents

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.
Our actual costs to develop properties may exceed our budgeted costs.
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.
The Partnership properties face competition from similar properties in the same market. This competition may affect the Partnership’s ability to attract and retain tenants and may reduce the rents that can be charged.
Given the nature of the real estate business, the Partnership is subject to potential environmental liabilities. These include environmental contamination in the soil at the Partnership’s or neighboring real estate, whether caused by the Partnership, previous owners of the subject property or neighbors of the subject property, and the presence of hazardous materials in the Partnership’s buildings, such as asbestos, lead, mold and radon gas. Management is not aware of any material environmental liabilities at this time.
Insurance coverage for and relating to commercial properties is increasingly costly and difficult to obtain. In addition, insurance carriers have excluded certain specific items from standard insurance policies, which have resulted in increased risk exposure for the Partnership. These include insurance coverage for acts of terrorism and war, and coverage for mold and other environmental conditions. Coverage for these items is either unavailable or prohibitively expensive.
Market interest rates could adversely affect market prices for Class A Partnership Units and Depositary Receipts as well as performance and cash flow.
Changes in income tax laws and regulations may affect the income taxable to owners of the Partnership. These changes may affect the after-tax value of future distributions.
The Partnership may fail to identify, acquire, construct or develop additional properties; may develop or acquire properties that do not produce a desired or expected yield on invested capital; may be unable to sell poorly-performing or otherwise undesirable properties quickly; or may fail to effectively integrate acquisitions of properties or portfolios of properties.
Risk associated with the use of debt to fund acquisitions and developments.
Competition for acquisitions may result in increased prices for properties.
Any weakness identified in the Partnership’s internal controls as part of the evaluation being undertaken could have an adverse effect on the Partnership’s business.
Ongoing compliance with Sarbanes-Oxley Act of 2002 may require additional personnel or systems changes.

.

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Table of Contents

Revenue associated with residential properties may be limited in the future if current rent restriction proposals are adopted by the State of Massachusetts. A coalition of housing advocacy organizations announced that it will file an initiative petition with the Massachusetts’ State’s Attorney General on August 13, 2025, to put a ballot initiative in front of voters. If approved, the petition would limit annual rent increases in Massachusetts to cost of living increases, with a 5% annual cap. If such a ballot measure were to be passed by voters, our financial condition, results of operations, and cash flows, as well as our ability to pay dividends, could be adversely affected over time.
On August 1, 2025, a new Massachusetts state law became effective that prohibits real estate professionals, such as brokers, from charging tenants broker fees for services primarily provided to the landlord. Tenants may still choose to hire and pay for their own broker who will represent their interests in securing rental housing. This change may result in an increase in our rental expense.

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.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market risk is the exposure to loss resulting from changes in interest rates and equity prices. In pursuing its business plan, the primary market risk to which the Partnership is exposed is interest rate risk. Changes in the general level of interest rates prevailing in the financial markets may affect the spread between the Partnership’s yield on invested assets and cost of funds and, in turn, its ability to make distributions or payments to its investors.

As of June 30, 2025, the Partnership, its Subsidiary Partnerships and the Investment Properties collectively have approximately $686,995,000 in long-term debt, approximately 90% 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. The Partnership, its Subsidiary Partnerships and the Investment Properties collectively have variable rate debt of $77,500,000 (without taking out unamortized deferred financing costs) as of June 30, 2025. Interest rates ranged from SOFR plus 150 basis points to SOFR plus 250 basis points. 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 $725,000 annually and the increase or decrease in the fair value of the Partnership’s fixed rate debt as of June 30, 2025 would be approximately $23,365,000. For information regarding the fair value and maturity dates of these debt obligations, See Note 5 to the Consolidated Financial Statements — “Mortgage Notes Payable,” Note 12 to the Consolidated Financial Statements — “Fair Value Measurements” and Note 15 to the Consolidated Financial Statements — “Investment in Unconsolidated Joint Ventures”.

For additional disclosure about market risk, see “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Factors That May Affect Future Results”

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures. The Partnership’s management, with the participation of the Partnership’s principal executive officer and principal financial officer, has evaluated the effectiveness of the Partnership’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based on such evaluation, the Partnership’s principal executive officer and principal financial officer have concluded that, as of the end of such period, the Partnership’s disclosure controls and procedures were effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Partnership in the reports that it files or submits under the Exchange Act.

Changes in Internal Control over Financial Reporting. There were no other changes in the Management Company’s internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rule 13a-15 that occurred during the quarter ended June 30, 2025 that have materially affected or are reasonably likely to materially affect, the Management Company’s internal control over financial reporting.

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Table of Contents

PART II — OTHER INFORMATION

Item 1. Legal Proceedings

There are no material legal proceedings, other than ordinary routine litigation incidental to its business, to which the Partnership is a party to or to which any of the Properties is subject.

Item 1A. Risk Factors

There have been no material changes to the Risk Factors in Item 1A, “Risk Factors” in our annual report on Form 10K for the year ended December 31, 2024.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(a)

None

(b)

None

(c)

Issuer Purchase of Equity Securities during the second quarter of 2025:

    

    

    

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)

  

April 1-30, 2025

$

78.70

1,343

448,213

May 1-31, 2025

$

77.17

626

447,587

June 1-30, 2025

$

74.59

954

446,633

Total

2,923

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 March 10, 2015, the General Partner authorized an increase in the Repurchase Program from 1,500,000 to 2,000,000 Depository Receipts and extended the Program for an additional five years from March 31, 2015 until March 31, 2020. On March 9, 2020, the General Partner extended the program for an additional five years from March 31, 2020 to March 31, 2025. 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 Restated Contract of Limited Partnership. 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.

On March 12, 2025, the General Partner authorized the President and Treasurer to cause the Partnership to repurchase, on the open market or otherwise, including through individually negotiated purchases and through a written trading plan that complies with the requirements of Rule 10b5-1, Depositary Receipts and Partnership Units in such quantities, at such prices, in such manner and on such terms and conditions as the Authorized Persons determine are in the best interests of the Partnership; provided, however, that (i) the aggregate cost of Depositary Receipts and Partnership Units repurchased shall not exceed $5 million, (ii) no Depositary Receipts or Partnership Units shall be repurchased after the date that is 12 months after the effective date hereof, (iii) no Depositary Receipt shall be repurchased( the “Repurchase Plan”); The Repurchase Plan 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 Repurchase Plan shall be made in accordance with the terms of Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and shall be made in accordance with all applicable laws and regulations in effect from time to time.

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Table of Contents

From August 20, 2007 through June 30, 2025, the Partnership has repurchased 1,553,365 Depositary Receipts at an average price of $32.30 per receipt (or $969 per underlying Class A Unit), 4,561 Class B Units and 240 General Partnership Units, both at an average price of $1,294 per Unit, totaling approximately $56,381,000 including brokerage fees paid by the Partnership.

During the six months ended June 30, 2025, the Partnership purchased a total of 3,007 Depositary Receipts. The average price was $77.13 per receipt, or $2,313.80 per unit. The cost including commission was approximately $233,168.The Partnership was required to repurchase 23.8 Class B Units and 1.3 General Partnership units at a cost of $55,081 and $3,367 respectively.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosure

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits

See the exhibit index below.

EXHIBIT INDEX

Exhibit No.

    

Description of Exhibit

(10.1)

Purchase and Sale Agreement, dated April 15, 2025, between New England Realty Associates Limited Partnership and Oak Realty and Service Company, LLC, Vale Realty and Service Company, LLC and Digiovanni Bros., Inc. incorporated herein by reference to Exhibit 1.01 to the Partnership’s Current report on Form 8-K, as filed with the Securities and Exchange Commission on April 17, 2025 (File No. 001-31568).

(10.2)

Reaffirmation, Joinder and Second Amendment to Master Credit Facility Agreement to the Master Credit Facility Agreement dated as of November 30, 2021, by and between KeyBank National Association as the Lender, and New England Realty Associates Limited Partnership as the Borrower, entered into as of May 30, 2025. incorporated herein by reference to Exhibit 10.1 to the Partnership’s Current Report on Form 8-K/A, as filed with the Securities and Exchange Commission on June 13, 2025 (File No. 001-31568).

(10.3)

Assignment of Interest Under Multifamily Mortgage, Assignment of Leases and rents, Security Agreement and Fixture Filing from KeyBank National Association to Fannie Mae, dated May 30, 2025. incorporated herein by reference to Exhibit 10.2 to the Partnership’s Current Report on Form 8-K/A, as filed with the Securities and Exchange Commission on June 13, 2025 (File No. 001-31568).

(10.4)

Interim Loan Agreement, dated June 18, 2025, by and between Hill Estates Nera, LLC a Delaware limited liability company and KeyBank National Association, a national banking association. incorporated herein by reference to Exhibit 10.1 to the Partnership’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on June 25, 2025 (File No. 001-31568).

(10.5)

Promissory Note, dated June 18, 2025, by Hill Estates Nera, LLC, a Delaware limited liability company in favor of KeyBank National Association, a national banking association, incorporated herein by reference to Exhibit 10.2 to the Partnership’s Current Report on Form 8 K, as filed with the Securities and Exchange Commission on June 25, 2025 (File No. 001-31568).

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(10.6)

Mortgage, Assignment of Rents, Security Agreement and Fixture Filing, dated June 18, 2025, by Hill Estates Nera, LLC, a Delaware limited liability company, in favor of KeyBank National Association, its successors and assigns, incorporated herein by reference to Exhibit 10.3 to the Partnership’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on June 25, 2025 (File No. 001-31568).

(10.7)

Limited Recourse Guaranty Agreement, effective as of June 18, 2025, by New England Realty Associates Limited Partnership, a Massachusetts limited partnership, in favor of KeyBank National Association, a national banking association, its successors, participants, and assigns, incorporated herein by reference to Exhibit 10.4 to the Partnership’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on June 25, 2025 (File No. 001-31568).

(31.1)

Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Ronald Brown, Principal Executive Officer of the Partnership (President and a Director of NewReal, Inc., sole General Partner of the Partnership).

(31.2)

Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Jameson Brown, Principal Financial Officer of the Partnership (Treasurer and a Director of NewReal, Inc., sole General Partner of the Partnership).

(32.1)

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Ronald Brown, Principal Executive Officer of the Partnership (President and a Director of NewReal, Inc., sole General Partner of the Partnership) and Jameson Brown, Principal Financial Officer of the Partnership (Treasurer and a Director of NewReal, Inc., sole General Partner of the Partnership).

(101.1)

The following financial statements from New England Realty Associates Limited Partnership Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, formatted in Inline XBRL (eXtensible Business Property Language: (i) Consolidated Balance Sheets, (unaudited) (ii) Consolidated Statements of Income, (unaudited) (iii) Consolidated Statements of Changes in Partners’ Capital, (unaudited) (iv) Consolidated Statements of Cash Flows, (unaudited) and (v) Notes to Consolidated Financial Statements, (unaudited) (filed herewith).

(104)

Cover Page Interactive Data File – The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP

By:

/s/ NEWREAL, INC.

Its General Partner

By:

/s/ RONALD BROWN

Ronald Brown, President

Dated: August 8, 2025

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature

Title

Date

/s/ RONALD BROWN

President and Director of the General Partner

August 8, 2025

Ronald Brown

(Principal Executive Officer)

/s/ JAMESON BROWN

Treasurer and Director of the General Partner

August 8, 2025

Jameson Brown

(Principal Financial Officer and Principal Accounting Officer)

/s/ MARTINA ALIBRANDI

Director of the General Partner

August 8, 2025

Martina Alibrandi

/s/ DAVID ALOISE

Director of the General Partner

August 8, 2025

David Aloise

/s/ ANDREW BLOCH

Director of the General Partner

August 8, 2025

Andrew Bloch

/s/ SALLY MICHAEL

Director of the General Partner

August 8, 2025

Sally Michael

/s/ DAVID REIER

Director of the General Partner

August 8, 2025

David Reier

44

FAQ

What major acquisition did NEN (NEN) complete in Q2 2025?

NEN acquired a mixed-use Belmont, MA property (396 residential units and 3 commercial units) for $172,000,000 on June 18, 2025.

How did NEN's operating cash flow change in the six months to June 30, 2025?

Net cash provided by operating activities increased to $18,008,372 for the six months ended June 30, 2025, up from $11,487,102 the prior year.

What is NEN's mortgage debt level and weighted average rate as of June 30, 2025?

Mortgage notes payable totaled $511,175,005 with a weighted average interest rate of 4.21% at June 30, 2025.

Did NEN maintain compliance with its new Brookline Bank line of credit covenants?

Yes. As of June 30, 2025 the Partnership reported compliance with the Brookline Bank line of credit covenants.

How large were distributions and share repurchases in the first half of 2025?

Distributions to partners totaled $13,999,902 and stock buybacks cost approximately $291,218 for the six months ended June 30, 2025.

What happened to NEN's U.S. Treasury bill holdings between Dec 31, 2024 and Jun 30, 2025?

Treasury bill holdings decreased from $83,586,405 at Dec 31, 2024 to zero at June 30, 2025, with proceeds used for property acquisitions and other investing activities.
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