Finance Monthly Deal Maker Awards 2016 Edition

FINANCE MONTHLY DEAL MAKER AWARDS 2016 www.finance-monthly.com 47 Carinthian Compensation Fund’s Debt Restructuring Offer to holders of HETA debt instruments (€ 10.8 billion) Chosen for their involvement in the following transaction: MARK KLETTER & MANFRED KETZER WINNERS: Hausmaninger Kletter is a full service commercial law firm for Austrian and international clients. Its main areas of practice are transactions, M&A, corporate, banking and financial services, capital markets, compliance and dispute resolutions (including arbitration). ABOUT MARK KLETTER Mark heads the transactions and M&A practice of the firm. He studied in Austria, France and Belgium (LL.M. Bruges) and is admitted to the Austrian bar. He is fluent in German, English and French. ABOUT MANFRED KETZER Manfred heads the banking and capital markets practice of the firm. He studied in Austria and USA (LL.M. Duke) and is admitted to the Austrian and the NY bars. He is fluent in German and English. FIRM PROFILE CONTACT Hausmaninger Kletter Rechtsanwälte – GmbH Franz Josefs-Kai 3 A-1010 Vienna, Austria Tel: +43/1/513 95 40 Email: mark.kletter@hhw.at manfred.ketzer@hhw.at Web: www.hhw.at The Austrian Province of Carinthia and its former bank holding entity KLH were statutory deficiency guarantors of debt instruments issued by the (former) Hypo Alpe Adria bank, now called HETA. The bank ran into financial difficulties and is now in the process of being wound down by application of BRRD measures. In order to restructure potential claims under the deficiency guarantees, the Province of Carinthia set up the SPV Kärntner Ausgleichszahlungs- Fonds (KAF; “Carinthian Comensation Fund”), which offered to purchase certain (i) HETA senior debt instruments in exchange for either (y) a specified cash amount or (z) a zero coupon bond issued by KAF and guaranteed by the Republic of Austria (RoA) and (ii) HETA subordinated debt instruments in exchange for either (x) a specified cash amount or (y) a zero coupon bond issued by KAF and guaranteed by the RoA or (z) zero coupon assignable loans issued by the RoA. The highly complex € 10,8 billion transaction also included the financing of the KAF-offers via contributions of the Province of Carinthia as well as credit lines by (indirectly) the RoA, a complex pledge-arrangement and a pre-agreed repurchase structure for the exchange listed, KAF-issued zero coupon bonds. Hausmaninger Kletter acted as legal counsel to the Province of Carinthia, KLH and KAF together with Abel & Abel and Skadden (team Hutter). TRANSACTION REPORT