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Item 2. Management’s Discussion and Analysis

2025-08-08 compared with 2025-05-09 · 103 added, 64 removed, 220 unchanged (43% of the section changed)

1 unchanged sentence

Forward Looking Statements

Certain information contained herein includes forward looking statements, which are made pursuant to the safe harbor provisions of the Private Securities Liquidation Reform Act of 1995 (the “Act”).

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.

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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.

Over a period of time both in 2021 and 2022, the Partnership took advantage of the low interest rate environment and refinanced fifteen properties, increased their loan balances, and raised approximately $130,000,000.

With interest rates rising, and the threat of an economic slowdown, the Partnership increased the debt level and built cash reserves to acquire additional properties when opportunities become available.

Currently, $58,032,000 of these reserves are invested in short-term US Treasury bills maturing in 6 months or less with interest rates between 4.19% and 4.37%.

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 is reserved for this purpose.

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 May 1, 2025 was 1.6% as compared with a vacancy rate of 1.2% as of May 2, 2024.

The vacancy rate for the Joint Venture properties as of May 1, 2025 was 2.0%, as compared to 1.3% for the same period last year.

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 first quarter of 2025, rents increased an average of 6.0% for renewals and decreased an average of 0.2% for new leases.

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 first quarter of 2025, consolidated revenue increased by 4.0%, operating expenses increased by 2.2%, and Income before Other Income (Expense) increased by 8.4%, as compared to the first quarter of 2024.

On November 21, 2024, the Partnership entered into an agreement for a new $25,000,000 revolving line of credit.

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%.

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This fee will be waived for any period in which the Partnership maintains aggregate deposits of twenty million dollars with the Lender.

As of March 31,2025, 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 March 31, 2025, the Partnership has purchased 1,550,442 Depositary Receipts.

During the three months ended March 31, 2025, the Partnership purchased a total of 84 Depositary Receipts.

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.

In March of 2020, the Board of Advisors and Board of Directors unanimously approved an extension of the Repurchase Program until March 31, 2025.

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On January 2, 2024, the estate was settled, with Jameson Brown and Harley Brown each assuming 37.5% ownership in NewReal.

As of May 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).

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.

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Residential tenants sign a one year lease.

During the three months ended March 31, 2025, tenant renewals were approximately 69% with an average rental increase of approximately 6.0%, new leases accounted for approximately 31% with a rental rate decrease of approximately 0.2%.

During the three months ended March 31, 2025, leasing commissions were approximately $145,000 compared to approximately $118,000 for the three months ended March 31, 2024, an increase of approximately $27,000 (22.9%).

Tenant concessions were approximately $16,000 for the three months ended March 31, 2025, compared to approximately $76,000 for the three months ended March 31, 2024, a decrease of approximately $60,000 (78.9%).

Tenant improvements were approximately $871,000 for the three months ended March 31, 2025, compared to approximately $765,000 for the three months ended March 31, 2024, an increase of approximately $106,000 (13.9%).

Hamilton accounted for approximately 1.2% of the repair and maintenance expenses paid for by the Partnership during the three months ended March 31, 2025 and 0.8% during the three months ended March 31, 2024.

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.

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Additionally, it prepares most long-term commercial lease agreements and represents the Partnership in selected purchase and sale transactions.

Overall, Hamilton provided approximately $32,000 (82.8%) and approximately $50,000 (61.6%) of the legal services paid for by the Partnership during the three months ended March 31, 2025 and 2024 respectively.

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.

Additionally, as described in Note 3 to the consolidated financial statements, The Hamilton Company receives similar fees from the Investment Properties.

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Hamilton’s architectural department also provides services to the Partnership on an as-needed basis.

During the three months ended March 31, 2025, Hamilton provided the Partnership approximately $96,000 in construction and architectural services, compared to approximately $105,000 for the three months ended March 31, 2024.

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 three months ended March 31, 2025 and 2024, Hamilton charged the Partnership $31,250 for bookkeeping and accounting services.

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.

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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.

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.

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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.

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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.

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.

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Income related to the Treasury bills is recognized in interest income in the Partnership’s consolidated statement of income.

Management has reclassified the Treasury Bills to “available for sale”, as they may be sold in conjunction with the upcoming purchase of the Hill Estate Properties.

See subsequent events Note 19.

The carrying value approximates fair value.

Investments in Joint Ventures:

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RESULTS OF OPERATIONS

Three Months Ended March 31, 2025 and March 31, 2024

The Partnership and its Subsidiary Partnerships earned income before interest expense, income from investments in unconsolidated joint ventures, other expense of approximately $6,233,000 during the three months ended March 31, 2025, compared to approximately $5,751,000 for the three months ended March 31, 2024, an increase of approximately $482,000 (8.4%).

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

Total square feet

Rental Income (in thousands)

Three Months Ended March 31,

Three Months Ended June 30,

Residential percentage

1 unchanged sentence

Contingent rentals

Three Months Ended March 31, 2025 Compared to Three Months Ended March 31, 2024:

Three Months Ended March 31,

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

Three Months Ended June 30,

Rental income

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Income from investments in unconsolidated joint ventures

Rental income for the three months ended March 31, 2025 was approximately $20,496,000, compared to approximately $19,710,000 for the three months ended March 31, 2024, an increase of approximately $786,000 (4.0%).

The Partnership properties with the largest increases in rental income include Hamilton Oaks, Westgate Apartments, WCB Associates, Redwood Hills, Hamilton Green Apartments, and 62 Boylston Street, and with increases of $134,000, $96,000, $94,000, $83,000, $76,000 and $72,000 respectively.

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 March 31, 2025 were approximately $14,455,000 compared to approximately $14,141,000 for the three months ended March 31, 2024, an increase of approximately $314,000 (2.2%).

The factors contributing to the increase are an increase in operating expenses of approximately $633,000 (23.9%),which included an increase in snow removal $464,000 and heating expense $262,000 an increase in taxes and insurance of approximately $213,000 (8.6%), partially offset by a decrease in depreciation and amortization expense of approximately $323,000 (7.6%).

Interest expense for the three months ended March 31, 2025 was approximately $3,791,000 compared to approximately $3,907,000 for the three months ended March 31, 2024, a decrease of approximately $116,000 (3.0%).

Interest and dividend income for the three months ended March 31, 2025 was approximately $991,000 compared to approximately $1,177,000 for the three months ended March 31, 2024, a decrease of approximately $186,000 (15.8%).

Interest income is from investments in Treasury Bills which mature over a period less than 180 days, with interest rates between 4.19% to 4.37%.

At March 31 2025, the Partnership has between a 40% and 50% ownership interests in seven different Investment Properties.

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 $362,000 for the three months ended March 31, 2025, compared to net income of approximately $441,000 for the three months ended March 31, 2024, a decrease in income of approximately $79,000 (17.8%).

Included in the income for the three months ended March 31, 2025 is depreciation and amortization expense of approximately $651,000.

As a result of the changes discussed above, net income for the three months ended March 31, 2025 was approximately $3,796,000 compared to net income of approximately $3,463,000 for the three months ended March 31, 2024, an increase in income of approximately $332,000 (9.6%).

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%).

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

Six Months Ended June 30,

Rental income

Laundry and sundry income

Administrative

Depreciation and amortization

Management fee

Repairs and maintenance

Taxes and insurance

Income Before Other Income ( Expense)

Other Income (Expense)

Interest income

Interest (expense)

Income from investments in unconsolidated joint ventures

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.

At June 30, 2025, the Partnership has between a 40% and 50% ownership interests in seven different Investment Properties.

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%).

LIQUIDITY AND CAPITAL RESOURCES

The Partnership’s principal source of cash during the first three months of 2025 and 2024 was the collection of rents.

The Partnership’s principal use of cash during the first three months of 2025 was the construction of the Mill Street Development, improvements to rental properties, mortgage principal payments, purchases of U.S.

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 $30,863,737 at March 31, 2025 and $17,615,940 at December 31, 2024 were held in interest bearing accounts at creditworthy financial institutions.

The increase in cash of $13,247,797 for the three months ended March 31, 2025 is summarized as follows:

Three Months Ended March 31,

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,

Cash provided by operating activities

Cash provided by investing activities

Cash (used in) investing activities

Proceeds from mortgage notes payable

Principal payments of mortgage notes payable

1 unchanged sentence

Distributions paid

Net increase in cash and cash equivalents

Net (decrease) increase in cash and cash equivalents

The net increase in cash provided by operating activities is due to various factors, including a change in depreciation expense, a change in income and distribution from joint ventures, and other factors.

The net increase in cash used in investing activities is primarily for the improvement of rental properties, including the Mill Street Development project, offset by the proceeds of U.S.

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 mortgage principal payments and distributions to partners, and repurchase of depositary receipts.

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.

1 unchanged sentence

Cash reserves have been adequate to fully fund improvements.

Cash reserves used for the Mill Street Development Project were approximately $6,233,000 for the three months ended March 31,2025.

Beyond the Mill Street Development Project, the most significant improvements were made at Residences at Captain Parker, North Beacon apartments, Redwood Hills, Hamilton Oaks, Commonwealth 1144, and School Street at a cost of approximately $589,000, $246,000, $239,000, $181,000, $129,000 and $98,000 respectively.

During the three months ended March 31, 2025, the Partnership received distributions of approximately $482,000 from the investment properties.

For the three months ended March 31, 2024, the Partnership received $577,000 in distributions from the investment properties.

Included in these net distributions is the amount from Dexter Park of approximately $200,000 .

The decrease in distributions from the investment properties relates to the refinancing of Hamilton on Main in September of 2024,which increased quarterly mortgage interest expense.

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.

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Off-Balance Sheet Arrangements—Joint Venture Indebtedness

As of March 31, 2025, the Partnership had a 40%-50% ownership interest in seven Joint Ventures, five of which have mortgage 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 March 31, 2025,our proportionate share of the non-recourse debt related to these investments was approximately $73,885,000.

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 March 31, 2025, we are subject to debt obligations as described in the table below.

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

Payments due by period

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* Excluding unamortized deferred financing costs

As of March 31, 2025, the Partnership has one property under construction located at 57 Mill Street in Woburn, MA.

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 $23 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.

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.

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● Ongoing compliance with Sarbanes-Oxley Act of 2002 may require additional personnel or systems changes.

● 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.

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis