American Campus Communities, Inc. Reports Second Quarter 2022 Financial Results
American Campus Communities reported a net income of $4.4 million or $0.03 per share for Q2 2022, a turnaround from a net loss of $9.4 million in Q2 2021. Revenues rose by 17.8% to $245.7 million, driven by improved operations compared to the previous year impacted by COVID-19. The company is set to be acquired by Blackstone for $65.47 per share in a deal valued at approximately $12.8 billion, expected to close around August 9, 2022, pending shareholder approval. FFOM increased by 28.6% to $0.54 per share.
- Net income improved significantly to $4.4 million from a loss of $9.4 million in Q2 2021.
- Revenue increased by 17.8% to $245.7 million, indicating strong operational recovery.
- FFOM grew by 28.6% to $0.54 per share, showcasing improved earnings quality.
- Same store NOI rose by 11.2%, reflecting good performance in existing properties.
- Successful construction of new beds, with 736 recently delivered.
- The company suspended its quarterly dividend due to the pending transaction with Blackstone.
- No financial outlook for 2022 has been provided, creating uncertainty for investors.
Highlights
-
Reported net income attributable to ACC of
or$4.4 million per fully diluted share, versus net loss of$0.03 or$9.4 million per fully diluted share in the second quarter 2021.$0.07
-
As previously announced, during the quarter the company entered into a definitive agreement under which Blackstone Core+ perpetual capital vehicles, primarily comprised of
Blackstone Real Estate Income Trust, Inc. (“BREIT”), alongsideBlackstone Property Partners (“BPP”), will acquire all outstanding shares of common stock of ACC for per fully diluted share in an all-cash transaction valued at approximately$65.47 , including the assumption of debt.$12.8 billion
The independent Special Committee of the ACC Board of Directors unanimously recommended to the Board the approval of, and the Board unanimously approved, the transaction. The transaction is expected to close on or aboutAugust 9, 2022 , subject to approval by ACC’s shareholders at the company’s upcoming Special Meeting of Stockholders scheduled forAugust 4, 2022 , and other customary closing conditions. The company can provide no assurances this transaction will close as and when expected, or at all.
-
Increased FFOM per fully diluted share by 28.6 percent to
or$0.54 , versus$76.8 million or$58.8 million in the prior year quarter.$0.42
- Grew same store net operating income (NOI) by 11.2 percent over the second quarter prior year, as same store revenues increased 8.9 percent and operating expenses increased 6.4 percent.
-
As previously announced, during the quarter the company commenced construction on a third-party, on-campus graduate housing development project at The
University of Texas at Austin .
Second Quarter Operating Results
Revenue totaled
FFO for the 2022 second quarter totaled
Same store NOI was
Portfolio Update
During the quarter, the company delivered 736 beds of the 10-phase residential housing development serving participants of the Disney College Program located near
Third-Party Services Update
During the quarter, the company commenced construction of an on-campus graduate housing development project at The
Capital Markets
The company did not sell any shares under the ATM during the quarter.
Transaction with Blackstone Funds
As previously announced, during the quarter the company entered into a transaction agreement under which Blackstone Core+ perpetual capital vehicles, primarily comprised of BREIT, alongside BPP, will acquire all outstanding shares of common stock of ACC for
Also as previously announced, as a condition to the transaction, the company has suspended payment of its quarterly dividend. In light of the pending transaction, the company will not be hosting an earnings conference call to discuss these results.
2022 Outlook
Due to the company’s pending transaction with
Supplemental Information
Supplemental financial and operating information, as well as this release, are available in the investor relations section of the
Non-GAAP Financial Measures
The company defines property net operating income (“NOI”) as property revenues less direct property operating expenses, excluding depreciation, but including allocated corporate general and administrative expenses.
About
Additional Information and Where to Find It
In connection with the proposed transaction with
Cautionary Statement Regarding Forward Looking Statements
Some of the statements contained in this release constitute forward-looking statements within the meaning of the federal securities laws. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. You can also identify forward-looking statements by discussions of strategy, plans or intentions.
The forward-looking statements contained in this release reflect ACC’s current views about future events and are subject to numerous known and unknown risks, uncertainties, assumptions and changes in circumstances, many of which are beyond the control of ACC that may cause actual results and future events to differ significantly from those expressed in any forward-looking statement, which risks and uncertainties include, but are not limited to: the ability to complete the proposed transaction on the proposed terms or on the anticipated timeline, or at all, including risks and uncertainties related to securing the necessary shareholder approval and satisfaction of other closing conditions to consummate the proposed transaction; the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement relating to the proposed transaction; risks that the proposed transaction disrupts ACC’s current plans and operations or diverts the attention of ACC’s management or employees from ongoing business operations; the risk of potential difficulties with ACC’s ability to retain and hire key personnel and maintain relationships with suppliers and other third parties as a result of the proposed transaction; the failure to realize the expected benefits of the proposed transaction; the proposed transaction may involve unexpected costs and/or unknown or inestimable liabilities; the risk that ACC’s business may suffer as a result of uncertainty surrounding the proposed transaction; the risk that shareholder litigation in connection with the proposed transaction may affect the timing or occurrence of the proposed transaction or result in significant costs of defense, indemnification and liability; effects relating to the announcement of the transaction or any further announcements or the consummation of the transaction on the market price of ACC’s common stock.
While forward-looking statements reflect ACC’s good faith beliefs, they are not guarantees of future performance or events. Any forward-looking statement speaks only as of the date on which it was made. ACC disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. For a further discussion of these and other factors that could cause ACC’s future results to differ materially from any forward-looking statements, see the section entitled “Risk Factors” in ACC’s Annual Report on Form 10-K for the year ended
Table 1
Consolidated Balance Sheets (dollars in thousands) |
||||||||
|
|
|
|
|
||||
|
|
(unaudited) |
|
|
||||
Assets |
|
|
|
|
||||
|
|
|
|
|
||||
Investments in real estate |
|
|
|
|
||||
Owned properties, net |
|
$ |
6,606,132 |
|
|
$ |
6,676,811 |
|
On-campus participating properties, net |
|
|
62,518 |
|
|
|
65,559 |
|
Investments in real estate, net |
|
|
6,668,650 |
|
|
|
6,742,370 |
|
|
|
|
|
|
||||
Cash and cash equivalents |
|
|
45,460 |
|
|
|
120,351 |
|
Restricted cash |
|
|
19,508 |
|
|
|
14,326 |
|
Student contracts receivable, net |
|
|
13,727 |
|
|
|
14,187 |
|
Operating lease right of use assets 1 |
|
|
455,036 |
|
|
|
456,239 |
|
Other assets 1 |
|
|
236,432 |
|
|
|
227,113 |
|
|
|
|
|
|
||||
Total assets |
|
$ |
7,438,813 |
|
|
$ |
7,574,586 |
|
|
|
|
|
|
||||
Liabilities and equity |
|
|
|
|
||||
|
|
|
|
|
||||
Liabilities |
|
|
|
|
||||
Secured mortgage and bond debt, net |
|
$ |
533,514 |
|
|
$ |
535,836 |
|
Unsecured notes, net |
|
|
2,776,105 |
|
|
|
2,773,855 |
|
Unsecured term loan, net |
|
|
— |
|
|
|
199,824 |
|
Unsecured revolving credit facility |
|
|
135,000 |
|
|
|
— |
|
Accounts payable and accrued expenses |
|
|
77,303 |
|
|
|
93,067 |
|
Operating lease liabilities 2 |
|
|
500,603 |
|
|
|
496,821 |
|
Other liabilities 2 |
|
|
131,778 |
|
|
|
173,898 |
|
Total liabilities |
|
|
4,154,303 |
|
|
|
4,273,301 |
|
|
|
|
|
|
||||
Redeemable noncontrolling interests |
|
|
29,212 |
|
|
|
31,858 |
|
|
|
|
|
|
||||
Equity |
|
|
|
|
||||
|
||||||||
stockholders’ equity: |
|
|
|
|
||||
Common stock |
|
|
1,394 |
|
|
|
1,391 |
|
Additional paid in capital |
|
|
4,698,859 |
|
|
|
4,694,242 |
|
Common stock held in rabbi trust |
|
|
(3,801 |
) |
|
|
(3,943 |
) |
Accumulated earnings and dividends |
|
|
(1,582,281 |
) |
|
|
(1,559,765 |
) |
Accumulated other comprehensive loss |
|
|
(7,569 |
) |
|
|
(14,547 |
) |
|
||||||||
Subsidiaries stockholders’ equity |
|
|
3,106,602 |
|
|
|
3,117,378 |
|
Noncontrolling interests – partially owned properties |
|
|
148,696 |
|
|
|
152,049 |
|
Total equity |
|
|
3,255,298 |
|
|
|
3,269,427 |
|
|
|
|
|
|
||||
Total liabilities and equity |
|
$ |
7,438,813 |
|
|
$ |
7,574,586 |
|
1. |
For purposes of calculating net asset value ("NAV") at |
2. |
For purposes of calculating NAV at |
Table 2
Consolidated Statements of Comprehensive Income (dollars in thousands, except share and per share data) |
||||||||||||||||
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|
|
|
||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
|
2022 |
|
|
|
2021 |
|
|
|
2022 |
|
|
|
2021 |
|
|
|
(unaudited) |
|
(unaudited) |
||||||||||||
Revenues |
|
|
|
|
|
|
|
|
||||||||
Owned properties |
|
$ |
232,313 |
|
|
$ |
199,623 |
|
|
$ |
485,361 |
|
|
$ |
418,067 |
|
On-campus participating properties |
|
|
6,168 |
|
|
|
5,221 |
|
|
|
16,862 |
|
|
|
14,179 |
|
Third-party development services |
|
|
4,147 |
|
|
|
866 |
|
|
|
11,029 |
|
|
|
2,825 |
|
Third-party management services |
|
|
3,030 |
|
|
|
2,811 |
|
|
|
6,152 |
|
|
|
6,172 |
|
Total revenues |
|
|
245,658 |
|
|
|
208,521 |
|
|
|
519,404 |
|
|
|
441,243 |
|
|
|
|
|
|
|
|
|
|
||||||||
Operating expenses |
|
|
|
|
|
|
|
|
||||||||
Owned properties |
|
|
106,961 |
|
|
|
95,703 |
|
|
|
210,569 |
|
|
|
189,694 |
|
On-campus participating properties |
|
|
3,929 |
|
|
|
3,279 |
|
|
|
7,930 |
|
|
|
6,569 |
|
Third-party development and management services |
|
|
5,026 |
|
|
|
5,000 |
|
|
|
10,180 |
|
|
|
10,387 |
|
General and administrative 1 |
|
|
16,872 |
|
|
|
12,093 |
|
|
|
27,170 |
|
|
|
23,221 |
|
Depreciation and amortization |
|
|
70,978 |
|
|
|
68,741 |
|
|
|
141,530 |
|
|
|
136,858 |
|
Ground/facility leases |
|
|
6,819 |
|
|
|
3,435 |
|
|
|
12,957 |
|
|
|
6,643 |
|
Other operating expenses 2 |
|
|
— |
|
|
|
833 |
|
|
|
— |
|
|
|
2,033 |
|
Total operating expenses |
|
|
210,585 |
|
|
|
189,084 |
|
|
|
410,336 |
|
|
|
375,405 |
|
|
|
|
|
|
|
|
|
|
||||||||
Operating income |
|
|
35,073 |
|
|
|
19,437 |
|
|
|
109,068 |
|
|
|
65,838 |
|
|
|
|
|
|
|
|
|
|
||||||||
Nonoperating income (expenses) |
|
|
|
|
|
|
|
|
||||||||
Interest income |
|
|
407 |
|
|
|
352 |
|
|
|
967 |
|
|
|
572 |
|
Interest expense |
|
|
(30,509 |
) |
|
|
(29,240 |
) |
|
|
(60,570 |
) |
|
|
(58,217 |
) |
Amortization of deferred financing costs |
|
|
(1,626 |
) |
|
|
(1,418 |
) |
|
|
(3,240 |
) |
|
|
(2,737 |
) |
Other nonoperating income |
|
|
577 |
|
|
|
157 |
|
|
|
757 |
|
|
|
157 |
|
Total nonoperating expenses |
|
|
(31,151 |
) |
|
|
(30,149 |
) |
|
|
(62,086 |
) |
|
|
(60,225 |
) |
|
|
|
|
|
|
|
|
|
||||||||
Income (loss) before income taxes |
|
|
3,922 |
|
|
|
(10,712 |
) |
|
|
46,982 |
|
|
|
5,613 |
|
Income tax provision |
|
|
(323 |
) |
|
|
(341 |
) |
|
|
(663 |
) |
|
|
(681 |
) |
Net income (loss) |
|
|
3,599 |
|
|
|
(11,053 |
) |
|
|
46,319 |
|
|
|
4,932 |
|
Net loss (income) attributable to noncontrolling interests |
|
|
820 |
|
|
|
1,651 |
|
|
|
(2,717 |
) |
|
|
1,284 |
|
Net income (loss) attributable to |
||||||||||||||||
Subsidiaries common stockholders |
|
$ |
4,419 |
|
|
$ |
(9,402 |
) |
|
$ |
43,602 |
|
|
$ |
6,216 |
|
Other comprehensive income |
|
|
|
|
|
|
|
|
||||||||
Change in fair value of interest rate swaps and other |
|
|
2,261 |
|
|
|
1,351 |
|
|
|
6,978 |
|
|
|
3,869 |
|
Comprehensive income (loss) |
|
$ |
6,680 |
|
|
$ |
(8,051 |
) |
|
$ |
50,580 |
|
|
$ |
10,085 |
|
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss) per share attributable to |
||||||||||||||||
and Subsidiaries common shareholders |
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Basic |
|
$ |
0.03 |
|
|
$ |
(0.07 |
) |
|
$ |
0.31 |
|
|
$ |
0.04 |
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted |
|
$ |
0.03 |
|
|
$ |
(0.07 |
) |
|
$ |
0.30 |
|
|
$ |
0.04 |
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average common shares outstanding |
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Basic |
|
|
139,463,165 |
|
|
|
138,048,659 |
|
|
|
139,350,929 |
|
|
|
137,884,442 |
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted |
|
|
141,066,184 |
|
|
|
138,048,659 |
|
|
|
140,624,028 |
|
|
|
139,139,383 |
|
1. |
The three and six months ended |
2. |
The three and six months ended |
Table 3
Consolidated Statements of Funds from Operations (“FFO”) (unaudited, dollars in thousands, except share and per share data) |
||||||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
|
2022 |
|
|
|
2021 |
|
|
|
2022 |
|
|
|
2021 |
|
Net income (loss) attributable to |
|
$ |
4,419 |
|
|
$ |
(9,402 |
) |
|
$ |
43,602 |
|
|
$ |
6,216 |
|
Noncontrolling interests' share of net (loss) income |
|
|
(820 |
) |
|
|
(1,651 |
) |
|
|
2,717 |
|
|
|
(1,284 |
) |
|
|
|
|
|
|
|
|
|
||||||||
Joint Venture ("JV") partners' share of FFO |
|
|
|
|
|
|
|
|
||||||||
JV partners' share of net loss (income) |
|
|
818 |
|
|
|
1,634 |
|
|
|
(2,573 |
) |
|
|
1,334 |
|
JV partners' share of depreciation and amortization |
|
|
(3,116 |
) |
|
|
(1,902 |
) |
|
|
(6,237 |
) |
|
|
(3,794 |
) |
|
|
|
(2,298 |
) |
|
|
(268 |
) |
|
|
(8,810 |
) |
|
|
(2,460 |
) |
|
|
|
|
|
|
|
|
|
||||||||
Total depreciation and amortization |
|
|
70,978 |
|
|
|
68,741 |
|
|
|
141,530 |
|
|
|
136,858 |
|
Corporate depreciation 1 |
|
|
(690 |
) |
|
|
(706 |
) |
|
|
(1,374 |
) |
|
|
(1,455 |
) |
FFO attributable to common stockholders and OP unitholders |
|
|
71,589 |
|
|
|
56,714 |
|
|
|
177,665 |
|
|
|
137,875 |
|
|
|
|
|
|
|
|
|
|
||||||||
Elimination of operations of on-campus participating properties ("OCPPs") |
|
|
|
|
|
|
|
|
||||||||
Net loss (income) from OCPPs |
|
|
749 |
|
|
|
1,135 |
|
|
|
(3,152 |
) |
|
|
(1,819 |
) |
Amortization of investment in OCPPs |
|
|
(1,996 |
) |
|
|
(2,039 |
) |
|
|
(3,989 |
) |
|
|
(4,081 |
) |
|
|
|
70,342 |
|
|
|
55,810 |
|
|
|
170,524 |
|
|
|
131,975 |
|
Modifications to reflect operational performance of OCPPs |
|
|
|
|
|
|
|
|
||||||||
Our share of net cashflow 2 |
|
|
635 |
|
|
|
534 |
|
|
|
1,068 |
|
|
|
673 |
|
Management fees and other |
|
|
362 |
|
|
|
294 |
|
|
|
931 |
|
|
|
802 |
|
Contribution from OCPPs |
|
|
997 |
|
|
|
828 |
|
|
|
1,999 |
|
|
|
1,475 |
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
5,235 |
|
|
|
— |
|
|
|
5,235 |
|
|
|
— |
|
Stockholder activism and other proxy advisory costs 4 |
|
|
227 |
|
|
|
— |
|
|
|
429 |
|
|
|
914 |
|
Elimination of litigation settlement expense 5 |
|
|
— |
|
|
|
833 |
|
|
|
— |
|
|
|
2,033 |
|
Executive retirement charges 6 |
|
|
— |
|
|
|
1,299 |
|
|
|
— |
|
|
|
1,837 |
|
Funds from operations-modified (“FFOM”) attributable to common |
||||||||||||||||
stockholders and OP unitholders |
|
$ |
76,801 |
|
|
$ |
58,770 |
|
|
$ |
178,187 |
|
|
$ |
138,234 |
|
|
|
|
|
|
|
|
|
|
||||||||
FFO per share - diluted |
|
$ |
0.51 |
|
|
$ |
0.41 |
|
|
$ |
1.26 |
|
|
$ |
0.99 |
|
|
|
|
|
|
|
|
|
|
||||||||
FFOM per share - diluted |
|
$ |
0.54 |
|
|
$ |
0.42 |
|
|
$ |
1.26 |
|
|
$ |
0.99 |
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average common shares outstanding - diluted |
|
|
141,066,184 |
|
|
|
139,766,038 |
|
|
|
141,053,324 |
|
|
|
139,643,100 |
|
1. |
Represents depreciation on corporate assets not added back for purposes of calculating FFO. |
2. |
|
3. |
Represents transaction costs incurred in relation to the Blackstone Merger agreement executed on |
4. |
Represents consulting, legal, and other costs incurred in relation to stockholder activism activities in preparation for the company’s 2021 and 2022 annual stockholders' meetings, which are included in general and administrative expenses in the accompanying consolidated statements of comprehensive income. |
5. |
Represents expense associated with the settlement of a litigation matter, which is included in other operating expenses in the accompanying consolidated statements of comprehensive income. |
6. |
Represents accelerated amortization of unvested restricted stock awards due to the retirement of the company's President in |
Table 4
Owned Properties Results of Operations1 (unaudited, dollars in thousands) |
|||||||||||||||||||||||||||||
|
|
|
|
||||||||||||||||||||||||||
|
Three Months Ended |
|
Six Months Ended |
||||||||||||||||||||||||||
|
|
2022 |
|
|
|
2021 |
|
|
$ Change |
|
% Change |
|
|
2022 |
|
|
|
2021 |
|
|
$ Change |
|
% Change |
||||||
Owned properties revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Same store properties |
$ |
215,981 |
|
|
$ |
198,239 |
|
|
$ |
17,742 |
|
|
8.9 |
% |
|
$ |
455,620 |
|
|
$ |
416,028 |
|
|
$ |
39,592 |
|
|
9.5 |
% |
New properties |
|
16,332 |
|
|
|
1,384 |
|
|
|
14,948 |
|
|
|
|
|
29,741 |
|
|
|
2,039 |
|
|
|
27,702 |
|
|
|
||
Total revenues |
$ |
232,313 |
|
|
$ |
199,623 |
|
|
$ |
32,690 |
|
|
16.4 |
% |
|
$ |
485,361 |
|
|
$ |
418,067 |
|
|
$ |
67,294 |
|
|
16.1 |
% |
Owned properties operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Same store properties |
$ |
99,221 |
|
|
$ |
93,234 |
|
|
$ |
5,987 |
|
|
6.4 |
% |
|
$ |
195,590 |
|
|
$ |
185,637 |
|
|
$ |
9,953 |
|
|
5.4 |
% |
New properties |
|
7,675 |
|
|
|
2,398 |
|
|
|
5,277 |
|
|
|
|
|
14,823 |
|
|
|
3,915 |
|
|
|
10,908 |
|
|
|
||
Other 2 |
|
65 |
|
|
|
71 |
|
|
|
(6 |
) |
|
|
|
|
156 |
|
|
|
142 |
|
|
|
14 |
|
|
|
||
Total operating expenses |
$ |
106,961 |
|
|
$ |
95,703 |
|
|
$ |
11,258 |
|
|
11.8 |
% |
|
$ |
210,569 |
|
|
$ |
189,694 |
|
|
$ |
20,875 |
|
|
11.0 |
% |
Owned properties net operating income (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Same store properties |
$ |
116,760 |
|
|
$ |
105,005 |
|
|
$ |
11,755 |
|
|
11.2 |
% |
|
$ |
260,030 |
|
|
$ |
230,391 |
|
|
$ |
29,639 |
|
|
12.9 |
% |
New properties |
|
8,657 |
|
|
|
(1,014 |
) |
|
|
9,671 |
|
|
|
|
|
14,918 |
|
|
|
(1,876 |
) |
|
|
16,794 |
|
|
|
||
Other 2 |
|
(65 |
) |
|
|
(71 |
) |
|
|
6 |
|
|
|
|
|
(156 |
) |
|
|
(142 |
) |
|
|
(14 |
) |
|
|
||
Total net operating income |
$ |
125,352 |
|
|
$ |
103,920 |
|
|
$ |
21,432 |
|
|
20.6 |
% |
|
$ |
274,792 |
|
|
$ |
228,373 |
|
|
$ |
46,419 |
|
|
20.3 |
% |
1. |
The same store grouping above represents properties owned and operating for both of the entire years ended |
2. |
Includes professional fees related to the operation of consolidated joint ventures that are included in owned properties operating expenses in the accompanying consolidated statements of comprehensive income (refer to Table 2). |
Category: Earnings
View source version on businesswire.com: https://www.businesswire.com/news/home/20220725005874/en/
Source:
FAQ
What were the financial results for American Campus Communities in Q2 2022?
What is the acquisition deal involving American Campus Communities?
When is the expected close date for the Blackstone acquisition?
Has American Campus Communities suspended its dividend?