Exhibit 99.3
American Campus Communities, Inc. and Subsidiaries
Pro Forma Condensed Consolidated and Combined Statements of Operations
For the Year Ended December 31, 2004 and Quarter Ended March 31, 2005
(unaudited, dollars in thousands, except share and per share amounts)
The following unaudited pro forma condensed combined statements of operations
are presented as if American Campus Communities, Inc. (the "Company") had
acquired the real estate assets, subject to certain liabilities, of the Exchange
at Gainesville and its initial public offering ("IPO") had occurred as of
January 1, 2004. These financial statements should be read in conjunction with
the Company's historical financial statements and notes thereto as filed on Form
10-K for the period from January 1, 2004 to August 16, 2004, representing the
"Predecessor", and the period from August 17, 2004 to December 31, 2004, and as
filed on Form 10-Q, the period from January 1 to March 31, 2005 (representing
the "Company"). The pro forma condensed consolidated and combined statements of
operations are unaudited and are not necessarily indicative of what the actual
results of operations would have been had the Company acquired the properties as
of January 1, 2004, nor do they purport to represent the results of operations
of the Company for future periods.
American Campus Communities, Inc. and Subsidiaries
Pro Forma Condensed Consolidated and Combined Statements of Operations
For the Year Ended December 31, 2004
(unaudited, dollars in thousands, except share and per share amounts)
Company Predecessor
Period from Period from
August 17, 2004 January 1, 2004 Completed
to December 31, to Transactions
2004 August 16, 2004 (a)
----------------- ---------------- -------------
Revenues $ 26,262 $ 34,561 $ 9,628
Operating expenses:
Property operating expenses 9,345 15,416 4,247
Third party development and
management services 2,140 3,403 -
General and administrative 4,202 1,032 -
Depreciation and amortization 4,158 5,815 -
Ground/facility leases 214 598 -
----------- --------------- -------------
Total operating expenses 20,059 26,264 4,247
----------- --------------- -------------
Operating income 6,203 8,297 5,381
Nonoperating income and (expenses):
Interest income 39 43 -
Interest expense (5,556) (11,142) -
Amortization of deferred financing
costs (842) (369) -
Other nonoperating income 653 274 -
----------- --------------- -------------
Total nonoperating expenses (5,706) (11,194) -
----------- --------------- -------------
Income (loss) before income tax
benefit and minority interests 497 (2,897) 5,381
Income tax benefit 728 - -
Minority interests (29) 129 -
----------- --------------- -------------
Income (loss) from continuing
Operations $ 1,196 $ (2,768) $ 5,381
=========== =============== =============
Income (loss) from continuing
operations per share:
Basic $ 0.10
===========
Diluted $ 0.10
===========
Weighted average common shares
outstanding:
Basic 12,513,130
===========
Diluted 12,634,130
===========
Acquired Company and
Property Pro Forma Predecessor
(b) Adjustments Pro Forma
------------ ----------- -------------
Revenues $ 6,172 $ - $ 76,623
Operating expenses:
Property operating expenses 2,922 - 31,930
Third party development and
management services - - 5,543
General and administrative - 938 (c) 6,172
Depreciation and amortization - 4,619 (d) 14,592
Ground/facility leases - - 812
------------ ---------- ----------
Total operating expenses 2,922 5,557 59,049
------------ ---------- -----------
Operating income 3,250 (5,557) 17,574
Nonoperating income and (expenses):
Interest income - - 82
Interest expense - (3,304) (e) (20,002)
Amortization of deferred financing
costs - 116 (f) (1,095)
Other nonoperating income - - 927
------------ ---------- ----------
Total nonoperating expenses - (3,188) (20,088)
------------ ---------- ----------
Income (loss) before income tax
benefit and minority interests 3,250 (8,745) (2,514)
Income tax benefit - - 728
Minority interests - (99) (g) 1
------------ ---------- -----------
Income (loss) from continuing
Operations $ 3,250 $ (8,844) $ (1,785)
============ ========== ============
Income (loss) from continuing
operations per share:
Basic $ (0.14)
==========
Diluted $ (0.14)
==========
Weighted average common shares
outstanding:
Basic 109,015 (h) 12,622,145
========== ==========
Diluted (11,985) (h) 12,622,145
========== ==========
American Campus Communities, Inc. and Subsidiaries
Notes to Pro Forma Condensed Consolidated and Combined Statements of Operations
For the Year Ended December 31, 2004
(Unaudited)
(a) Reflects results of the operations of the acquired five-property Proctor
Portfolio of Properties and City Parc Property at Fry Street for the year
ended December 31, 2004.
(b) Reflects the operations of the Exchange at Gainesville for the year ended
December 31, 2004.
(c) Reflects the pro forma increased costs associated with operating as a
public company for the period from January 1, 2004 through the consummation
of the Company's IPO on August 17, 2004. Such costs include compensation
and staffing, directors and officers liability insurance premiums, Board of
Directors costs and increased legal expenses.
(d) Reflects depreciation expense on the Completed Transactions and the
Exchange at Gainesville fixed assets purchased and recorded at fair value
and amortization of intangible lease assets recognized upon acquisition.
(e) Represents an increase in interest expense from the Completed Transactions
debt assumed by the Company and valued at fair market value, and an
increase in interest expense incurred under the Company's revolver for
borrowings made to complete the Completed Transactions and an increase in
interest expense incurred under short term financing entered into to
complete the Exchange at Gainesville acquisition. This was offset by the
repayment of certain debt with proceeds from the IPO. For the purpose of
the unaudited pro forma condensed consolidated and combined statement of
operations for the year ended December 31, 2004, these loans are reflected
as repaid on January 1, 2004.
(f) Represents a decrease in amortization of deferred financing costs as a
result of the repayment of debt in connection with the IPO. This was offset
by the amortization of financing costs incurred and deferred in connection
with the Completed Transactions and Exchange at Gainesville debt assumed or
incurred by the Company.
(g) Represents the elimination of a minority interest in earnings resulting
from the acquisition with proceeds from the IPO of a minority ownership
interest in a joint venture, which was offset by the recognition of a 1%
special class of partnership interests in the Operating Partnership granted
to certain members of senior management in conjunction with the IPO. An
adjustment has been made to reflect the 1.0% minority interest in earnings
for the year ended December 31, 2004.
(h) Assumes that the IPO and related common share issuance occurred effective
January 1, 2004.
American Campus Communities, Inc. and Subsidiaries
Pro Forma Condensed Consolidated Statement of Operations
For the Quarter Ended March 31, 2005
(unaudited, dollars in thousands, except share and per share amounts)
Company
Quarter
Ended Completed Acquired Pro Forma Company
March 31, 2005 Transactions (a) Property (b) Adjustments Pro Forma
----------------- ---------------- --------------- ------------- ------------
Revenues $ 19,541 $ 1,214 $ 1,570 $ - $ 22,325
Operating expenses:
Property operating expenses 7,011 427 701 - 8,139
Third party development and
management services 1,464 - - - 1,464
General and administrative 1,364 - - - 1,364
Depreciation and amortization 3,424 - - 340 (c) 3,764
Ground/facility leases 212 - - - 212
----------- ------------ ----------- ------------- ----------
Total operating expenses 13,475 427 701 340 14,943
----------- ------------ ----------- ------------- ----------
Operating income 6,066 787 869 (340) 7,382
Nonoperating income and (expenses):
Interest income 58 - - - 58
Interest expense (3,808) - - (962)(d) (4,770)
Amortization of deferred financing costs (246) - - (16)(e) (262)
Other nonoperating income 430 - - - 430
----------- ------------ ----------- ------------- ----------
Total nonoperating expenses (3,566) - - (978) (4,544)
----------- ------------ ----------- ------------- ----------
Income before income tax provision and
minority interests 2,500 787 869 (1,318) 2,838
Income tax provision (102) - - - (102)
Minority interests (87) - - (3)(f) (90)
----------- ------------ ----------- ------------- ----------
Income from continuing operations $ 2,311 $ 787 $ 869 $ (1,321) $ 2,646
=========== ============ =========== ============= ===========
Income from continuing operations per share:
Basic $ 0.18 $ 0.21
=========== ==========
Diluted $ 0.19 $ 0.21
=========== ==========
Weighted average common shares outstanding:
Basic 12,622,145 12,622,145
=========== ==========
Diluted 12,769,939 12,769,939
=========== ==========
American Campus Communities, Inc. and Subsidiaries
Unaudited Pro Forma Condensed Consolidated Statements of Operations
For the Quarter Ended March 31, 2005
(Unaudited)
(a) Reflects the operations of the acquired Proctor Portfolio of Properties and
City Parc Property for the period from January 1, 2005 to the date of
acquisition.
(b) Reflects the operations of the Exchange at Gainesville for the period from
January 1, 2005 to the date of acquisition.
(c) Reflects depreciation expense on the Completed Transactions and the
Exchange at Gainesville fixed assets purchased and recorded at fair value
upon acquisition, less amortization of intangible lease assets recognized
upon acquisition.
(d) Represents an increase in interest expense from the Completed Transactions
debt assumed by the Company and valued at fair market value, an increase in
interest expense incurred under the Company's revolver for borrowings made
to complete the Completed Transactions and an increase in interest expense
incurred under financing entered into to complete the Exchange at
Gainesville acquisition.
(e) Represents an increase in amortization of deferred financing costs from the
Completed Transactions and Exchange at Gainesville debt.
(f) Represents the recognition of a 1.0% special class of partnership interests
in the Operating Partnership granted to certain members of senior
management in conjunction with the IPO. An adjustment has been made to
reflect the 1.0% minority interest in earnings for the quarter ending March
31, 2005.