INVESTMENT IN UNCONSOLIDATED JOINT VENTURES

12 Months Ended

Dec. 31, 2021

INVESTMENT IN UNCONSOLIDATED JOINT VENTURES

INVESTMENT IN UNCONSOLIDATED JOINT VENTURES

NOTE 14. INVESTMENT IN UNCONSOLIDATED JOINT VENTURES

The Partnership has invested in seven limited partnerships and limited liability companies, the majority of which have invested in residential apartment complexes, with three Joint Ventures investing in commercial property. The Partnership has between a 40%-50% ownership interests in each investment. The other investors are the Brown Family related entities and five current and former employees of the Management Company. The Brown Family related entities 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, 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 it matured 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 December 31, 2021, the balance on this mortgage before unamortized deferred financing costs is approximately $125,000,000. This investment, Hamilton Park Towers, LLC is referred to as Dexter Park.

On October 3, 2005, the Partnership invested $2,500,000 for a 50% ownership interest in a 168-unit apartment complex in Quincy, Massachusetts. The purchase price was $30,875,000. The Joint Venture sold 120 units as condominiums and retained 48 units for long-term investment. In February 2007, the Joint Venture refinanced the 48 units with a new 10 year mortgage in the original amount of $4,750,000 with an interest rate of 5.57%, interest only for five years. The loan was to be amortized over 30 years with a maturity date of March 2017. On March 1, 2017, the mortgage balance was paid in full, with the Partnership contributing its share of the mortgage balance of approximately $2,222,000. After paying off the mortgage, the Partnership sold the individual units. 3 units were sold in 2019, resulting in a gain of approximately $429,000. As of December 30, 2019, all units had been sold by this Joint Venture. This investment is referred to as Hamilton Bay Apartments, LLC.

On March 7, 2005, the Partnership invested $2,000,000 for a 50% ownership interest in a building comprising 48 apartments, one commercial space and a 50-car surface parking lot located in Boston, Massachusetts. The purchase price was $14,300,000, with a $10,750,000 mortgage. The 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 28, 2015, Hamilton Essex Development, LLC paid off the outstanding mortgage balance of $1,952,286. The Partnership made a capital contribution of $978,193 to Hamilton Essex Development LLC for its share of the funds required for the

transaction. Additionally, the Partnership made a capital contribution of $100,000 to Hamilton Essex 81, LLC. 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 December 31, 2021, the balance on this mortgage before unamortized deferred financing costs is approximately $10,000,000. The investment in the parking lot is referred to as Hamilton Essex Development, LLC; the investment in the apartments is referred to as Hamilton Essex 81, LLC.

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 Partnership sold 127 of the units as condominiums and retained 49 units for long-term investment. The Partnership obtained a new 10-year mortgage in the amount of $5,000,000 on the units to be retained by the Partnership. 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. 2 units were sold in 2019, resulting in a gain of approximately $306,000. As of December 31, 2021, 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. In October 2004, the Joint Venture obtained a mortgage on the property in the amount of $8,025,000 and returned $3,775,000 to the Partnership. The Joint Venture obtained a new 10-year mortgage in the amount of $5,500,000 in January 2007. The interest on the new loan was 5.67% fixed for the ten year term with interest only payments for five years and amortized over a 30 year period for the balance of the loan. This loan required a cash contribution by the Partnership of $1,250,000 in December 2006. On September 12, 2016, the property was refinanced with a 15 year mortgage in the amount of $6,000,000, at 3.71%, interest only. The Joint Venture Partnership paid off the prior mortgage of approximately $5,158,000 with the proceeds of the new mortgage and made a distribution of $385,000 to the Partnership. The cost associated with the refinancing was approximately $123,000. At December 31, 2021, the balance on this mortgage before unamortized deferred financing costs is approximately $6,000,000. In 2018, the carrying value of the investment fell below zero. 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. 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 Apartments, LLC is known as Hamilton Place. In 2005, Hamilton on Main Apartments, LLC obtained a ten year mortgage on the three buildings to be retained. The mortgage was $16,825,000, with interest only of 5.18% for three years and amortizing on a 30 year schedule for the remaining seven years when the balance was due. The net proceeds after funding escrow accounts and closing costs on the mortgage were approximately $16,700,000, which were used to reduce the existing mortgage. 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. At December 31, 2021, the balance of the mortgage before unamortized deferred financing costs is approximately $16,900,000. 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. The investment is referred to as Hamilton On Main Apartments, 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 December 31, 2021, the balance of this mortgage before unamortized deferred financing costs is approximately $8,936,000. This investment is referred to as 345 Franklin, LLC.

INVESTMTENT IN UNCONSILIDATED JOINT VENTURES

Summary financial information as of December 31, 2021

				Hamilton									Hamilton			Hamilton
	Hamilton			Essex			345			Hamilton			Minuteman			on Main			Dexter
	Essex 81			Development			Franklin			1025			Apts			Apts			Park			Total
ASSETS
Rental Properties	$	6,263,331		$	2,588,169		$	5,062,602		$	81,555		$	4,697,616		$	14,334,539		$	78,755,698		$	111,783,510
Cash & Cash Equivalents		333,699			98,674			155,627			11,845			156,058			565,171			2,070,558			3,391,632
Rent Receivable		232,521			68,828			9,905			6,111			6,999			37,750			175,213			537,327
Real Estate Tax Escrow		76,651			—			29,999			—			36,451			109,588			—			252,689
Prepaid Expenses & Other Assets		301,043			62,399			117,197			446			24,009			181,941			2,102,717			2,789,752
Total Assets	$	7,207,245		$	2,818,070		$	5,375,330		$	99,957		$	4,921,133		$	15,228,989		$	83,104,186		$	118,754,910
LIABILITIES AND PARTNERS’ CAPITAL
Mortgage Notes Payable	$	9,948,291		$	—		$	8,892,331		$	—		$	5,920,552		$	16,857,197		$	124,585,336		$	166,203,707
Accounts Payable & Accrued Expense		68,265			3,000			52,392			3,251			48,145			188,012			670,624			1,033,689
Advance Rental Pmts & Security Deposits		180,497			—			228,803			—			159,324			434,126			2,522,719			3,525,469
Total Liabilities		10,197,053			3,000			9,173,526			3,251			6,128,021			17,479,335			127,778,679			170,762,865
Partners’ Capital		(2,989,808)			2,815,070			(3,798,196)			96,706			(1,206,888)			(2,250,346)			(44,674,493)			(52,007,955)
Total Liabilities and Capital	$	7,207,245		$	2,818,070		$	5,375,330		$	99,957		$	4,921,133		$	15,228,989		$	83,104,186		$	118,754,910
Partners’ Capital %—NERA		50	%		50	%		50	%		50	%		50	%		50	%		40	%
Investment in Unconsolidated Joint Ventures	$	—		$	1,407,535		$	—		$	48,353		$	—		$	—		$	—			1,455,888
Distribution and Loss in Excess of investments in Unconsolidated Joint Ventures	$	(1,494,905)		$	—		$	(1,899,098)		$	—		$	(603,445)		$	(1,125,174)		$	(17,869,798)			(22,992,420)
Total Investment in Unconsolidated Joint Ventures (Net)																						$	(21,536,532)
Total units/condominiums
Apartments		48			—			40			175			42			148			409			687
Commercial		1			1			—			1			—			—			—			3
Total		49			1			40			176			42			148			409			690
Units to be retained		49			1			40			1			42			148			409			690
Units to be sold		—			—			—			—			—			—			—			—
Units sold through February 1, 2022		—			—			—			—			—			—			—			—
Unsold units		—			—			—			—			—			—			—			—
Unsold units with deposits for future sale as of February 1, 2022		—			—			—			—			—			—			—			—

Summary financial information for the year ended December 31, 2021

			Hamilton						Hamilton		Hamilton
	Hamilton		Essex		345		Hamilton		Minuteman		on Main		Dexter
	Essex 81		Development		Franklin		1025		Apts		Apts		Park		Total
Revenues
Rental Income	$	1,609,397	$	391,878	$	1,360,472	$	98,135	$	1,139,865	$	3,370,478	$	12,866,983	$	20,837,208
Laundry and Sundry Income		12,761		—		1,494		—		3,913		38,697		97,781		154,646
		1,622,158		391,878		1,361,966		98,135		1,143,778		3,409,175		12,964,764		20,991,854
Expenses
Administrative		76,338		2,875		31,566		2,812		16,450		68,008		205,460		403,509
Depreciation and Amortization		479,512		20,298		343,834		3,264		338,362		1,089,225		3,742,118		6,016,613
Management Fees		52,617		12,922		54,178		3,801		45,541		131,221		274,882		575,162
Operating		168,160		—		58,667		334		98,115		432,061		1,023,732		1,781,069
Renting		101,328		—		54,672		—		4,419		90,842		460,718		711,979
Repairs and Maintenance		159,593		520		129,548		—		120,626		624,475		1,814,342		2,849,104
Taxes and Insurance		261,145		60,764		175,183		19,467		144,533		451,937		2,426,021		3,539,050
		1,298,693		97,379		847,648		29,678		768,046		2,887,769		9,947,273		15,876,486
Income Before Other Income		323,465		294,499		514,318		68,457		375,732		521,406		3,017,491		5,115,368
Other Income (Loss)
Interest Expense		(246,339)		—		(359,036)		—		(237,845)		(759,698)		(5,055,677)		(6,658,595)
Interest Income		—		—		—		—		—		—		1,222		1,222
		(246,339)		—		(359,036)		—		(237,845)		(759,698)		(5,054,455)		(6,657,373)
Net (Loss) Income	$	77,126	$	294,499	$	155,282	$	68,457	$	137,887	$	(238,292)	$	(2,036,964)	$	(1,542,005)
Net (Loss) Income —NERA 50%	$	38,563	$	147,249	$	77,641	$	34,229	$	68,944	$	(119,147)				247,478
Net Income —NERA 40%													$	(814,786)		(814,786)
															$	(567,308)

Future annual mortgage maturities at December 31, 2021 are as follows:

	Hamilton		345		Hamilton		Hamilton on		Dexter
Period End	Essex 81		Franklin		Minuteman		Main Apts		Park		Total
12/31/2022	$	—	$	222,044	$	—	$	—	$	—	$	222,044
12/31/2023		—		230,792		—		—		—		230,792
12/31/2024		—		239,883		—		16,900,000		—		17,139,883
12/31/2025		10,000,000		249,333		—				—		10,249,333
12/31/2026				259,156		—		—		—		259,156
Thereafter		—		7,734,404		6,000,000		—		125,000,000		138,734,404
		10,000,000		8,935,612		6,000,000		16,900,000		125,000,000		166,835,612
Less: unamortized deferred financing costs		(51,709)		(43,281)		(79,448)		(42,803)		(414,664)		(631,905)
	$	9,948,291	$	8,892,331	$	5,920,552	$	16,857,197	$	124,585,336	$	166,203,707

At December 31, 2021 the weighted average interest rate on the above mortgages was 3.91%. The effective rate was 3.97% including the amortization expense of deferred financing costs.

Summary financial information as of December 31, 2020

				Hamilton									Hamilton			Hamilton
	Hamilton			Essex			345			Hamilton			Minuteman			on Main			Dexter
	Essex 81			Development			Franklin			1025			Apts			Apts			Park			Total
ASSETS
Rental Properties	$	6,649,177		$	2,590,659		$	5,373,751		$	84,819		$	4,998,436		$	15,239,672		$	80,763,418		$	115,699,932
Cash & Cash Equivalents		252,878			55,322			156,073			13,443			159,599			520,150			2,425,085			3,582,550
Rent Receivable		28,181			—			37,127			3,005			3,816			65,511			515,411			653,051
Real Estate Tax Escrow		71,203			—			19,874			—			35,849			106,199			—			233,125
Prepaid Expenses & Other Assets		281,503			80,008			89,636			407			23,198			148,796			1,471,134			2,094,682
Total Assets	$	7,282,942		$	2,725,989		$	5,676,461		$	101,674		$	5,220,898		$	16,080,328		$	85,175,048		$	122,263,340
LIABILITIES AND PARTNERS’ CAPITAL
Mortgage Notes Payable	$	9,934,502		$	—		$	9,099,301		$	—		$	5,912,368		$	16,841,145		$	124,520,713		$	166,308,029
Accounts Payable & Accrued Expense		68,741			3,200			87,731			2,924			50,514			156,923			675,771			1,045,804
Advance Rental Pmts& Security Deposits		208,851			—			227,908			—			137,792			424,314			2,216,093			3,214,958
Total Liabilities		10,212,094			3,200			9,414,940			2,924			6,100,674			17,422,382			127,412,577			170,568,791
Partners’ Capital		(2,929,152)			2,722,789			(3,738,479)			98,750			(879,776)			(1,342,054)			(42,237,529)			(48,305,451)
Total Liabilities and Capital	$	7,282,942		$	2,725,989		$	5,676,461		$	101,674			5,220,898		$	16,080,328		$	85,175,048		$	122,263,340
Partners’ Capital %—NERA		50	%		50	%		50	%		50	%		50	%		50	%		40	%
Investment in Unconsolidated Joint Ventures	$	—		$	1,361,395		$	—		$	49,375		$			$			$			$	1,410,769
Distribution and Loss in Excess of investments in Unconsolidated Joint Ventures	$	(1,464,576)		$	—		$	(1,869,240)		$	—		$	(439,888)		$	(671,027)		$	(16,895,012)			(21,339,743)
Total Investment in Unconsolidated Joint Ventures (Net)																						$	(19,928,974)
Total units/condominiums
Apartments		48			—			40			175			42			148			409			862
Commercial		1			1			—			1			—			—			—			3
Total		49			1			40			176			42			148			409			865
Units to be retained		49			1			40			1			42			148			409			690
Units to be sold		—			—			—			—			—			—			—			—
Units sold through February 1, 2021		—			—			—			0			—			—			—			—
Unsold units		—			—			—			—			—			—			—			—
Unsold units with deposits for future sale as of February 1, 2021		—			—			—			—			—			—			—			—

Summary financial information for the year ended December 31, 2020

			Hamilton						Hamilton		Hamilton
	Hamilton		Essex		345		Hamilton		Minuteman		on Main		Dexter
	Essex 81		Development		Franklin		1025		Apts		Apts		Park		Total
Revenues
Rental Income	$	874,212	$	19,848	$	1,516,648	$	96,223	$	1,165,027	$	3,497,639	$	14,607,212	$	21,776,809
Laundry and Sundry Income		12,495		—		604		—		2,951		35,302		78,361		129,713
		886,707		19,848		1,517,252		96,223		1,167,978		3,532,941		14,685,573		21,906,522
Expenses
Administrative		20,296		4,026		36,431		12,995		13,603		59,014		181,332		327,697
Depreciation and Amortization		488,315		20,297		339,513		3,264		348,994		1,059,165		3,696,822		5,956,370
Management Fees		42,958		2,203		57,986		3,529		46,275		132,513		294,565		580,029
Operating		79,195		—		67,885		276		102,397		362,318		1,021,480		1,633,551
Renting		22,782		—		52,571		—		7,994		73,837		309,112		466,296
Repairs and Maintenance		128,728		3,180		138,991		—		95,185		513,642		1,562,154		2,441,880
Taxes and Insurance		256,162		61,612		167,456		17,416		144,664		449,692		2,286,872		3,383,874
		1,038,436		91,318		860,833		37,480		759,112		2,650,181		9,352,337		14,789,697
Income Before Other Income		(151,729)		(71,470)		656,419		58,743		408,866		882,760		5,333,236		7,116,825
Other Income (Loss)
Interest Expense		(299,161)		—		(369,742)		—		(238,233)		(765,692)		(5,069,899)		(6,742,727)
		(299,161)		—		(369,742)		—		(238,233)		(765,692)		(5,069,899)		(6,742,727)
Net Income (Loss)	$	(450,890)	$	(71,470)	$	286,677	$	58,744	$	170,633	$	117,068	$	263,337	$	374,098
Net Income (Loss)—NERA 50%	$	(225,446)	$	(35,735)	$	143,339	$	29,372	$	85,317	$	58,534				55,380
Net Income —NERA 40%													$	105,335		105,335
															$	160,715

Summary financial information for the year ended December 31, 2019

				Hamilton									Hamilton			Hamilton
	Hamilton			Essex			345			Hamilton			Minuteman			on Main			Dexter
	Essex 81			Development			Franklin			1025			Apts			Apts			Park			Total
ASSETS
Rental Properties	$	7,083,307		$	2,593,148		$	5,678,703		$	88,083		$	5,323,570		$	15,891,917		$	83,980,278		$	120,639,006
Cash & Cash Equivalents		197,467			49,460			223,691			8,186			95,965			480,899			2,185,844			3,241,512
Rent Receivable		217,779			33,072			—			—			221			11,284			43,373			305,729
Real Estate Tax Escrow		66,410			—			19,985			—			29,110			85,597			—			201,102
Prepaid Expenses & Other Assets		303,876			97,716			84,228			1,567			23,831			158,714			1,572,665			2,242,597
Total Assets	$	7,868,839		$	2,773,396		$	6,006,607		$	97,836		$	5,472,697		$	16,628,411		$	87,782,160		$	126,629,946
LIABILITIES AND PARTNERS’ CAPITAL
Mortgage Notes Payable	$	9,920,713		$	—		$	9,298,174		$	—		$	5,904,185		$	16,825,094		$	124,456,090		$	166,404,256
Accounts Payable & Accrued Expense		81,718			2,600			77,908			7,828			47,740			282,855			799,949			1,300,598
Advance Rental Pmts& Security Deposits		321,205			—			325,682			—			151,180			479,585			2,776,988			4,054,640
Total Liabilities		10,323,636			2,600			9,701,764			7,828			6,103,105			17,587,534			128,033,027			171,759,494
Partners’ Capital		(2,454,797)			2,770,796			(3,695,157)			90,008			(630,408)			(959,123)			(40,250,867)			(45,129,548)
Total Liabilities and Capital	$	7,868,839		$	2,773,396		$	6,006,607		$	97,836		$	5,472,697		$	16,628,411		$	87,782,160		$	126,629,946
Partners’ Capital %—NERA		50	%		50	%		50	%		50	%		50	%		50	%		40	%
Investment in Unconsolidated Joint Ventures	$			$	1,385,398		$	—		$	45,004		$			$			$				1,430,402
Distribution and Loss in Excess of investments in Unconsolidated Joint Ventures	$	(1,227,399)		$	—		$	(1,847,579)		$	—		$	(315,204)		$	(479,562)		$	(16,100,347)			(19,970,089)
																						$	(18,539,687)
Total units/condominiums
Apartments		48			—			40			175			42			148			409			910
Commercial		1			1			—			1			—			—			—			3
Total		49			1			40			176			42			148			409			913
Units to be retained		49			1			40			1			42			148			409			690
Units to be sold		—			—			—			—			—			—			—
Units sold through February 1, 2020		—			—			—			175			—			—			—			175
Unsold units		—			—			—			—			—			—			—			—
Unsold units with deposits for future sale as of February 1, 2020		—			—			—			—			—			—			—			—

Summary financial information for the year ended December 31, 2019