act legal Romania assisted Louis Delhaize in the sale and lease-back of Cluj commercial centre to Studium Green, a leading Romanian real estate developer

act Botezatu Estrade Partners assisted the Belgian group Louis Delhaize in yet another high-profile M&A real estate transaction – the sale and lease-back of the Cluj commercial centre anchored by Cora to the leading Romanian real estate developer Studium Green.

The team of real estate and M&A lawyers was led by M&A Partner Laura Estrade and Real Estate Partner Mihaela Poșircă together with Counsels Iustina Sima and Andrei Mureșan.

act Botezatu Estrade Partners assisted in all phases of the transaction, including setting up the Data Room, structuring the transaction, drafting and negotiating the contractual documentation consisting mainly of the share transfer agreement and the long-term lease agreement for existing hypermarket premises.

Thanks again to Mihaela, Laura and act team, special mentions to Iustina and Andrei of course. It is always great to have them onboard, knowing that the transactions are definitely well handled and smooth. We are glad to close the real estate chapter after having sold 6 hypermarket properties to Supernova last December and now Cluj to this best in class real estate developer Studium Green. This transaction will provide a significant retail and mixed use redevelopment potential for the near future, and will definitely benefit Cora as a tenant.” – Josselin Granier, Group Real Estate Director at Louis Delhaize.

Studium Green was assisted by Reff & Associates, the Deloitte legal practice in Romania.

About act Botezatu Estrade Partners

act Botezatu Estrade Partners is the Romanian office of act legal, a strong alliance with 300 attorneys in 9 offices located in important markets in continental Europe.

act legal operates as a one-stop shop, offering cross-border regional full-service legal support to companies and investors that intend to do business in or already have a footprint in continental Europe.

For more updates on the firm’s activity, you can follow its LinkedIn page.

Prime Properties, a Luxembourg-based investment fund acquires two German elderly homes with support from AC Tischendorf

Prime Properties is a Luxembourg-based investment fund, managing more than 700 million € of real estate assets (healthcare, residential, office and retail) in 7 European countries.Through its sub-fund “Assisted Living Core”*, Prime Properties acquired two prestigious senior residences located in Baden-Württemberg, Germany from the French ORPEA GROUP.

The two residences gather 175 rooms and 49 appartments (assisted living) with a total useable space of approximatively 15,000 sqm. One residence ‘Weingarten Nursing Home’ is still under construction and is located in the inner-city area of Weingarten (near Karlsruhe). The other one ‘Haus Edelberg Senior Citizens’ is located in the center of Elchsheim-Illingen and was built and delivered in 2020. Both residences will continue to be operated by ORPEA and were for this purpose leased back from ORPEA on a long-term basis. Accordingly, both transactions were structured as ‘Sale & Lease Back’ agreement. The purchase price ranges in the higher double-digit million range.

Both buildings will continue to be operated by ORPÉA and were, for this purpose, leased back from ORPÉA on a long-term basis. Accordingly, the transactions were structured as Sale & Lease Back transactions.

In addition to negotiating the purchase and lease agreements for both buildings, AC Tischendorf also rendered advice, as well as undertaking matters of drafting, with regard to the German corporate structure of the acquiring companies. Furthermore, we assist in the acquisition financing concerning in legal matters. The internationally active ORPEA Group, head-quartered in Paris, is one of the world’s leading providers in the field of comprehensive long-term care (nursing homes, rehabilitation facilities, psychiatric hospitals). ORPEA, which is listed on the Paris stock exchange, operates more than 1,110 nursing and healthcare facilities in 23 countries.

Background info:

For Prime Properties this was a first regarding the purchase of real estate in Germany. ACT was recommended by the Luxembourg law firm KleyrGrasso.

In this transaction, ACT benefited from its strong international wiring and its proven expertise in the field of nursing care real estate.

Advisor Prime Properties:

act AC Tischendorf Rechtsanwälte: Dr. Tara Kamiyar-Müller (Real Estate Law, Lead), Dr. Fabian Laugwitz, MBA, LL.M. Eur. (Commercial tenancy law), Dr. Matthias Müller, MBA (Real Estate Law, Corporate), Tristan Sartorius (Real Estate Law), Sarah Landsberg (Corporate), Marcus Columbu (Finance); Jessica Zenz-Spitzweg (Project Management)

Baker Tilly: Dr. Peter Eggers, David Kubisch (Tax)

act BSWW legal & tax advises AmeriGas on lease agreement with HB Reavis Poland

The act BSWW legal & tax real estate team provided comprehensive legal advice in negotiations of a lease agreement with HB Reavis Poland, concerning office premises in the Forest office complex at Burakowska 14, in the post-industrial part of Warsaw. Forest has been given the BREEAM and BREEAM Communities certificates, on top of winning an award granted by the Ecological Construction Association.

The client was advised by Marta Łobzowska (Senior Associate) in cooperation with Marta Kosiedowska (Partner).
AmeriGas is a leading supplier of LPG in Poland. The company is part of UGI International, which belongs to the American UGI Corporation.

HB Reavis is a development company operating in Poland, the UK, the Czech Republic, Hungary and Slovakia, specializing in the development of workspaces.

The real estate team at act BSWW legal & tax is one of the biggest among Polish law firms. Our practitioners advise on all types of real estate projects, with a strong focus on large development, retail and office projects. They act for a wide range of international, domestic and regional clients, including developers, property owners, asset managers, investors, lessors and lessees.

act legal Germany advises ADVENIS Germany on the acquisition of core office property “West 10” in Würzburg

act legal Germany provides comprehensive advice on cross-border real estate deals. The investment and asset manager Advenis has again acquired a high-quality office property complex in Germany for the French real estate fund Eurovalys. This is the 30th office property for the open French real estate fund Eurovalys. The fifth purchase in Germany in 2021 was made in Würzburg and thus again in Bavaria. ADVENIS had hair there in Munich Struck only a month ago. The seller of the “West10” is the Würzburg project developer Beethoven Development GmbH, who completed the property at the end of 2020. The “West10” that for around EUR 27.5 million will be managed by ADVENIS in the future and in 2015 launched SCPI Eurovalys. The fund mainly invests in German office properties in the German top 7 locations. Objects are mixed in in prosperous regional centers.

act legal Poland advises Adventum on the acquisition of Mercedes-Benz building

Adventum Group, an investment fund manager operating internationally, has acquired the Mercedes-Benz building in Warsaw.

act BSWW legal & tax provided Adventum with comprehensive legal assistance related to the transaction. The services rendered by the law firm included due diligence of the property, drafting transaction-related documents, and negotiation support.

The law firm also advised Adventum throughout the financing process related to this acquisition. Among others, it negotiated the terms and conditions of the facility agreement with the lender, i.e. Bayerische Landesbank.

The transactional team was led by Marta Kosiedowska (Partner) and Marek Wojnar (Managing Partner). The due diligence audit was prepared under the supervision of Katarzyna Marzec (Partner).

The financing team was led by Marta Kosiedowska (Partner), supported by Mariusz Grochowski (Senior Associate).

“It is the second project acquired by Adventum in Poland this year. In June, Adventum purchased Marynarska Point 1 in Warsaw, and we know that our client is far from having said its last word. We are pleased to have been given the opportunity to support Adventum on all of its Polish acquisitions so far,” says Marta Kosiedowska, Partner at act BSWW legal & tax.

“We are proud to witness the rapid growth of our client in Poland. Adventum acquired its first real property in Poland in July 2019, gradually expanding its portfolio which now consists of six prestigious office buildings located in Poland’s major cities,” adds Marek Wojnar, Managing Partner at act BSWW legal & tax.

Mercedes-Benz building is a modern office development which has served as the headquarters of companies from the Mercedes-Benz Group for many years.

Adventum Group is a group of boutique investment fund management companies focused on Central European real estate investments. The Group’s personnel includes highly experienced real estate professionals with CFA, NRW and MRICS qualifications, with a combined investment experience of 70+ years. The group has so far executed investments in the CEE region with a total value of over EUR 1.5bn.

act legal Poland advises Adventum on refinancing of an office building in Poznań

Adventum, an investment fund operating internationally, has successfully closed the refinancing of Poznań Financial Centre. The new financing has been secured by Berlin Hyp AG.

act legal Poland advised Adventum throughout the whole refinancing process. The services provided by the law firm included drafting transaction-related documents, negotiation support and transaction-related advice.

The project was led by Marta Kosiedowska (attorney-at-law, Partner) and Marek Wojnar (attorney-at-law and Managing Partner, co-heading the real estate practice of the law firm). They were supported by Mariusz Grochowski (attorney-at-law, Senior Associate).

We are pleased to advise Adventum on another project regarding financing of its real estate operations in Poland – says Marta Kosiedowska.

Adventum is a group of boutique investment fund management companies focused on Central European real estate investments.

Berlin Hyp AG was represented in the process by Deloitte Legal.

BNP Paribas Real Estate report in cooperation with act legal

How did the first months of the pandemic affect developers’ timelines, investment plans and tenants’ expectations in four largest CEE countries? Were the investors operating in Poland, the Czech Republic, Hungary and Romania rattled or shattered by the first two waves of the medical crisis? To what extent could the pandemic disrupt business strategies? Which sectors turned out to be most immune to COVID-19 and how did labor markets react to all of that?

These questions are addressed in BNP Paribas Real Estate’s report, “How R U CEE?” developed in cooperation with act legal, Hays, the French-Polish Chamber of Commerce, the Netherlands-Polish Chamber of Commerce and the Belgian Business Chamber.

The report provides an overview of the commercial real estate market, broken down into specific segments, from the perspective of developers and investors in the Central and Eastern Europe.

act legal professionals from Poland, the Czech Republic, Hungary and Romania share their views on current trends in the CEE commercial property market and legal aspects of COVID-19’s impact, while also commenting on recent amendments to legal and tax regulations, which are relevant for investors.

Pioneering real estate deal: Captiva acquires two new construction quarters in Bavaria from KRE Group

The Hamburg-based investment and asset manager Captiva has acquired two inner-city quarters with around 20,000 m² of rental space from the KRE Group in Bamberg, which are currently under construction. These large-scale projects consist of the “Lessing Quarter”, centrally located in Bamberg, and a quarter on the former site of a large brewery in Lohr in northern Bavaria. 

The majority of the rental space at both locations will be used for “assisted living”, complemented by additional medical services. In addition, the rental space of to be used for local supply, offices and boarding houses, emphasizing the urban character.

The properties will be part of the initial portfolio of the special AIF “Captiva Gesundheitsimmobilien Deutschland 2”. The fund is managed by IntReal as a service KVG.

The transaction volume amounts to approximately 75 million euros. The transaction, which is expected to close in the second quarter of 2021, was brokered by Cushman & Wakefield.

Background: act legal Germany has already advised KRE Group concerning acquisitions and sales on several occasions.

In this transaction, act legal Germany benefited from working in small teams with high “partner retention” ,thus navigating this complex deal to success in a short time.

act legal Poland advises on transaction comprising sale of 11 A-class office properties

act legal Poland (BSWW) advised management boards of disposed companies on the sale of completed and under-construction office buildings owned by Buma development company to fund managed by Partners Group, the global private markets investment manager.

The transaction comprised the sale of 11 A-class office properties from BUMA’s portfolio, including two sites under development, with a total leasable area (GLA) of approx. 125 000 sq. m., located in Kraków and Wrocław to Partners Group.

The law firm’s team was led by Michał Wielhorski (Managing Partner) and included Michał Sołtyszewski (Partner), Mateusz Prokopiuk (Partner), Alicja Sołtyszewska (Partner) and Katarzyna Marzec (Partner).

Clifford Chance team composed of Bartosz Kaniasty, Tomasz Derda, Joanna Satkiewicz, Tomasz Walerowicz and Joanna Kurdusiewicz, advised the closed end fund and private owners of Buma company.

Oleś & Rodzynkiewicz law firm composed of Krzysztof Rysz, Marcelina Domagała and Tomasz Ferenc advised the closed end fund, as the owner of the disposed shares.

Partners Group was advised by Greenberg Traurig and Goodwin Procter law firms.

Check out our LinkedIn post for this news here.

Abolition of real estate acquisition tax and statutory pre-emptive right

We would like to inform you that the Government of the Czech Republic (the “Government”) has decided, not only in connection with the COVID-19 pandemic, to abolish certain legal institutes related to the real estate transfer.

It particularly concerns an abolition of:
(i) Real estate acquisition tax; and
(ii) Statutory pre-emptive right between co-owners.

While the Government has decided to abolish the real estate acquisition tax mainly in order to stimulate the real estate market, the reason for abolishing the statutory pre-emptive right is not so clearly detectable.

Abolition of real estate acquisition tax
As of 30 April 2020, the Government approved a draft law to abolish the real estate acquisition tax. The draft law is obliged to go through the standard legislative process. However, regarding the fact that it is a government law proposal, its relatively fast approval and adoption can be expected.

The abolition of this tax shall be effective retrospectively and shall apply (i) to all real estate acquisition for which registration in cadastre of real estate (completion of the registration proceedings) was made in December 2019 and later, and (ii) to all real estate not registered in the real estate cadastre if the agreement on their transfer entered into force in December 2019 and later. The tax due date has been already postponed by government measures. Those, who have already paid the tax, shall be entitled to claim a refund.

The related tax deductions of interest on housing loans shall be abolished with the effect from the beginning of January 2022. Thus, persons who acquire ownership of real estate in the meantime (from December 2019 to the end of the year 2021) shall not be obliged to pay the acquisition tax, but at the same time the possibility to reduce the tax base through respective deductions shall be maintained for them.

Abolition of the legal pre-emptive right between co-owners
The statutory pre-emptive right in case of a transfer of co-ownership share on the real estate has been returned into Czech legal order in 2018. However, with the effect from 1 July 2020, the current form of this institute will be abolished and the respective provisions of the Civil Code will be restored to their original form.

In practice it above all entails that the statutory pre-emptive right applies only in situations where the so-called undivided co-ownership has been established by a disposition mortis causa (typically testament, inheritance contract) or by another legal fact in a way that made it impossible for the co-owners to affect their rights and obligations from the very beginning. Furthermore, the statutory pre-emptive right to a co-ownership share shall only last 6 months from the establishment of the undivided co-ownership and will not apply to transfers to certain family members or other co-owners.

If you have any questions about real estate transfers, please, do not hesitate to contact us at