American Campus Communities Announces $13 Billion Transaction with Blackstone Funds
AUSTIN, Texas & NEW YORK, April 19, 2022–(Business WIRE)–American Campus Communities, Inc. (NYSE: ACC) (“ACC” or the “Organization”), the major developer, proprietor and supervisor of high-high-quality university student housing communities in the United States, today announced that it has entered into a definitive agreement under which Blackstone Main+ perpetual funds cars, mostly comprised of Blackstone True Estate Profits Have confidence in, Inc. (“BREIT”), together with Blackstone Assets Partners (“BPP”), will obtain all remarkable shares of popular stock of ACC for $65.47 for every completely diluted share in an all-money transaction valued at roughly $12.8 billion, such as the assumption of financial debt.
This press launch capabilities multimedia. Look at the whole launch right here: https://www.businesswire.com/information/dwelling/20220419005481/en/
Tooker Property, Arizona Point out College Resource: Monthly bill Timmerman
The obtain price represents a premium of 22 % to the 90-calendar day volume-weighted common share rate ending April 18, 2022, a quality of 30 percent over the closing inventory price of February 16, 2022, the date straight away prior to the Corporation disclosing receipt of an indicator of willingness to supply to purchase the Company, and a 14 p.c premium to yesterday’s closing price.
ACC’s portfolio comprises 166 owned homes in 71 main university markets which includes Arizona Point out College, The College of Texas at Austin, Florida Point out College, and the University of California – Berkeley, among the quite a few others. The greater part of ACC’s attributes are significant-high quality, goal-built student housing property situated in going for walks length of their respective university campuses, with roughly 24 % of ACC’s communities positioned on campus.
“By our IPO, eighteen several years back, we began our groundbreaking quest to change the university student housing sector into a mainstream, institutional asset class in the professional genuine estate sector,” reported Invoice Bayless, American Campus Communities Co-founder & Main Government Officer. “We have definitely accomplished that mission and are very pleased and fired up to have our very best-in-class business sign up for Blackstone, the world’s greatest option asset supervisor. This announcement signifies the culmination of the enthusiasm and focused assistance of the ACC team to our student people and university companions, though producing important benefit for our shareholders.”
Bayless ongoing, “This transaction delivers persuasive, immediate, and selected value to our shareholders even though positioning ACC to additional develop our aggressive advantage as we continue in our quest to direct the college student housing industry to new heights. Blackstone’s expertise, means and constant access to capital will make it possible for us to fast leverage our platform and core competencies to entrepreneurially improve our main business and to go after further revolutionary prospects. Relocating ahead together, the merged synergies of our companies will permit us to far better serve our current and long run inhabitants and university partners.”
Jacob Werner, Co-Head of Americas Acquisitions for Blackstone Serious Estate, explained, “American Campus Communities has a very best-in-course portfolio and platform, created on longstanding interactions with some of the most distinguished and fastest expanding universities in the nation. Our perpetual money will enable ACC to invest in its existing assets and produce significantly-essential new housing in university markets. We’re enthusiastic to perform with the ACC staff to deliver communities where by college students like dwelling.”
The transaction has been unanimously accepted by ACC’s Board of Directors and the unbiased Unique Committee of ACC’s Board and is envisioned to shut in the 3rd quarter of 2022, subject matter to approval by ACC’s shareholders and other customary closing problems.
As a condition to the transaction, ACC has agreed to suspend payment of its quarterly dividend, efficient promptly.
As a final result of modern announcement, ACC does not count on to host a meeting connect with and webcast to discuss its financial results for the quarter ended March 31, 2022.
Advisors
BofA Securities is serving as ACC’s direct economic advisor. KeyBanc Funds Marketplaces Inc. is also performing as a fiscal advisor. Dentons US LLP is serving as the Company’s authorized counsel.
Wells Fargo Securities LLC, J.P. Morgan Securities LLC and TSB Cash Advisors are serving as Blackstone’s financial advisors, and Simpson Thacher & Bartlett LLP is acting as Blackstone’s lawful counsel.
About American Campus Communities
American Campus Communities, Inc. is the biggest proprietor, manager and developer of substantial-excellent scholar housing communities in the United States. The organization is a absolutely built-in, self-managed and self-administered equity actual estate expense trust (REIT) with knowledge in the style, finance, development, development administration and operational management of scholar housing attributes. As of December 31, 2021, American Campus Communities owned 166 college student housing qualities that contains close to 111,900 beds. Which include its owned and third-party managed homes, ACC’s total managed portfolio consisted of 203 homes with approximately 140,900 beds. Go to www.americancampus.com.
About Blackstone True Estate
Blackstone is a world wide chief in actual estate investing. Blackstone’s actual estate business enterprise was launched in 1991 and has US $279 billion of investor funds underneath management. Blackstone is the major proprietor of commercial genuine estate globally, proudly owning and running property throughout every important geography and sector, which includes logistics, household, office environment, hospitality and retail. Our opportunistic funds seek out to acquire undermanaged, perfectly-found belongings across the environment. Blackstone’s Main+ business enterprise invests in significantly stabilized genuine estate belongings globally, as a result of both of those institutional procedures and approaches customized for earnings-focused personal traders which includes Blackstone Authentic Estate Cash flow Rely on, Inc. (BREIT), a U.S. non-mentioned REIT, and Blackstone’s European generate-oriented system. Blackstone Real Estate also operates a single of the primary international true estate debt corporations, furnishing comprehensive financing methods across the cash structure and threat spectrum, which include administration of Blackstone Home loan Have confidence in (NYSE: BXMT).
Supplemental Data and Where by to Discover It
In link with the proposed transaction, ACC will file with the Securities and Exchange Fee (the “SEC”) a proxy assertion on Schedule 14A. Immediately just after filing its definitive proxy statement with the SEC, ACC will mail the definitive proxy assertion and a proxy card to each and every stockholder entitled to vote at the unique conference relating to the proposed transaction. Buyers AND Stability HOLDERS OF ACC ARE URGED TO Browse THE PROXY Statement (Including ANY AMENDMENTS OR Health supplements THERETO) AND ANY OTHER Suitable Files IN Relationship WITH THE TRANSACTION THAT ACC Documents WITH THE SEC WHEN THEY Become Out there For the reason that THEY WILL Comprise Vital Information and facts ABOUT THE PROPOSED TRANSACTION. The definitive proxy statement, the preliminary proxy assertion and any other documents filed by ACC with the SEC (when out there) might be obtained free of charge at the SEC’s site at www.sec.gov or at ACC’s web site at www.americancampus.com or by creating to American Campus Communities, Inc., Focus: Investor Relations, 12700 Hill Country Boulevard, Suite T-200, Austin, TX 78738.
Participants in the Solicitation
ACC and its administrators and certain of its government officers may possibly be deemed to be contributors in the solicitation of proxies from ACC’s stockholders with respect to the proposed transaction. Info about ACC’s directors and government officers and their possession of ACC securities is set forth in ACC’s proxy assertion for its 2021 yearly conference of stockholders on Schedule 14A submitted with the SEC on March 17, 2021 and subsequent documents submitted with the SEC.
More details concerning the id of individuals in the solicitation of proxies, and a description of their immediate or indirect passions in the proposed transaction, by safety holdings or otherwise, will be set forth in the proxy assertion and other resources to be submitted with the SEC in connection with the proposed transaction when they grow to be obtainable.
Cautionary Assertion Relating to Ahead Seeking Statements
Some of the statements contained in this release represent ahead-hunting statements inside the meaning of the federal securities rules. Forward-seeking statements relate to expectations, beliefs, projections, upcoming plans and techniques, anticipated activities or trends and identical expressions regarding issues that are not historical info. In some conditions, you can discover ahead-seeking statements by the use of forward-wanting terminology these kinds of as “might,” “will,” “ought to,” “expects,” “intends,” “programs,” “anticipates,” “believes,” “estimates,” “predicts,” or “possible” or the unfavorable of these text and phrases or equivalent terms or phrases which are predictions of or show upcoming activities or tendencies and which do not relate entirely to historic matters. You can also discover ahead-seeking statements by discussions of approach, plans or intentions.
The ahead-wanting statements contained in this launch replicate ACC’s and BREIT’s present-day sights about long term activities and are matter to numerous recognised and not known pitfalls, uncertainties, assumptions and changes in situation, quite a few of which are outside of the control of ACC and/or BREIT, that may trigger actual benefits and potential gatherings to differ significantly from individuals expressed in any ahead-hunting assertion, which risks and uncertainties include things like, but are not restricted to: the potential to total the proposed transaction on the proposed phrases or on the predicted timeline, or at all, which include threats and uncertainties similar to securing the required shareholder approval and pleasure of other closing ailments to consummate the proposed transaction the occurrence of any celebration, adjust or other circumstance that could give rise to the termination of the merger settlement relating to the proposed transaction dangers that the proposed transaction disrupts ACC’s recent ideas and functions or diverts the attention of ACC’s management or employees from ongoing company operations the possibility of possible issues with ACC’s means to keep and use vital personnel and keep interactions with suppliers and other third parties as a consequence of the proposed transaction the failure to know the envisioned added benefits of the proposed transaction the proposed transaction may well require unforeseen expenditures and/or unknown or inestimable liabilities the chance that ACC’s business enterprise may well go through as a result of uncertainty surrounding the proposed transaction the risk that shareholder litigation in link with the proposed transaction could have an effect on the timing or event of the proposed transaction or consequence in important expenditures of protection, indemnification and legal responsibility outcomes relating to the announcement of the transaction or any further more bulletins or the consummation of the transaction on the market place selling price of ACC’s popular stock.
While forward-hunting statements mirror ACC’s and/or BREIT’s very good faith beliefs, they are not guarantees of foreseeable future functionality or events. Any forward-looking statement speaks only as of the date on which it was created. ACC and BREIT disclaim any obligation to publicly update or revise any forward-hunting statement to replicate alterations in underlying assumptions or variables, of new info, data or methods, future situations or other adjustments. For a even further discussion of these and other aspects that could cause ACC’s foreseeable future success to vary materially from any ahead-hunting statements, see the segment entitled “Chance Aspects” in ACC’s Yearly Report on Type 10-K for the yr finished December 31, 2021 and in the other periodic experiences ACC documents with the SEC. For a even more dialogue of these and other elements that could cause BREIT’s upcoming final results to vary materially from any ahead-hunting statements, see the portion entitled “Danger Components” in BREIT’s Annual Report on Kind 10-K for the calendar year finished December 31, 2021 and prospectus, and in the other periodic stories BREIT data files with the SEC.
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Contacts
ACC Trader Call:
Ryan Dennison (512) 732-1000
Senior Vice President Funds Markets & Trader Relations
American Campus Communities, Inc.
ACC Media Get in touch with:
Andrew Siegel
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449
Blackstone Media Call:
Jeffrey Kauth
(212) 583-5395