Home / People / Dr. Sebastian Orthmann
Portrait ofSebastian Orthmann

Dr. Sebastian Orthmann, EMBA (M&A)

Partner
Rechtsanwalt | Head of Real Estate & Public, CMS Germany

CMS Hasche Sigle
Stadthausbrücke 1-3
20355 Hamburg
Germany
Languages German, English, Spanish

Sebastian Orthmann provides advice to national and international investors and project developers on the acquisition and sale of companies as well as real estate and real estate portfolios (domestic and cross-border), both in the form of asset deals and share deals. He also focuses on advising on joint ventures, corporate structuring measures, project developments, commercial lease law and financing.

His clients include institutional investors, banks, asset managers, family companies and public authorities as well as corporates from the automation, chemical, cosmetic, electrotechnical, logistics, retail, IT and manufacturing sectors.

Sebastian joined CMS in 2004 and has been a partner since 2011. He has a postgraduate diploma in Real Estate Economics (ADI) and long-standing experiencing lecturing at IRE|BS.

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„sehr guter, erfahrener Transaktionsanwalt“, Mandant

JUVE Handbuch, 2023/2024

„Oft empfohlen“ für Immobilien- und Baurecht

JUVE Handbuch, 2023/2024

Listed as notable practitioner

Chambers Europe, 2023

Listed as leading individual

Chambers Europe, 2023

Listed for Real Estate

Deutschlands beste Anwälte 2023 – Handelsblatt in Kooperation mit Best Lawyers

Listed for Corporate

Deutschlands beste Anwälte 2023 – Handelsblatt in Kooperation mit Best Lawyers

Listed for Mergers and Acquisitions

Deutschlands beste Anwälte 2023 – Handelsblatt in Kooperation mit Best Lawyers

"Sebastian Orthmann comes 'warmly recommended' by a client who notes that he 'supported us extremely well'."

Chambers Europe, 2021

Listed as notable practitioner

Chambers Europe, 2021

"excellent support in examining complex real estate issues, solution-oriented", client

JUVE German Commercial Law Firms 2021 (GCLF)

"very competent", client

JUVE German Commercial Law Firms 2019 (GCLF)

"Hamburg-based Sebastian Orthmann, who is singled out for his ‘in-depth knowledge’ and ‘thorough work’ […]."

The Legal 500 EMEA, 2018

„Zuletzt stemmten auch die Energie- u. Immobilienpraxen (Dr. Sebastian Orthmann) große Transaktionen […].“.

JUVE Handbuch, 2017/2018

"Sebastian Orthmann handles corporate law issues and transactions for real estate investors. His clients say: ‘He looks for a solution that is useful rather than just theoretical.’"

Chambers Europe, 2014

"deal-oriented and yet precise", competitor

JUVE German Commercial Law Firms 2014 (GCLF)

"Recommended" for Real Estate

JUVE German Commercial Law Firms 2022 (GCLF)

"Sebastian Orthmann delegates to members of his team as far as they are able to fulfill the corresponding task. This is in the interest of everyone involved. At the same time, he remains informed about the matter and can be contacted directly. That’s how it should be.", client

The Legal 500 EMEA, 2022

"Sebastian Orthmann’s CMS team is extremely conscientious, but at the same time accessible to practical solutions. The consultancy is obviously driven by performance in terms of content and not by maximizing profits.", client

The Legal 500 EMEA, 2022

"he has a very good overview on the whole transaction process and it is easy to work with him.", client

Chambers Europe, 2022

Listed as Leading Individual

Chambers Europe, 2022

Notable practitioners

Chambers Europe, 2022

Relevant experience

  • ECE | On acquisition and sale of various shopping centres in Germany and other European countries (asset and share deal).
  • GRR | On acquisition of 42 discounters, specialist retailers and shopping centres in Germany.
  • Hermann Friedrich Bruhn | Long-standing comprehensive advice on the acquisition and sale of various properties in all asset classes, including project development and maintenance of Marktplatzgalerie Bramfeld, project development and sale of the Welcome hotel in Frankfurt and regeneration of Hamburger Meile in a joint venture with ECE and subsequent sale to Real I.S.
  • IVG Immobilien | On sale of TRIUVA shares in PATRIZIA.
  • Gator | On sale of three office properties and one residential property in Hamburg in a structured bidding process (asset and share deal with leaseback).
  • Panattoni | On acquisition and development as well as sale of various logistics properties.
  • Phoenix Contact | On acquisition of various companies.
  • Ramboll | On acquisition of various companies and structuring of German group companies.
  • Unilever | Change of location: termination of Unilever-Haus lease agreement and new lease in Hamburg.
  • Union Investment | Advice in takeover of investment companies of Austrian Volksbanken.
  • Union Investment Real Estate | On acquisition of three shopping centres in Germany and Italy (asset deal and share deal) in a structured bidding process.
  • Universal-Investment | On acquisition (share deal) of a high street portfolio consisting of 90 objects from German and Luxembourgish companies.
  • Warburg-HIH | On acquisition of various office and retail properties.
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Publications

  • Haftung und Insolvenz im GmbH-Recht, Kapitel B.IV. zum Kapitalersatz gemeinsam mit Dr. Nancy Gruschinske, Hrsg. Holzborn/v. Vietinghoff, München 2013, S. 82ff
  • Leitfaden für die Bestellung von Sicherheiten im Rahmen von Bankdarlehen gemeinsam mit Philipp Weber, BB 2012, S. 1039ff
  • Forum Mergers & Acquisitions 2011, Nachvertragliche Wettbewerbsverbote im Unternehmenskaufvertrag zu Lasten eines Gesellschafter-Geschäftsführers gemeinsam mit Dr. Till Soyka, Hrsg. Wollersheim/Barthel, Wiesbaden 2011, S. 95ff
  • Bewertung von Bestandsimmobilien durch Immobilieninvestoren nach HGB und IFRS im Lichte der Finanzkrise, Bewertung von Bestandsimmobilien durch Immobilieninvestoren nach HGB und IFRS im Lichte der Finanzkrise, Hrsg. Birk/Bruse/Saenger 2010, p. 131 ff
  • Fair-Value-Ermittlung bescherte bisher Gewinne, Immobilienzeitung vom 1. Oktober 2009, p. 39
  • Sri Lanka (k)ein Steuerparadies für ausländische Investoren?, RIW 2004, p. 682 ff
  • Betriebliche Altersversorgung im Jahresabschluss nach HGB,US-GAAP und IAS, Tenea Verlag 2003
  • Buchbesprechung zum "Praktiker-Handbuch zur Umsetzung der betrieblichen Altersversorgung" von Dr. Axel Schack, Karsten Tacke, Dr. Jens T. Thau, Betriebs-Berater 2003, p. 43
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Lectures list

  • Panelist bei PropertyEU am 12.11.2020 zum Thema: Resetting Real Estate: Covid-19 and the rise of ESG and social purpose
  • Feldhoff Real Estate Forum Hamburg 2020 am 24.09.2020, Interview zum Thema "Quartiersmanagement der Zukunft: Vom Marketing zum Community Building"
  • Chair zum Thema Build To Rent Resi – Cradle to grave, goldmine or mid market pocket? bei der GRI in Paris (September 2019)
  • Feldhoff Real Estate Forum Hamburg 2019 am 18.06.2019, Podiumsdiskussion zum Thema "Commercial Real Estate"
  • Moderator zur Veranstaltung Künstliche Intelligenz, smart Date und Digitalisierung in der Immobilienwirtschaft 2019 (Mai 2019)
  • Conferencier der Veranstaltung PropTech – Die Zukunft der Immobilienbranche ist digital in Berlin (März 2019)
  • Vortrag Rechtliche Trends auf dem europäischen Immobilien-Investmentmarkt 2018 (CMS European Real Estate Deal Point Study 2018) (November 2018)
  • Moderator eines Panels zu ICOs bei der Future PropTech in Berlin (September 2018)
  • Feldhoff Real Estate Forum Hamburg 2018, Podiumsdiskussion zum Thema "Der Projektentwicklungsmarkt Hamburg"
  • Feldhoff Real Estate Forums Hamburg 2017 am 11.07.2017, Podiumsdiskussion zum Thema "Der Hamburger Investmentmarkt"
  • Conferencier der Veranstaltung PropTech in Berlin (November 2016)
  • Moderator des Real Estate Forums 2016 in Hamburg (Juli 2016)
  • Moderator des Seminars Akzeptanz schaffen - Bürgerbeteiligung bei Bauprojekten (Juni 2016)
  • Moderator der CMS Real-Estate-Investorenkonferenz in Frankfurt (März 2016)
  • LawUpdate für Investmentberater: Trends in der Vertragspraxis bei Immobilientransaktionen (Februar 2016)
  • Vorstellung der CMS European M&A Study 2015 - Neueste Ergebnisse (April 2015)
  • Moderator der CMS Real-Estate-Investorenkonferenz in Frankfurt (Februar 2015)
  • Vorstellung der CMS European M&A Study 2014 - Neueste Ergebnisse (April 2014)
  • Marktentwicklungen im Immobilientransaktionsmarkt in Deutschland, Kopenhagen, November 2012
  • Vorstellung der CMS Real Estate Deal Point Study 2011, Gestärkter Immobilienmarkt - aktuelle Entwicklungen, November 2011
  • Strukturierung von Joint Ventures und deren Fallstricke, Regionaltreffen der RICS und ADI Alumni, Mai 2011
  • Vorstellung der CMS Real Estate Deal Point Study 2010, Oktober 2010
  • Asset Deal oder Share Deal bei Immobilientransaktionen, Regionaltreffen der ADI Alumni, Juni 2010
  • Geheimhaltungsvereinbarungen: Zahnlose Tiger? Fallstricke und effektive Rechtsverfolgung, Mandantenseminar, November 2009
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Education

  • Diploma in Real Estate Economies (ADI)
  • Executive MBA Mergers & Acquisitions (EMBA)
  • Trainee lawyer in Mainz, including placements at a major law firm in Frankfurt and a commercial law firm in Colombo (Sri Lanka)
  • PhD; thesis on accounting law
  • Law studies in Mannheim, Alicante and Mainz
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Feed

25/03/2024
CMS advises on project financing for land-based terminal in Stade
Hamburg – Hanseatic Energy Hub GmbH (HEH) has achieved financial close for the project financing to develop and realise the planned terminal for liquefied gases in Stade. Total investment is some EUR 1.6 billion. Achieving financial close represents a major milestone for Hanseatic Energy Hub GmbH’s land-based terminal.A multi-dis­cip­lin­ary and multi-location CMS team headed by Dr Hilke Herchen and Dr Holger Kraft advised Hanseatic Energy Hub GmbH on developing the project and on preparations to secure the project financing. This included corporate law advice with a particular focus on developing and optimising corporate governance, and on the associated links to the project financing. This advice marks a continuation of the existing close cooperation between HEH and CMS. The CMS team has been providing advice on an ongoing basis since the start of the project, with support for project development around corporate, operation & maintenance and real estate matters in particular. This has included advising on various shareholders joining the project, with a recent example being Enagás S.A. as industrial partner in June 2023. The CMS team conducted a comprehensive due diligence check to put the project financing on a solid footing. The first expansion phase of the project will see an emission-free terminal begin operating in 2027. Its infrastructure is also approved for bio-LNG and synthetic natural gas (SNG). At a later stage, the project will be switched over to hydrogen-based energy carriers such as ammonia. The planned regasification capacity is 13.3 billion cubic metres per year and the send-out capacity is 21.7 gigawatt. From March 2024 until the onshore terminal becomes operational, Hanseatic Energy Hub GmbH will also accommodate one of the five FSRUs (Floating Storage and Regasification Units) chartered by the German federal government. CMS Germany Dr Hilke Herchen, Lead Partner Dr Holger Kraft, Lead Partner Matthias Sethmann, Principal Counsel Dr Luise Pelzer, Counsel Dr Stefan Kühl, Senior Associate Dr Carl-Friedrich Thoma, Senior Associate Dr Josephine Doll, As­so­ci­ate Domin­ic Zimmer, Associate Dr Christian Seeburger, Associate, all Corporate/M&A Dr Fritz von Hammerstein, Partner Katja Meisel, Senior Associate Jan Gröschel, Senior Associate, all Per­mit­ting Mar­tin Krause, Partner Dr Sebastian Orthmann, Partner Dr Hans Fabian Kiderlen, Principal Coun­sel Chris­toph­er Schmeckel, Senior Associate Wiebke Westermann, Associate, all Real Estate Dr Friedrich von Burchard, Partner, Energy & Climate Change Dorothée Janzen, Part­ner  Chris­toph Zarth, Partner Robin Azinovic, Associate, all Commercial Dr Kerstin Block, Partner, Banking & Finance  Dr Martin Mohr, Partner Dr Olaf Thießen, Principal Counsel, both Tax Dr Sebastian Cording, Partner Dr Anna Lena Füllsack, Senior Associate, both TMC Dr Michael Bauer, Partner Luisa Thomasberger, Associate, both Antitrust, Competition & Trade Dr Philipp Nonnenmühlen, Counsel, Labor, Employment & Pensions Dr Martin Gerecke, Partner, IP Birgit Wagner, Legal Manager, Smart OperationsPress Con­tact presse@cms-hs. com
17/03/2023
CMS advised Tree Energy Solutions on its joint venture with Fortescue Future...
Hamburg – CMS has advised Tree Energy Solutions (TES) on its joint venture with Fortescue Future Industries (FFI) to develop the Wilhelmshaven energy import terminal. TES has found a new partner in...
31/01/2023
Photovoltaik, Immobilien und Steuerrecht
Faced with the ongoing energy crisis and ESG compliance requirements, companies are constantly asking themselves how they can deal with rising electricity prices and what energy supply alternatives are available. One environmentally friendly solution is often mentioned: photovoltaic systems. In today’s podcast in the “bei­geSTEUERt” series, Dr Hendrik Arendt talks to Dr Niklas Ganssauge, Dr Sebastian Orth­mann and To­bi­as Schneider about the issues raised by PV systems in relation to real estate law, energy law & tax law.
17/01/2023
ESG in the real estate industry – quo vadis?
ESG factors and corresponding legal regulations have become increasingly important in the real estate industry. This is because they effect the entire life cycle of a property - from financing and planning...
06/07/2022
Repurposing Real Estate: The future of the world's towns and cities
A radical rethink for global property – and where we live, work and play As the real estate world emerges from the pandemic it is clear that all around us the urban landscape is changing. Many properties are obsolete but also have exciting futures with new uses. Our town centres and cities are undergoing fundamental change – which all adds up to a world focused on Repurposing Real Estate. Now in its tenth year, our Real Estate Thought Leadership series has covered topics such as the rise of international investment in the UK, the growth of tech, the future of the office, the rapid rise of industrial & logistics and the arrival of build-to-rent as a major asset class. This year, with the Government having published its Levelling Up & Regeneration Bill, we focus on the future of towns and cities not only in the UK but in a series of key global investment hubs: Germany, France, the Netherlands, Spain, Singapore and the United Arab Emirates. After two years of lockdowns, working, shopping and socialising at home, a debate is raging about the future of town and city centres. Will they recover? How will they look in ten years? Will urbanisation go into reverse? And what does this mean for the real estate world?In `Repurposing Real Estate’ we provide the first answers having polled more than 300 leading industry professionals and almost 15,000 global consumers. The results are fascinating: almost a third of real estate is earmarked for conversion – with retail and offices to housing the most popular choices. Consumers want more green and open space, having spent too long confined to their own homes. But the good news is that investors, having come through the pandemic, are still confident in real estate as an asset class. The big changes will be in what property they invest in, meaning the places we live, work and play in may be very different in the years to come.
20/12/2021
Coalition agreement: Green light for the real estate industry?
Germany’s new traffic-light coalition is taking shape. How will it affect the real estate industry?
23/09/2021
CMS advises private Jacobs University Bremen on sale to Schaffhausen Institute...
Hamburg – The private Jacobs University Bremen has a new majority owner in Schaffhausen Institute of Technology, a private Swiss educational and research institution. Dr Andreas Bovenschulte, President...
07/09/2021
CMS advises Deutsche Seereederei on joint venture with DER Touristik
Hamburg – DSR Holding, a subsidiary of Deutsche Seereederei, and the DER Touristik Group are teaming up to form a joint venture. The two companies each hold 50% of the newly established DR Hospitality...
30/04/2021
Germany
Recent work highlights Investment and disposal Advised Commerz Real on the acquisition of the "Millennium portfolio" from Generali Lebens­ver­sicher­ung. The portfolio comprises 49 office, residential and retail properties with a total rental area of over 352,000 square metres at central locations in German cities. Advised Invesco Real Estate on the sale of the "Prime Four" residential portfolio to Real I.S. The total area of the portfolio is approx. 69,400 square metres with approx. 760 residential and 32 commercial units. Advised DIC Asset on the launch of its largest fund to date with a gross investment volume of EUR 1.6 billion. Subsequently advised on the acquisition of the start-up property Deka Office Hub in Frankfurt from Lang & Cie. AG by way of a forward share deal with a value of approx. EUR 375 million. Advised Allianz Real Estate on the sale of Skyper office property in Frankfurt to a group of HDI Deutschland companies. Skyper is a high-rise building designed for multi-tenant use. It offers around 54,000 square metres of flexible rental space across 35 floors. Advised Allianz Real Estate on the acquisition of 75 % of a portfolio consisting of three office buildings in London's West End worth over EUR 440 million from British Land. Advised real estate investor x+bricks Group on a conditional purchase agreement with the SCP Group for 34 grocery-anchored properties in Germany with a total rental area of some 425,000 square metres. The agreement gives x+bricks access to a property pipeline worth more than EUR 1 billion (GAV – gross asset value). Managers and occupiers Advised Louis Vuitton, Loewe, Givenchy, Berluti, Douglas, Klingenthal and DECATHLON among others on an ongoing basis on asset and property management issues. Recently extensive advice on various COVID-19-related issues. Advised Santander, axion, Allianz Real Estate, Amundi on an ongoing basis on asset and property management issues relating to existing real estate in Germany. Advised Cilon on the lease agreements for the twelve-storey office tower "Sky Eschborn". The main tenant is the Korean automotive supplier Mobis Parts Europe N.V., a Hyundai Motor Group company which has rented around 9,500 square metres of office space. Advised easyJet Airline Company on planned construction of maintenance hangar at Ber­lin-Branden­burg Airport. A CMS team provided comprehensive legal advice during the negotiations and the contractual arrangement of the lease. The hangar will be used for the maintenance of the airline's European fleet and covers an area of approximately 10,000 square metres. EasyJet is also relying on CMS for advice on the construction of the hangar. Financing Advising ELIREF, an Aberdeen Fund, on the financing of the acquisition of a pan-European real estate portfolio. Advised Global Tech Offshore Wind, the operating company behind the 400 MW Global Tech I wind farm in the North Sea, on all legal aspects of a comprehensive refinancing of existing loans. An international CMS team has been providing the operating company with legal support on a regular basis since the project was launched in 2011. Throughout realisation, CMS has provided comprehensive advice on project planning, construction and further rounds of financing. This is one of the first project finance arrangements for an offshore wind farm in Germany. Advised a German pension fund on the financing of Frankfurt 'FOUR' high-rise complex. Each of the four towers under construction was independently financed, including the relevant part of the shared base building. Total investment in the project amounts to more than EUR 1 billion. Advised DIC Asset on all legal aspects of purchasing and financing of the LOOK 21 property in the centre of Stuttgart for around EUR 122 million on behalf of a special AIF. Advising an international insurance company on the review of its entry as a syndicated lender into the financing of a pan-European real estate portfolio with a volume exceeding EUR 500 million. Planning and environmental Advised VERBUND power plant Jochenstein in the planning approval procedure for the construction of a 300 MW pumped storage power plant on the German-Austrian border. Many environmental and planning law as well as procedural issues. One of the largest storage projects in Germany, measure recognised by EU Commission as a PCI. Advised a pharmaceuticals and biotech company on the development plan procedure for the intended plant expansion, in particular on issues relating to planning law, nature conservation and species protection law and water law, local infrastructure issues and local infrastructure charges law, including negotiation of urban planning agreements. Advised an biotech company on the public-law due diligence review in connection with the acquisition of a biotechnology site in Marburg and advice and legal opinion on public-law approval requirements, especially under the German Emission Control Act (BImSchG) at a manufacturing site for highly specialised pharmaceuticals. Advice [kcts] to the Federal State of Brandenburg on environmental law, including advice on contamination law in the course of negotiations on the purchase agreement for the sale of an industrial site to TESLA. Advice and representation of Femern A/S in the planning approval procedure for the Fehmarn Belt Fixed Link. The planned combined railroad and freeway tunnel linking Fehmarn (Germany) and the island of Lolland (Denmark) is one of the largest infrastructure projects in Europe, with an investment volume of more than EUR 7 billion. A CMS team provided comprehensive legal advice on the preparation of the cross-border Environmental Impact Assessment (EIA), the legal management of more than 13,000 objections and the successful representation of Femern A/S before the Federal Administrative Court in legal proceedings brought by several environmental associations, a ferry operator, several municipalities, landowners and other affected private parties over the planning approval decision. Construction and development Advice to INEOS Phenol on the development of a new large-scale cumene production plant in Marl Chemical Park. The advice covers the entire project development with a mul­tidiscip­lin­ary approach, including distribution, license, site establishment, real estate, planning and construction agreements. Advising a project development company on public procurement law in connection with the planned construction of a new cultural facility and a high-rise building with an impact on urban development as well as the legal structuring of the development process with regard to the involvement of a real estate fund. Furthermore, advice on public procurement law with regard to the tendering obligation and applicable award procedures for the lease of a new public authority building to be constructed for security authorities, and other private and public users. Moreover, advice on public procurement, public building and planning as well as state aid law with regard to the development and transaction of a property and its further lease to a contracting authority. Advising a financing institution on the procurement and subsidy law requirements for the construction of a nursing home. Furthermore, advice on public procurement law in connection with the finance lease of trams. Advising a US real property developer in connection with entering the European market. Our comprehensive advice includes the acquisition of real property, the development of eight logistics centres in Germany, several general contractor agreements with construction companies, framework agreement, financing and portfolio exit. Advising Leipzig 416 GmbH on the negotiation of an urban development agreement and four real property purchase agreements for community facilities for residential areas and public transport areas with the City of Leipzig for the Leipzig development area "Eutritzscher Freil­ade­bahnhof". The project development is the largest in the new federal states, covering approx. 25 ha, where approx. 2,400 flats, commercial areas, a school and sports campus as well as two day-care centres are to be built. 
12/02/2021
Off-market transaction: CMS advises property fund BERENBERG Real Estate...
Hamburg – Open-ended property special fund BERENBERG Real Estate Berlin, which was launched by Berenberg in conjunction with Uni­ver­sal-In­vest­ment as the investment management company, has acquired the...
04/02/2021
CMS advises Warburg-HIH Invest on acquisition of Stapelwerk business campus...
Hamburg – Warburg-HIH Invest Real Estate GmbH (Warburg-HIH Invest) has acquired the Stapelwerk business campus in Hamburg from aurelius Meiendorf GmbH. Located at Meiendorfer Straße 205, the site comprises...
29/01/2021
CMS advises British listed real estate investment company CLS on portfolio...
Ham­burg/Stut­tgart – CLS Holdings plc. has acquired a portfolio of three properties via a vehicle by way of a share deal through three separate real estate companies. The portfolio comprises office properties...