The Shb Interview: - American Campus Communities

STUDENT HOUSING
BUSINESS ®
ThE ShB
InTERvIEw:
American Campus Communities
President & CEO Bill Bayless
discusses how it all began,
the state of the industry,
and what makes ACC
the biggest and the best
SEPTEMBER/OCTOBER 2010
ALSO InSIDE:
STuDEnT hOuSIng SALARy SuRvEy
IS IT ThE PERfECT STORM fOR
ThE InvESTMEnT MARkET?
LEASE-uP SuCCESS STORIES
TOP MAnAgEMEnT TIPS

THE SHB INTERVIEW
GROUNDBREAKER
With a strong corporate culture from top to bottom and projects that
run the gamut in student housing, American Campus Communities
is a beacon in the industry. Leading the company is co-founder,
president and CEO Bill Bayless.
Interview by Richard Kelley and Randall Shearin
S
tudent Housing Business recently
interviewed Bill Bayless, president
and CEO of Austin, Texas-based
American Campus Communities during
the NMHC’s Student Housing Conference
in Washington, D.C. With ACC’s strong reputation
in the industry — for its developments
and its corporate culture — as well as being
the first publicly traded REIT in the student
housing industry, SHB is excited to present this
interview.
SHB: Where did it all begin for you in student
housing?
Bayless: In 1984, I worked in the dish room
at Summit Hall when I was a student at West
Virginia University. From there, I became a
resident assistant. The facility was owned by
Allen & O’Hara, now Education Realty Trust.
When I finished college, I had several job
opportunities: Frito Lay, Pepsico, a securities
firm, or continuing in student housing. I stayed
with A&O and became an on-site manager and
area marketing coordinator.
SHB: You are obviously happy with the
choice.
Bayless: I am. It’s worked out pretty well. I was
in the right place at the right time. In the mid-
1980s when I was at WVU, you could sense an
emerging sentiment of students wanting more
modern housing. Staying in student housing is
the best decision I ever made.
One of the amenities at Vista del Sol in Tempe, Arizona.
SHB: Where did your career go at that point?
Bayless: In my early 20s, Tom Trubiana, currently
with EDR, went to Cardinal Industries
to start a student housing division. At the time,
Cardinal was the second largest residential
builder in the nation. Tom took me with him
as his director of marketing. He was my first
mentor, and made a big impact on my early
career. The first two years went great. We
designed a four-bedroom two-bath apartment
floor plan that was the prototype for products
built for the next two decades. We developed
our first off-campus development at Georgia
Southern, our first on-campus development at
Cornell, and we had nearly a dozen sites tied
up for development nationally. Unfortunately,
Cardinal was a large syndicator of real estate
and tax law changes in the late ‘80s led to
the company filing Chapter 11. I was lucky to
be retained during the bankruptcy and did
lender workouts, dispositions, and investor
relations for nearly a year. It is the only time
in my career I was not involved in student
housing. I hated it. In 1991, I moved on to
Century Development in Houston where they
were starting their student-housing program. I
did seven on-campus developments with them
from 1991 to 1993. At Cardinal and Century, I
was working for companies that were exploring
student housing, but really didn’t understand
it. It wasn’t their core business. In August 1993,
I took the biggest risk of my career, moved
my wife and two kids to Austin, and went to
work for the Domberger International Group,
a German investor who owned
Dobie Center at the University
of Texas. Two months later, Mr.
Domberger, Wayne Senecal,
president of his U.S. operations
and I formed American Campus
and took over as the third-party
manager of Dobie Center. I was
29. Our first office was a dorm
room on the top floor of Dobie.
We had a very humble beginning.
From there, we chased
third party development and
management. In 1994, we were
selected by Langston University
to develop our first on-campus
community utilizing a taxexempt
financing structure that
became the norm for financing
on-campus developments for
William C. Bayless, president and CEO
of American Campus Communities.
the next 15 years. We then received several
awards from the Texas A&M University
System that gave the company real credibility.
In late 1996, we hired LaSalle Partners to raise
venture capital. Through the process, I met
Scott Rechler and brought in a Reckson-backed
fund, which bought out the majority interest
of Mr. Domberger and Senecal and put in $50
million for us to grow our business. That’s
when we began owning student housing. I also
brought Tom Trubiana from Cardinal to serve
as our CEO. We amassed nearly a dozen properties
through 2001 and continued to grow our
third-party business.
SHB: That was an interesting time for venture
capital with the dot-com bust.
Bayless: It was, and our venture capital rolled
up to Frontline Capital, which had invested
in high-tech companies. The dot-com bust led
to Frontline’s bankruptcy and caused a glitch
in our funding. From 2001 to 2003, we hunkered
down, expanded our third-party business,
recycled our limited capital into several
developments and focused on our operating
platform. In 2003, Tom departed and I took
over as CEO and began to work with Scott
Rechler and Reckson on re-capitalizing the
company. We determined that the public market
was the right venue for American Campus
Communities. It was an opportunity for the
company to significantly lower our cost of
capital, improve access to equity and debt and
provide transparency to the colleges and universities
with whom we do business. It gave us
a huge competitive advantage over our private
competitors that were all dependent on thirdparty
sources of equity.
© 2010 France Publications, Inc. www.studenthousingbusiness.com. Originally published in Student Housing Business September/October 2010.

SHB: Being the first student housing company
to go public must have been a very challenging
undertaking.
Bayless: That’s an understatement. We were
pioneering unchartered territory in our sector.
Wall Street and institutional investors had
misperceptions of student housing. During our
road show, the movie Animal House came up
dozens of times. There was a lot of investor
education that had to take place. We
had to convince the market that if you
build a high quality well-amenitized
community, maintain it impeccably, and
treat students with respect and high levels
of service, this is a mainstream real
estate investment. We also educated the
market on the fundamentals necessary
for success- proximity to campus, product
differentiation, and being in submarkets
with barriers to entry.
SHB: Throughout your career, how has
the business changed? Are the basics the
same? How has the industry evolved?
Bayless: Everything has evolved
from a consumer basis. Student housing
built during the ‘50s, ‘60s and ‘70s
was designed for students who grew
up sharing bedrooms with siblings and
bathrooms with the whole family. When
they went to college it was acceptable to
have double/triple bedrooms and communal
bathrooms. During the ‘80s kids
started having their own bedrooms and
bathrooms at home and they wanted the
same degree of privacy when they went
to college. Through the ‘90s they became
more accustomed to modern conveniences
like microwaves and dishwashers.
In the 2000s, they became obsessed
with technology. All these things have
led student housing products to evolve.
Residence halls are typically no longer
attractive to upper classmen. They want
apartments with private bedrooms and
bathrooms and full kitchens. Amenities
like fitness centers, tanning salons, swimming
pools, and video gaming rooms.
And, internet access and bandwidth are
absolute musts. At the same time, we
also have to recognize that mom and
dad are also customers. While we provide
students with the accommodations
they want, at the same time you want to
make sure the community is conducive
to academic achievement, well maintained
and safe. That’s what gives mom
and dad peace of mind and creates value
that they are willing to pay up for. When
we are looking at a new development
site, I walk from the site to the campus.
If I wouldn’t let my own daughter make
that walk, we’ll pass on the site, because
as a consumer, I wouldn’t let my own
child live there. You have to keep mom
and dad in mind.
SHB: Two years ago, ACC had one of the biggest
transactions in the real estate industry
with the $1.4 billion acquisition of GMH. What
led ACC to that deal? How did it change for
ACC and the industry overall?
Bayless: When you look at the history of GMH,
we always thought highly of their people.
However, GMH exemplified one of the biggest
THE SHB INTERVIEW
challenges of this industry — maintaining core
value creation while growing exponentially
— being scalable. Unlike any other sector of
real estate, you can’t buy off the shelf operating
systems for student housing. And given
the unique aspects and intensity of the annual
cycle, companies that don’t have specialized,
sophisticated scalable systems have not been
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© 2010 France Publications, Inc. www.studenthousingbusiness.com. Originally published in Student Housing Business September/October 2010.
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THE SHB INTERVIEW
able to create net asset value while growing rapidly. That’s what happened
to GMH and it created an opportunity for ACC. It was in early
2008 and debt and equity were already drying up. With the industry
not having a lot of well capitalized players, we were in an opportunistic
position. We were perhaps the only company in the sector that had
the wherewithal at that time to close that transaction. For us, it was
monumental, and scary as hell. We doubled the size of the company
overnight. Their portfolio was 88 percent occupied when we closed. It
was a very challenging time. We closed in June and only had six to eight
weeks till turn and fall move-in. It was the worst time of the year to close
a deal of that size from an operational perspective. Our people and our
operational platform were stressed to the max. We knew Wall Street was
watching the integration as this was a major test of the company’s systems
and abilities. While we had been scalable from $350 million to $1.3
billion over the prior four years, now we were doubling in a day. The
good news, it’s become the cornerstone of the ACC success story. In just
one year, we increased occupancy 800 basis points and had rental rate
growth. In the second cycle of operation we got another 300 basis points
of improvement. In the eyes of the market, we implemented a text book
integration. It really helped established our credibility as the premier
operator in the space. Greg Dowell, our COO and his management team
have done a phenomenal job.
SHB: The credit markets seized about two months after that deal closed.
Do you think that fortune smiled on ACC?
Bayless: This company has been blessed throughout its history. Things
have always seemed to align for us. We have also been a patient company.
We’ve never grown for the sake of growth; we understand the basic
fundamentals of our business; the importance of a sound, operational
platform and staying true to the fundamentals. We have been methodical.
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© 2010 France Publications, Inc. www.studenthousingbusiness.com. Originally published in Student Housing Business September/October 2010.

or EDR. Early on our conservatism was questioned
by investors. Then there was a period
of two to three years where we didn’t do any
off-campus development because land and
construction pricing were overheated. We’ve
been disciplined and deliberate in the investments
we’ve made. We grew through each segment
when the timing was right
for us. We’ve been very fortunate
that the timing of what is taking
place in the broader markets has
always seemed to line up with the
opportunities for us. During the
economic downturn, we did two
equity raises, expanded our corporate
revolving credit facility and
did the first line with Freddie Mac.
We have had access to debt and
equity throughout the down turn
when our private peers were shut
out of many opportunities.
SHB: Let’s turn to your thoughts
on the industry today. Has it
weathered the economic storm of
the past two years well? There are
also budget and endowment challenges
at colleges and universities.
Bayless: The state of the industry
today is exceptionally strong and
bright. The economic downturn
created even more opportunity.
Endowments shrank all across the
country. Colleges and universities
also saw funding from state budgets
cut further. More than ever,
public and private institutions
are looking at alternate means of
delivering student housing instead
of using their own balance sheet.
In some cases that may mean joint
ventures with private companies
like American Campus using
our own equity like we have at
Arizona State University, it may
mean third-party development via
a 501(c)-3 100 percent project based
debt. It might be a hybrid like the
second mortgage structure EDR
is doing with John Hopkins. For
some colleges, it might be letting
the housing needs be handled completely
through private investment
off campus. These are all vibrant
opportunities.
SHB: As a company that is active
both on-campus and off-campus,
is there a business that you like
better?
Bayless: It all depends. We make
that decision market by market.
There may be some markets where
the universities have no interest
whatsoever in partnering with the
private sector. In that regard, you
are going to focus on the oppor-
tunities off-campus. To the contrary, if the university
is open to some form of partnership,
you explore that as an alternative to investing
off-campus and compare the risk and returns
to be derived from each and make the prudent
decision. We don’t prejudge any situation
until we’ve gone through the evaluation.
THE SHB INTERVIEW
One of our competitive strengths is that we
can do it all. If you look at the transactions
that we’ve announced over the last two quarters,
we have undertaken $300 million-plus in
acquisitions; we have broken ground on two
off-campus developments; we have broken
ground on one on-campus investment; and we
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© 2010 France Publications, Inc. www.studenthousingbusiness.com. Originally published in Student Housing Business September/October 2010.

THE SHB INTERVIEW
Student Housing
Z4141
Barrett Honors College
in Tempe, Arizona.
have announced two third-party development
service deals. We expect growth in each of our
business segments.
SHB: Where do you see industry product
going in the next few years? How do students,
parents and the schools see student housing?
Bayless: Many of our competitors develop a
single student housing prototype. They have
the same floor plan, the same building plan
and amenities and then build the same product
everywhere. We have always taken a differentiated
product approach. It’s rare for us to
develop an identical product in two different
markets. We do extensive market research and
find the niche and segment that is underserved.
There could be a need for a full-service freshmen
residence hall, garden style walk up, or a
townhome product. We will also vary building
types, amenities and unit mixes. We go marketby-market
and customize the product to best
meet student needs and to gain the greatest
competitive advantage possible. Regardless,
the common themes we think you will see in
everything we build will center on delivering
privacy, convenience, technology and desired
amenities.
SHB: How important are amenities today? A
few years ago, it was the more the better. Now,
it seems that you don’t need those tanning
beds or waterslides.
Bayless: It’s a market-by-market determination.
Three or four years ago, everyone was
building the class A-plus property targeting
the top five percent socio-economic at every
university. They were targeting $600 to $700
per bed per month for a private in a four bedroom.
Overbuilding occurred as many markets
ended up with enough class A-plus supply for
20 percent of the student body, when only five
percent could afford it. We saw a lot of overbuilding
at the highest price point. Companies
appear to be more strategic and are building
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for the masses than the classes; more B product
at an affordable price point where you can
target a much larger portion of the student
body. We try to differentiate our floor plans in
our communities to accomplish this. For example,
if you look at the 1,866-bed apartment
project we did at Arizona State University,
we offered a shared bedroom accommodation
at $450 per month at the low end and a
one-bedroom private accommodation at over
$1,000 at the high end. We have a price point
that allows a diverse socio-economic spectrum
of the student population to afford to live in a
new, highly amenitized community through
the diversification of the unit plans. We are
building an ACE deal at the University of New
Mexico. It’s on-campus but near the athletic
facilities about a mile from the core campus
amenities. Because of this, we are building a
large 14,000-square-foot clubhouse to facilitate
recreational, educational and social programming.
While it’s highly amenitized, it’s still
affordable as it is a large community where
we can spread that cost over 864 beds. At Sam
Houston State University, we are developing
an off-campus project where we have a duplex
style townhome as our differentiated product
advantage. The floor plan is extremely unique
and large. In this case, the amenity package is
modest.
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© 2010 France Publications, Inc. www.studenthousingbusiness.com. Originally published in Student Housing Business September/October 2010.

THE SHB INTERVIEW
Vista Del Campo Norte in Irvine, California.
SHB: Will the industry ever see a resurgence in
double occupancy rooms? What about a roomand-board
product?
Bayless: Yes, in certain product types and in
smaller quanties. There is always a segment of
the student population that wants the lowest
rent possible. Sometimes a student is willing to
share a room with another student in order to
live in a new highly amenitized community as
we just discussed in our ASU community. Also,
in a freshmen residence hall we still tend to
see some double accommodations as colleges
and universities desire more interaction and
the most affordable price point for students.
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SHB: There are some markets that are now
famous for being overbuilt in student housing.
What is your take on overbuilt markets?
Bayless: While we benefit from not being subject
to macroeconomics, we are highly sensitive
to the microeconomics of supply and
demand, and overbuilding has always been
the single greatest risk factor in an individual
market. University enrollments, whether they
are slightly growing or slightly declining, the
numbers are relatively stable. On the supply
side however, we can see thousands of beds
coming into a market over the span of just a
few years. Florida as a state has been the somewhat
overbuilt, especially Gainesville.
SHB: What is your opinion of branding? Do
universities really care whether ACC has a
brand?
Bayless: Branding is a major initiative for
ACC. The industry is so fragmented, even as
the largest player in the industry, there aren’t
high school seniors waking up across America
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higher education community in general. That
is a great benefit to us when we are opening
a property off-campus. We walk
into the university being served
and they know an American
Campus community will be high
quality, academically oriented student
housing. Now, I’ve always
joked that I want ACC to be the
sponsor of the halftime show at
the BCS National Championship
game. I’ve been saying that before
there was a BCS. For us, the challenge
of branding is more like it
is for Marriott; whether you are
in a Fairfield Inn, a Courtyard, a
Marriott Hotel, or a JW resort, the
name ‘Marriott’ lets the consumer
know that there will be a basic
level of service and consistency of
quality that you can expect and
trust. When we think about branding
ACC among students and parents,
we have to think of branding
the organization because our products
are so diverse.
SHB: There is a new REIT in registration
and rumors of others going
public. What is your take on more
REITs coming into the sector? And
a related question, will the industry
overall see consolidation?
Bayless: We would love to see
other student housing companies
come into the public sector. We
think it would be great to have a
broader group of peers. However,
© 2010 France Publications, Inc. www.studenthousingbusiness.com. Originally published in Student Housing Business September/October 2010.

those coming out need to have rock solid operational
and financial reporting systems to meet
the rigors of public company reporting. There
is certainly going to be consolidation. I don’t
think there is another sector of real estate that
is as highly fragmented as student housing.
Also, many of the investors we see entering the
sector are not long term players but are funds
with short term horizons — say five years; and
they are ultimately looking for takeouts
by companies such as ACC.
SHB: What kind of reception do you get
from Wall Street now versus 2004?
Bayless: When we went public in August
2004, our total enterprise value less than
$350 million. Six years later, our enterprise
value is $3.4 billion, we’ve raised
more than $1.4 billion through the capital
markets and we’ve outperformed both
the Morgan Stanley REIT index and our
public multifamily peers. Today, more
the 95 percent of ACC shares are held
by institutional investors and nearly a
dozen Wall Street analysts follow the
sector. Student housing is now a mainstream
institutional investment and we
feel fortunate that we played the leading
role in that transformation. We think the
Wall Street analysts have done a great
job learning the fundamental of our sector
and educating investors. The public
market has driven the maturation and
acceptance of student housing as a main
stream investment. Quality companies
looking at going public today should
have an easier time than we did in 2004.
SHB: You have built a strong company
with a strong culture that is the envy of
many. It has been recognized in many
‘best places to work’ lists. If you could,
describe what that culture is and how it
manifests itself day-to-day?
Bayless: Being recognized by our
employees as one of the best companies
to work for in Texas is one of the things
we are most proud of. ACC is a vibrant,
competitive driven organization, but we
have fun and love what we do. We also
have a very open environment and welcome
debate and employees questioning
decisions and challenging authority. It
makes us a better organization. There is
also a consistency of thought and understanding.
Beyond me, seven other of our
vice presidents started as RAs as well
as half of our corporate support staff.
There is no ivory tower. We all grew up
in the field, we’ve done turns; move-ins,
move outs and lease ups. We know what
it’s like in the field. From the RAs in our
company all the way up to executive
management, there is a congruency of
thought and understanding.
SHB: Where will American Campus
Communities and the student housing business
be in five years?
Bayless: Answering first for American
Campus, I have to give my standard answer:
we will stay true to the fundamentals of our
business. We believe in disciplined investments.
We will buy and we will develop
when our established criteria and investment
THE SHB INTERVIEW
hurdles can be met. It’s hard to say how big
we will be, but the quality of what we are and
the adherence to our mission statement will
be intact. For the sector as a whole, those with
good operating platforms will thrive, and
those that don’t will be gobbled up by the rest
of us. The industry as a whole will continue
to see broad acceptance as a mainstream segment
of real estate. SHB
© 2010 France Publications, Inc. www.studenthousingbusiness.com. Originally published in Student Housing Business September/October 2010.