Heritage's increased size, larger portfolio, stronginstitutional sponsorship with the New England Teamster andTrucking Industry Pension Fund and Prudential Insurance, which ownthe majority of its preferred and common stock, should help tosupport its long-term growth, Moody's noted. But, post-mergerintegration risks, its multiple market expansion strategy andchallenges in the retail industry pose risks.

Other factors that influenced the rating are Heritage's complexorganizational and legal structure, its need to combine operatingand accounting systems and its limited operating history as a REIT.Although senior management is experienced and knowledgeable,according to Moody's, it has not been together for very long andhas yet to demonstrate its ability to add value to a large, diverseproperty portfolio.

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