-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MN9kBhRatgTJBiV3yZNXLiO6LpYm7cVxJEnsCH8dVkF/ZKHHh8a2G/goTtV2+xE1 TD/uo5q5Jky3m93W1r1qUQ== 0000899140-04-001199.txt : 20040914 0000899140-04-001199.hdr.sgml : 20040914 20040914094630 ACCESSION NUMBER: 0000899140-04-001199 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040813 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20040914 DATE AS OF CHANGE: 20040914 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN CAMPUS COMMUNITIES INC CENTRAL INDEX KEY: 0001283630 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS, ROOMING HOUSE, CAMPS & OTHER LODGING PLACES [7000] IRS NUMBER: 760753089 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32265 FILM NUMBER: 041028651 MAIL ADDRESS: STREET 1: 805 LAS CIMAS PARKWAY STREET 2: STE 400 CITY: AUSTIN STATE: TX ZIP: 78746 8-K 1 a2644740.txt CURRENT REPORT ON FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 13, 2004 AMERICAN CAMPUS COMMUNITIES, INC. (Exact name of registrant as specified in its charter) Maryland 001-32265 76-0753089 ---------------- ----------- ----------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 805 Las Cimas Parkway, Suite 400, Austin, Texas 78746 ----------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: 512-732-1000 ------------ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01. Other Events On September 13, 2004, American Campus Communities, Inc., a Maryland corporation (the "Company"), issued a press release announcing that the underwriters of its recently completed initial public offering of common stock have exercised their option and indicated that they will purchase an additional 515,000 shares of common stock from the Company out of a total over-allotment option of 1.815 million shares. The Company expects to receive approximately $8.4 million in net proceeds from the sale of these shares after deducting the underwriting discount. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. Item 9.01. Financial Statements and Exhibits (a) Not Applicable. (b) Not Applicable. (c) Exhibits: 99.1 Press Release dated September 13, 2004. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 14, 2004 AMERICAN CAMPUS COMMUNITIES, INC. By: /s/ William C. Bayless, Jr. ------------------------------ William C. Bayless, Jr. President and Chief Executive Officer EXHIBIT INDEX Exhibit No. Description 99.1 Press Release dated September 13, 2004. EX-99.1 2 a2646195.txt PRESS RELEASE EXHIBIT 99.1 AMERICAN CAMPUS COMMUNITIES ANNOUNCES EXERCISE OF OVER-ALLOTMENT OPTION Austin, TX - September 13, 2004 - American Campus Communities, Inc. (NYSE: ACC) today announced that the underwriters of its recently completed initial public offering have exercised their option and indicated that they will purchase an additional 515,000 shares of common stock from the company out of a total over-allotment option of 1.815 million shares. American Campus Communities expects to receive approximately $8.4 million in net proceeds from the sale of these shares after deducting the underwriting discount. Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. served as joint book-running managers for the initial public offering. J.P. Morgan Securities Inc., UBS Securities LLC, ING Financial Markets LLC, KeyBanc Capital Markets, a division of McDonald Investments Inc., and Wells Fargo Securities, LLC., acted as co-managers for the offering. A registration statement relating to these securities has been filed with and declared effective by the Securities and Exchange Commission. This communication shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. A copy of the final prospectus relating to the offering may be obtained by contacting Citigroup Global Markets Inc., Brooklyn Army Terminal, 140 58th Street, 8th floor, Brooklyn, NY 11220, or Deutsche Bank Securities Inc., by facsimile, 212-468-5333. About American Campus Communities, Inc. American Campus Communities, Inc. is the only publicly traded REIT solely focused on student housing in the United States. American Campus Communities is a fully integrated, self-managed and self-administered equity REIT with expertise in the acquisition, design, finance, development, construction management, and leasing and management of student housing properties. The Company owns 16 high-quality student housing properties, containing approximately 3,900 apartment units and 11,800 beds. The Company manages 32 student housing properties, representing approximately 22,300 beds, including the owned properties. Forward Looking Statements Forward-Looking Statements Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: This release contains forward-looking statements, which express the current beliefs and expectations of management. Such statements are based on current expectations and involve a number of known and unknown risks and uncertainties that could cause our future results, performance or achievements to differ significantly from the results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements speak only as of the date on which they are made, and we undertake no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise. AT THE COMPANY: AT FINANCIAL RELATIONS BOARD: - --------------- ----------------------------- Jason Wills Georganne Palffy Tim Grace Senior Vice President General Info Media Inquiries (512) 732-1000 (312) 640-6768 (312) 640-6667 -----END PRIVACY-ENHANCED MESSAGE-----