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): June 17, 2005
American Campus Communities, Inc.
(Exact Name of Registrant as Specified in its Charter)
Commission File Number: 001-32265
MD 760753089
(State or Other Jurisdiction Of (I.R.S. Employer
Incorporation or Organization) Identification No.)
805 Las Cimas Parkway Suite 400
Austin, TX 78746
(Address of Principal Executive Offices, Including Zip Code)
512-732-1000
(Registrant's Telephone Number, Including Area Code)
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(17CFR240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act(17CFR240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act(17CFR240.13e-4(c))
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Items to be Included in this Report
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Item 1.01 Entry into a Material Definitive Agreement
On June 17, 2005, American Campus Communities, Inc., as Parent Guarantor,
entered into a Third Amendment to Credit Agreement among American Campus
Communities Operating Partnership LP, the Subsidiary Guarantors listed on the
signature pages thereto, KeyBank National Association, Deutsche Bank Trust
Company Americas, as the resigning Administrative Agent and resigning Collateral
Agent, the other lenders that are signatories thereto, and KeyBank National
Association, as successor Administrative Agent, pursuant to which, among other
items, the size of its three-year $75 million secured revolving credit facility
was increased to $100 million, and may be expanded by up to an additional $100
million upon the satisfaction of certain conditions. In addition, the amended
facility is unsecured and contains more favorable financial covenants and lower
interest rates than those contained in the prior facility. The amended facility
is available to, among other things, fund future property development,
acquisitions, and other working capital needs. The description herein of the
amended facility is qualified in its entirety, and the terms therein are
incorporated herein, by reference to the amended filed as Exhibit 99.1 hereto.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of Registrant
The information set forth in Item 1.01 is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
Exhibit
Number Title
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99.1 Third Amendment to Credit Agreement, dated as of June 17, 2005,
among American Campus Communities Operating Partnership LP,
American Campus Communities, Inc., as Parent Guarantor, the
Subsidiary Guarantors listed on the signature pages thereto,
KeyBank National Association, Deutsche Bank Trust Company
Americas, as the resigning Administrative Agent and resigning
Collateral Agent, the other lenders that are signatories thereto,
and KeyBank National Association, as successor Administrative
Agent.
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Signature(s)
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.
American Campus Communities, Inc.
By: /s/ Jonathan Graf
Date: June 20, 2005. --------------------------------
Senior Vice President, Chief
Accounting Officer and Treasurer
(Principal Accounting Officer)