$1.4-billion merger

Neither the pricing, nor the date for the sale to start, has been disclosed, yet. In addition to the offering, the Austin-based American Campus Communities will grant underwriters an option to purchase up to an additional 675,000 shares of common stock to cover any over allotments. In a prospectus filed today with the SEC, American Campus Communities' outstanding common stock will be 31.8 million shares after the offering. The fully diluted, outstanding common stock will be 33.7 million shares. American Campus Communities is holding a commitment letter from Cleveland-based KeyBank Corp. for a $200-million secured loan, which is also being applied to the merger costs.

In this morning's press release about the offering, American Campus leaders said if the merger with Newton Square, PA-based GMH Communities doesn't go through, then net proceeds from the stock sale will be used to pay down debt; fund its development pipeline, student housing acquisitions, and other corporate purposes.

Merrill Lynch & Co. Inc. of New York City and KeyBanc Capital Markets Inc. are the book-running managers for the offering. Deutsche Bank Securities Inc. and JP Morgan Securities Inc., also New York City based, will serve as co-lead managers.

In February when the merger was announced, Bill Bayless, CEO of American Campus Communities, had said the deal would open 41 new collegiate markets and create growth opportunities in each of the local REIT's business segments. "We have strategically positioned the company and our balance sheet to take advantage of value-added acquisitions in this challenging economic environment," he said.

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