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Filed under Rule 424(b)(7)
Registration No. 333-28167
Pricing Supplement No. 1 dated November 24, 1997
(To Prospectus Supplement dated October 21, 1997 and Prospectus dated June 11,
1997)
This Pricing Supplement constitutes a term sheet used in reliance on Rule
434, promulgated under the Securities Act of 1933, as amended, (the "Act") and,
when taken together with the Prospectus Supplement and the Prospectus referenced
above, constitutes a Prospectus within the meaning of Section 10(a) of the Act.
990,000 SHARES
BRADLEY REAL ESTATE, INC.
COMMON STOCK
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All of the shares of common stock, par value $.01 per share, offered hereby
(the "Shares") are being sold by Bradley Real Estate, Inc. (the "Company"). The
Company's common stock, par value $.01 per share (the "Common Stock"), is listed
on the New York Stock Exchange (the "NYSE") under the symbol "BTR." On November
24, 1997, the last reported sale price of the Common Stock on the NYSE was
$20.5625 per share.
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<CAPTION>
<S> <C>
Price to Public Per Share:.......................................$20.375
Price to Public:.............................................$20,171,250
Proceeds to Company Per Share:................................$19.740(1)
Proceeds to Company:......................................$19,542,600(1)
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(1) Before deducting expenses payable by the Company estimated at $200,000.
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The Shares offered hereby are offered by PaineWebber Incorporated (the
"Underwriter"), subject to prior sale, when, as and if delivered to and accepted
by the Underwriter, and subject to its right to withdraw, cancel or modify such
offer and to reject orders in whole or in part. It is expected that delivery of
the Shares will be made on or about December 1, 1997.
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PAINEWEBBER INCORPORATED
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USE OF PROCEEDS
The net proceeds to the Company from the sale of the Shares, after
deducting the underwriting discount and expenses, will be approximately
$19,342,600. The Company intends to use the net proceeds to reduce outstanding
indebtedness incurred under its line of credit with the expectation that the
Company may reborrow under the line for the acquisition, development, renovation
and expansion of properties. Following this offering, the Company will have
approximately $25,000,000 of potential availability under the line of credit.
The line of credit matures on March 15, 1998 and currently bears interest at
1.375% over the London InterBank Offer Rate.
UNDERWRITING
The Shares offered hereby are offered subject to the terms and conditions
of an underwriting agreement, dated October 21, 1997, between the Company and
the Underwriter, which contemplates that the offer and sale of the Shares
thereby will be initiated by the Company through the delivery to the Underwriter
of a Securities Purchase Notice. Pursuant to such a Securities Purchase Notice
dated November 21, 1997, the Company has indicated its desire to sell the
990,000 Shares. The Shares will be purchased by the Underwriter at a fixed price
per share equal to $20.5625, the closing price of the Common Stock on the NYSE
on the date hereof, less an underwriting discount equal to 4.0% of such price.
The Underwriter has advised the Company that it proposes to offer the
Shares to the public at the fixed price per share set forth on the cover page
and to certain dealers at such price less a concession not in excess of $0.32
per share; and that the Underwriter and such dealers may reallow a discount not
in excess of $0.10 per share to other dealers.
On November 24, 1997, Bradley Operating Limited Partnership, of which the
Company is the general partner, completed the public offering of $100,000,000
aggregate principal amount of 7% Notes due 2004, in which PaineWebber
Incorporated acted as lead underwriter. In connection with such offering,
PaineWebber Incorporated and the other underwriters participating in such
offering received compensation through underwriting discounts and commissions
equal to 0.625% of the aggregate principal amount of the notes sold.
