Paul S. Ware J. Andrew Robison Bradley Arant Boult Cummings LLP 1819 Fifth Avenue North Birmingham, AL 35203 (205) 521-8000 |
Jonathan Golden Arnall Golden Gregory LLP 171 17th Street NW Suite 2100 Atlanta, GA 30363-1031 (404) 873-8500 |
J. Gerard Cummins Bartholomew A. Sheehan III Sidley Austin LLP 787 Seventh Avenue New York, NY 10019 (212) 839-5300 |
Large accelerated filer o
|
Accelerated filer o |
Non-accelerated filer þ (Do not check if a smaller reporting company) |
Smaller reporting company o |
Item 31. | Other Expenses of Issuance and Distribution. |
SEC registration fee
|
$ | 34,848 | ||
Financial Industry Regulatory Authority filing fee
|
$ | 49,375 | ||
NYSE listing fee
|
$ | 154,000 | ||
Printing and engraving expenses
|
$ | 800,000 | ||
Legal fees and expenses
|
$ | 2,200,000 | ||
Accounting fees and expenses
|
$ | 1,250,000 | ||
Fee payable to Raymond James & Associates, Inc. for
services rendered in connection with various financing and
purchase and sale arrangements
|
$ | 1,465,000 | ||
Transfer agent and registrar fees
|
$ | 20,000 | ||
Blue sky fees and expenses (including fees of counsel)
|
$ | 25,000 | ||
Miscellaneous
|
$ | 750,000 | ||
Total
|
$ | 6,748,223 | ||
Item 32. | Sales to Special Parties. |
Item 33. | Recent Sales of Unregistered Securities. |
II-1
Item 34. | Indemnification of Directors and Officers |
II-2
| the act or omission of the director or executive officer was material to the matter giving rise to the proceeding and was committed in bad faith or was the result of active and deliberate dishonesty; | |
| the director or executive officer actually received an improper personal benefit in money, property or services; or | |
| with respect to any criminal proceeding, the director or executive officer had reasonable cause to believe that his or her conduct was unlawful. |
| the act or omission of the director or executive officer was material to the matter giving rise to the proceeding and was committed in bad faith or was the result of active and deliberate dishonesty; or | |
| the director or executive officer actually received an improper personal benefit in money, property or services. |
II-3
Item 35. | Treatment of Proceeds from Stock Being Registered. |
Item 36. | Financial Statements and Exhibits. |
Exhibit |
||||
Number
|
Description of Document
|
|||
1 | .1*** | Form of Underwriting Agreement among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and the underwriters named therein. | ||
3 | .1*** | Articles of Incorporation of Campus Crest Communities, Inc. | ||
3 | .2*** | Bylaws of Campus Crest Communities, Inc. | ||
4 | .1*** | Form of Certificate for Common Stock of Campus Crest Communities, Inc. | ||
5 | .1*** | Opinion of Saul Ewing LLP with respect to Maryland law. | ||
8 | .1*** | Opinion of Bradley Arant Boult Cummings LLP with respect to tax matters. | ||
10 | .1*** | Amended and Restated Partnership Agreement of Campus Crest Communities Operating Partnership, LP. | ||
10 | .2*** | Campus Crest Communities, Inc. Equity Incentive Compensation Plan. | ||
10 | .3*** | Form of Indemnification Agreement. | ||
10 | .4*** | Employment Agreement by and between Campus Crest Communities, Inc. and Ted W. Rollins. | ||
10 | .5*** | Employment Agreement by and between Campus Crest Communities, Inc. and Michael S. Hartnett. | ||
10 | .6*** | Employment Agreement by and between Campus Crest Communities, Inc. and Earl C. Howell. | ||
10 | .7*** | Employment Agreement by and between Campus Crest Communities, Inc. and Donald L. Bobbitt, Jr. | ||
10 | .8*** | Employment Agreement by and between Campus Crest Communities, Inc. and Shannon N. King. | ||
10 | .9*** | Confidentiality and Noncompetition Agreement by and between Campus Crest Communities, Inc. and Ted W. Rollins. |
II-4
Exhibit |
||||
Number
|
Description of Document
|
|||
10 | .10*** | Confidentiality and Noncompetition Agreement by and between Campus Crest Communities, Inc. and Michael S. Hartnett. | ||
10 | .11*** | Confidentiality and Noncompetition Agreement by and between Campus Crest Communities, Inc. and Earl C. Howell. | ||
10 | .12*** | Confidentiality and Noncompetition Agreement by and between Campus Crest Communities, Inc. and Donald L. Bobbitt, Jr. | ||
10 | .13*** | Confidentiality and Noncompetition Agreement by and between Campus Crest Communities, Inc. and Shannon N. King. | ||
10 | .14*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and MXT Capital, LLC, dated May 13, 2010. | ||
10 | .15*** | Amendment No. 1 to Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and MXT Capital, LLC, dated September 15, 2010. | ||
10 | .16*** | Tax Protection Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and MXT Capital, LLC. | ||
10 | .17*** | Registration Rights Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, MXT Capital, LLC and certain other parties thereto. | ||
10 | .18*** | Form of Credit Agreement for Senior Secured Revolving Credit Facility by and among Campus Crest Communities Operating Partnership, LP, Citibank, N.A. and certain other parties thereto. | ||
10 | .19*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Carl H. Ricker, Jr., dated May 13, 2010. | ||
10 | .20*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Flynn Development, LLC, dated April 22, 2010. | ||
10 | .21*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Mansion Ridge Investment Company, LLC, dated May 6, 2010. | ||
10 | .22*** | Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Highland Park, LLC, dated May 13, 2010. | ||
10 | .23*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Marc Rollins, dated May 1, 2010. | ||
10 | .24*** | Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and P. Andrew Walker, dated May 13, 2010. | ||
10 | .25*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Joe C. Brumit, II, dated April 19, 2010. | ||
10 | .26*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and BGY, LLC, dated April 15, 2010. | ||
10 | .27*** | Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Jerry V. Sternberg, dated May 13, 2010. | ||
10 | .28*** | Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Marlene Breger Joyce, dated May 13, 2010. |
II-5
Exhibit |
||||
Number
|
Description of Document
|
|||
10 | .29*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Steve Emtman, dated May 10, 2010. | ||
10 | .30*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and O.A. Keller, III, dated April 29, 2010. | ||
10 | .31*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and NLR-Cotton Valley Investments, LLC, dated April 19, 2010. | ||
10 | .32*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Horatio Alger Association Endowment Fund, dated May 4, 2010. | ||
10 | .33*** | Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Keith M. Maxwell, dated May 9, 2010. | ||
10 | .34*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Harrison-Zahn Investments, LLC, dated April 19, 2010. | ||
10 | .35*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Matthew S. OReilly, dated May 6, 2010. | ||
10 | .36*** | Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and certain other parties thereto, dated March 26, 2010. | ||
10 | .37*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and Thomas A. Odai dated May 13, 2010. | ||
10 | .38*** | Ground Lease by and between USA Research and Technology Corporation and Campus Crest at Mobile, LLC, dated August 8, 2006. | ||
10 | .39*** | Ground Lease by and between USA Research and Technology Corporation and Campus Crest at Mobile Phase II, LLC, dated March 14, 2008. | ||
10 | .40*** | Ground Lease Agreement by and between Indian Hills Trading Company, LLC and Campus Crest Development, LLC, dated March 20, 2008. | ||
10 | .41*** | First Amendment to Ground Lease Agreement by and between Indian Hills Trading Company, LLC and Campus Crest Development, LLC, dated July 28, 2008. | ||
10 | .42*** | Assignment of Ground Lease Agreement and Purchase Option Agreement by Campus Crest Development, LLC and Campus Crest at Moscow, LLC, dated July 28, 2008. | ||
10 | .43*** | Loan Agreement between General Electric Capital Corporation and Campus Crest at Milledgeville, LLC, dated September 7, 2006. | ||
10 | .44*** | Deed to Secure Debt, Security Agreement and Fixture Filing by Campus Crest at Carrollton, LLC to Wachovia Bank, National Association, dated September 18, 2006. | ||
10 | .45*** | Deed of Trust, Security Agreement and Fixture Filing by Campus Crest at Las Cruces, LLC for the benefit of Wachovia Bank, National Association, dated September 22, 2006. | ||
10 | .46*** | Deed of Trust, Security Agreement and Fixture Filing by Campus Crest at Asheville, LLC for the benefit of Wachovia Bank, National Association, dated March 13, 2007. | ||
10 | .47*** | Loan Agreement by and among Campus Crest at Mobile, LLC, Campus Crest at Jacksonville, AL, LLC, Campus Crest at Nacogdoches, LP, Campus Crest at Abilene, LP, Campus Crest at Greeley, LLC, and Campus Crest at Ellensburg, LLC, and Silverton Bank, N.A., dated February 29, 2008. |
II-6
Exhibit |
||||
Number
|
Description of Document
|
|||
10 | .48*** | Transfer, Assignment and Assumption Agreement by and among the Federal Deposit Insurance Corporation as receiver and successor-in-interest to Silverton Bank, N.A. and Campus Crest Loan Servicing, LLC, dated March 31, 2010. | ||
10 | .49*** | Construction Loan Agreement by and among Wachovia Bank, National Association, Campus Crest Group, LLC, Campus Crest at Moscow, LLC, Campus Crest at San Angelo, LP and Campus Crest at San Marcos, LP, dated November 18, 2008. | ||
10 | .50*** | First Amendment to Construction Loan Agreement by and among Wachovia Bank, National Association, Campus Crest Group, LLC, Campus Crest at Moscow, LLC, Campus Crest at San Angelo, LP and Campus Crest at San Marcos, LP, dated June 2009. | ||
10 | .51*** | Construction Loan Agreement by and between Campus Crest at Lawrence, LLC and Mutual of Omaha Bank, dated February 13, 2009. | ||
10 | .52*** | First Amendment to Construction Loan Agreement by and between Campus Crest at Lawrence, LLC and Mutual of Omaha Bank, dated March 19, 2009. | ||
10 | .53*** | Construction Loan Agreement by and between Amegy Mortgage Company, L.L.C. d/b/a Q-10 Amegy Mortgage Capital and Campus Crest at Huntsville, LP, dated June 12, 2009. | ||
10 | .54*** | Secured Construction Loan Agreement by and between Centennial Bank, F/K/A First State Bank and Campus Crest at Conway, LLC, dated July 2, 2009. | ||
10 | .55*** | Construction Loan Agreement by and between Campus Crest at Statesboro, LLC and The PrivateBank and Trust Company, dated November 12, 2009. | ||
10 | .56*** | Operating Agreement of HSRE-Campus Crest I, LLC, dated as of November 7, 2008. | ||
10 | .57*** | First Amendment to the Operating Agreement of HSRE-Campus Crest I, LLC, dated as of November 12, 2009. | ||
10 | .58*** | Second Amendment to the Operating Agreement of HSRE-Campus Crest I, LLC, dated March 26, 2010. | ||
10 | .59*** | Third Amendment to the Operating Agreement of HSRE-Campus Crest I, LLC, dated September 12, 2010. | ||
10 | .60*** | Form of Aircraft Lease. | ||
10 | .61*** | Amendment No. 1 to Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and Carl H. Ricker, Jr., dated September 14, 2010. | ||
10 | .62*** | Amendment No. 2 to Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and Carl H. Ricker, Jr., dated October 4, 2010. | ||
10 | .63*** | Amendment No. 2 to Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and MXT Capital, LLC, dated October 4, 2010. | ||
10 | .64*** | First Amendment to Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and certain other parties thereto, dated October 6, 2010. | ||
10 | .65*** | Fourth Amendment to the Operating Agreement of HSRE-Campus Crest I, LLC, dated October 6, 2010. | ||
21 | .1*** | List of Subsidiaries of the Registrant. | ||
23 | .1*** | Consent of Bradley Arant Boult Cummings LLP (included in Exhibit 8.1). | ||
23 | .2*** | Consent of KPMG LLP. | ||
23 | .3*** | Consent of Saul Ewing LLP (included in Exhibit 5.1). | ||
23 | .4*** | Consent of Michael Gallis and Associates. | ||
24 | .1*** | Power of Attorney (included on the Signature Page). |
II-7
Exhibit |
||||
Number
|
Description of Document
|
|||
99 | .1*** | Consent of N. Anthony Coles to be named as a proposed director. | ||
99 | .2*** | Consent of Richard S. Kahlbaugh to be named as a proposed director. | ||
99 | .3*** | Consent of Denis L. McGlynn to be named as a proposed director. | ||
99 | .4*** | Consent of William G. Popeo to be named as a proposed director. | ||
99 | .5*** | Consent of Daniel L. Simmons to be named as a proposed director. | ||
99 | .6*** | Certified Resolutions of the Board of Directors of Campus Crest Communities, Inc., dated May 13, 2010. |
*** | Previously filed. |
Item 37. | Undertakings. |
II-8
By: |
*
|
Signature
|
Title
|
Date
|
||||
* Ted W. Rollins |
Co-Chairman of the Board, Chief Executive Officer and Director (Principal Executive Officer) | October 13, 2010 | ||||
* Michael S. Hartnett |
Co-Chairman of the Board, Chief Investment Officer and Director | October 13, 2010 | ||||
/s/ Donald
L. Bobbitt, Jr. Donald L. Bobbitt, Jr. |
Executive Vice President and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) | October 13, 2010 | ||||
*By: |
/s/ Donald
L. Bobbitt, Jr. Donald L. Bobbitt, Jr. As Attorney-in-Fact |
II-9
Exhibit |
||||
Number
|
Description of Document
|
|||
1 | .1*** | Form of Underwriting Agreement among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and the underwriters named therein. | ||
3 | .1*** | Articles of Incorporation of Campus Crest Communities, Inc. | ||
3 | .2*** | Bylaws of Campus Crest Communities, Inc. | ||
4 | .1*** | Form of Certificate for Common Stock of Campus Crest Communities, Inc. | ||
5 | .1*** | Opinion of Saul Ewing LLP with respect to Maryland law. | ||
8 | .1*** | Opinion of Bradley Arant Boult Cummings LLP with respect to tax matters. | ||
10 | .1*** | Amended and Restated Partnership Agreement of Campus Crest Communities Operating Partnership, LP. | ||
10 | .2*** | Campus Crest Communities, Inc. Equity Incentive Compensation Plan. | ||
10 | .3*** | Form of Indemnification Agreement. | ||
10 | .4*** | Employment Agreement by and between Campus Crest Communities, Inc. and Ted W. Rollins. | ||
10 | .5*** | Employment Agreement by and between Campus Crest Communities, Inc. and Michael S. Hartnett. | ||
10 | .6*** | Employment Agreement by and between Campus Crest Communities, Inc. and Earl C. Howell. | ||
10 | .7*** | Employment Agreement by and between Campus Crest Communities, Inc. and Donald L. Bobbitt, Jr. | ||
10 | .8*** | Employment Agreement by and between Campus Crest Communities, Inc. and Shannon N. King. | ||
10 | .9*** | Confidentiality and Noncompetition Agreement by and between Campus Crest Communities, Inc. and Ted W. Rollins. | ||
10 | .10*** | Confidentiality and Noncompetition Agreement by and between Campus Crest Communities, Inc. and Michael S. Hartnett. | ||
10 | .11*** | Confidentiality and Noncompetition Agreement by and between Campus Crest Communities, Inc. and Earl C. Howell. | ||
10 | .12*** | Confidentiality and Noncompetition Agreement by and between Campus Crest Communities, Inc. and Donald L. Bobbitt, Jr. | ||
10 | .13*** | Confidentiality and Noncompetition Agreement by and between Campus Crest Communities, Inc. and Shannon N. King. | ||
10 | .14*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and MXT Capital, LLC, dated May 13, 2010. | ||
10 | .15*** | Amendment No. 1 to Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and MXT Capital, LLC, dated September 15, 2010. | ||
10 | .16*** | Tax Protection Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and MXT Capital, LLC. | ||
10 | .17*** | Registration Rights Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, MXT Capital, LLC and certain other parties thereto. | ||
10 | .18*** | Form of Credit Agreement for Senior Secured Revolving Credit Facility by and among Campus Crest Communities Operating Partnership, LP, Citibank, N.A. and certain other parties thereto. |
Exhibit |
||||
Number
|
Description of Document
|
|||
10 | .19*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Carl H. Ricker, Jr., dated May 13, 2010. | ||
10 | .20*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Flynn Development, LLC, dated April 22, 2010. | ||
10 | .21*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Mansion Ridge Investment Company, LLC, dated May 6, 2010. | ||
10 | .22*** | Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Highland Park, LLC, dated May 13, 2010. | ||
10 | .23*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Marc Rollins, dated May 1, 2010. | ||
10 | .24*** | Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and P. Andrew Walker, dated May 13, 2010. | ||
10 | .25*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Joe C. Brumit, II, dated April 19, 2010. | ||
10 | .26*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and BGY, LLC, dated April 15, 2010. | ||
10 | .27*** | Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Jerry V. Sternberg, dated May 13, 2010. | ||
10 | .28*** | Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Marlene Breger Joyce, dated May 13, 2010. | ||
10 | .29*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Steve Emtman, dated May 10, 2010. | ||
10 | .30*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and O.A. Keller, III, dated April 29, 2010. | ||
10 | .31*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and NLR-Cotton Valley Investments, LLC, dated April 19, 2010. | ||
10 | .32*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Horatio Alger Association Endowment Fund, dated May 4, 2010. | ||
10 | .33*** | Purchase and Sale by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Keith M. Maxwell, dated May 9, 2010. | ||
10 | .34*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Harrison-Zahn Investments, LLC, dated April 19, 2010. | ||
10 | .35*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP, and Matthew S. OReilly, dated May 6, 2010. |
Exhibit |
||||
Number
|
Description of Document
|
|||
10 | .36*** | Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and certain other parties thereto, dated March 26, 2010. | ||
10 | .37*** | Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and Thomas A. Odai dated May 13, 2010. | ||
10 | .38*** | Ground Lease by and between USA Research and Technology Corporation and Campus Crest at Mobile, LLC, dated August 8, 2006. | ||
10 | .39*** | Ground Lease by and between USA Research and Technology Corporation and Campus Crest at Mobile Phase II, LLC, dated March 14, 2008. | ||
10 | .40*** | Ground Lease Agreement by and between Indian Hills Trading Company, LLC and Campus Crest Development, LLC, dated March 20, 2008. | ||
10 | .41*** | First Amendment to Ground Lease Agreement by and between Indian Hills Trading Company, LLC and Campus Crest Development, LLC, dated July 28, 2008. | ||
10 | .42*** | Assignment of Ground Lease Agreement and Purchase Option Agreement by Campus Crest Development, LLC and Campus Crest at Moscow, LLC, dated July 28, 2008. | ||
10 | .43*** | Loan Agreement between General Electric Capital Corporation and Campus Crest at Milledgeville, LLC, dated September 7, 2006. | ||
10 | .44*** | Deed to Secure Debt, Security Agreement and Fixture Filing by Campus Crest at Carrollton, LLC to Wachovia Bank, National Association, dated September 18, 2006. | ||
10 | .45*** | Deed of Trust, Security Agreement and Fixture Filing by Campus Crest at Las Cruces, LLC for the benefit of Wachovia Bank, National Association, dated September 22, 2006. | ||
10 | .46*** | Deed of Trust, Security Agreement and Fixture Filing by Campus Crest at Asheville, LLC for the benefit of Wachovia Bank, National Association, dated March 13, 2007. | ||
10 | .47*** | Loan Agreement by and among Campus Crest at Mobile, LLC, Campus Crest at Jacksonville, AL, LLC, Campus Crest at Nacogdoches, LP, Campus Crest at Abilene, LP, Campus Crest at Greeley, LLC, and Campus Crest at Ellensburg, LLC, and Silverton Bank, N.A., dated February 29, 2008. | ||
10 | .48*** | Transfer, Assignment and Assumption Agreement by and among the Federal Deposit Insurance Corporation as receiver and successor-in-interest to Silverton Bank, N.A. and Campus Crest Loan Servicing, LLC, dated March 31, 2010. | ||
10 | .49*** | Construction Loan Agreement by and among Wachovia Bank, National Association, Campus Crest Group, LLC, Campus Crest at Moscow, LLC, Campus Crest at San Angelo, LP and Campus Crest at San Marcos, LP, dated November 18, 2008. | ||
10 | .50*** | First Amendment to Construction Loan Agreement by and among Wachovia Bank, National Association, Campus Crest Group, LLC, Campus Crest at Moscow, LLC, Campus Crest at San Angelo, LP and Campus Crest at San Marcos, LP, dated June 2009. | ||
10 | .51*** | Construction Loan Agreement by and between Campus Crest at Lawrence, LLC and Mutual of Omaha Bank, dated February 13, 2009. | ||
10 | .52*** | First Amendment to Construction Loan Agreement by and between Campus Crest at Lawrence, LLC and Mutual of Omaha Bank, dated March 19, 2009. | ||
10 | .53*** | Construction Loan Agreement by and between Amegy Mortgage Company, L.L.C. d/b/a Q-10 Amegy Mortgage Capital and Campus Crest at Huntsville, LP, dated June 12, 2009. |
Exhibit |
||||
Number
|
Description of Document
|
|||
10 | .54*** | Secured Construction Loan Agreement by and between Centennial Bank, F/K/A First State Bank and Campus Crest at Conway, LLC, dated July 2, 2009. | ||
10 | .55*** | Construction Loan Agreement by and between Campus Crest at Statesboro, LLC and The PrivateBank and Trust Company, dated November 12, 2009. | ||
10 | .56*** | Operating Agreement of HSRE-Campus Crest I, LLC, dated as of November 7, 2008. | ||
10 | .57*** | First Amendment to the Operating Agreement of HSRE-Campus Crest I, LLC, dated as of November 12, 2009. | ||
10 | .58*** | Second Amendment to the Operating Agreement of HSRE-Campus Crest I, LLC, dated March 26, 2010. | ||
10 | .59*** | Third Amendment to the Operating Agreement of HSRE-Campus Crest I, LLC, dated September 12, 2010. | ||
10 | .60*** | Form of Aircraft Lease. | ||
10 | .61*** | Amendment No. 1 to Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and Carl H. Ricker, Jr., dated September 14, 2010. | ||
10 | .62*** | Amendment No. 2 to Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and Carl H. Ricker, Jr., dated October 4, 2010. | ||
10 | .63*** | Amendment No. 2 to Contribution Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and MXT Capital, LLC, dated October 4, 2010. | ||
10 | .64*** | First Amendment to Purchase and Sale Agreement by and among Campus Crest Communities, Inc., Campus Crest Communities Operating Partnership, LP and certain other parties thereto, dated October 6, 2010. | ||
10 | .65*** | Fourth Amendment to the Operating Agreement of HSRE-Campus Crest I, LLC, dated October 6, 2010. | ||
21 | .1*** | List of Subsidiaries of the Registrant. | ||
23 | .1*** | Consent of Bradley Arant Boult Cummings LLP (included in Exhibit 8.1). | ||
23 | .2*** | Consent of KPMG LLP. | ||
23 | .3*** | Consent of Saul Ewing LLP (included in Exhibit 5.1). | ||
23 | .4*** | Consent of Michael Gallis and Associates. | ||
24 | .1*** | Power of Attorney (included on the Signature Page). | ||
99 | .1*** | Consent of N. Anthony Coles to be named as a proposed director. | ||
99 | .2*** | Consent of Richard S. Kahlbaugh to be named as a proposed director. | ||
99 | .3*** | Consent of Denis L. McGlynn to be named as a proposed director. | ||
99 | .4*** | Consent of William G. Popeo to be named as a proposed director. | ||
99 | .5*** | Consent of Daniel L. Simmons to be named as a proposed director. | ||
99 | .6*** | Certified Resolutions of the Board of Directors of Campus Crest Communities, Inc., dated May 13, 2010. |
*** | Previously filed |