Inter-American Development Bank Issue of Debt (2997E)
November 03 2015 - 1:00AM
UK Regulatory
TIDM42BI
RNS Number : 2997E
Inter-American Development Bank
02 November 2015
PRICING SUPPLEMENT
Inter-American Development Bank
Global Debt Program
Series No.: 527
ZAR 33,000,000 7.46 percent Notes due November 10, 2020
Issue Price: 100.00 percent
No application has been made to list the Notes on any stock
exchange.
Tokai Tokyo Securities Europe Limited
The date of this Pricing Supplement is October 26, 2015.
Terms used herein shall be deemed to be defined as such for the
purposes of the Terms and Conditions (the "Conditions") set forth
in the Prospectus dated January 8, 2001 (the "Prospectus") (which
for the avoidance of doubt does not constitute a prospectus for the
purposes of Part VI of the United Kingdom Financial Services and
Markets Act 2000 or a base prospectus for the purposes of Directive
2003/71/EC of the European Parliament and of the Council). This
Pricing Supplement must be read in conjunction with the Prospectus.
This document is issued to give details of an issue by the
Inter-American Development Bank (the "Bank") under its Global Debt
Program and to provide information supplemental to the Prospectus.
Complete information in respect of the Bank and this offer of the
Notes is only available on the basis of the combination of this
Pricing Supplement and the Prospectus.
Terms and Conditions
The following items under this heading "Terms and Conditions"
are the particular terms which relate to the issue the subject of
this Pricing Supplement. These are the only terms which form part
of the form of Notes for such issue.
1. Series No.: 527
2. Aggregate Principal Amount: ZAR 33,000,000
3. Issue Price: ZAR 33,000,000, which is 100.00
percent of the Aggregate Principal
Amount.
4. Issue Date: October 29, 2015
5. Form of Notes
(Condition 1(a)): Bearer only.
The Notes will initially be
represented by a temporary global
note in bearer form (the "Temporary
Bearer Global Note"). Interests
in the Temporary Bearer Global
Note will, not earlier than
the Exchange Date, be exchangeable
for interests in a permanent
global note in bearer form (the
"Permanent Bearer Global Note").
Interests in the Permanent Bearer
Global Note will be exchangeable
for definitive notes in bearer
form ("Definitive Bearer Notes"),
with all Coupons in respect
of interest attached, in the
following circumstances: (i)
if the Permanent Bearer Global
Note is held on behalf of a
clearing system and such clearing
system is closed for business
for a continuous period of fourteen
(14) days (other than by reason
of holidays, statutory or otherwise)
or announces its intention to
permanently cease business or
does in fact do so, by any such
holder giving written notice
to the Global Agent; and (ii)
at the option of any such holder
upon not less than sixty (60)
days' written notice to the
Bank and the Global Agent from
Euroclear and Clearstream, Luxembourg
on behalf of such holder; provided
that no such exchanges will
be made by the Global Agent,
and no Noteholder may require
such an exchange, during a period
of fifteen (15) days ending
on the due date for any payment
of principal on the Notes.
6. Authorized Denomination(s)
(Condition 1(b)): ZAR 10,000
7. Specified Currency
(Condition 1(d)): South African Rand ("ZAR")
(the lawful currency of the
Republic of South Africa)
8. Specified Principal Payment
Currency
(Conditions 1(d) and 7(h)): ZAR
9. Specified Interest Payment
Currency ZAR
(Conditions 1(d) and 7(h)):
10. Maturity Date
(Condition 6(a); Fixed November 10, 2020
Interest Rate): The Maturity Date is subject
to adjustment in accordance
with the Modified Following
Business Day Convention with
no adjustment to the amount
of interest otherwise calculated.
11. Interest Basis
(Condition 5): Fixed Interest Rate (Condition
5(I))
12. Interest Commencement Date
(Condition 5(III)): October 30, 2015
13. Fixed Interest Rate (Condition
5(I)):
(a) Interest Rate: 7.46 percent per annum
(b) Fixed Rate Interest
Payment Date(s): Semi-annually on May 10 and
November 10 in each year, commencing
on May 10, 2016 and ending on
the Maturity Date, subject to
adjustment in accordance with
the Modified Following Business
Day Convention with no adjustment
to the amount of interest otherwise
calculated.
(c) Initial Broken Amount: ZAR 393.72 per minimum Authorized
Denomination, payable on May
10, 2016
(d) Fixed Rate Day Count
Fraction(s): 30/360
14. Relevant Financial Center: New York, Tokyo, London and
Johannesburg
15. Relevant Business Day: New York, Tokyo, London and
Johannesburg
16. Issuer's Optional Redemption
(Condition 6(e)): No
17. Redemption at the Option
of the Noteholders (Condition No
6(f)):
18. Governing Law: New York
19. Selling Restrictions:
(a) United States: Under the provisions of Section
11(a) of the Inter-American
Development Bank Act, the Notes
are exempted securities within
the meaning of Section 3(a)(2)
of the U.S. Securities Act of
1933, as amended, and Section
3(a)(12) of the U.S. Securities
Exchange Act of 1934, as amended.
Notes in bearer form are subject
to U.S. tax law requirements
and may not be offered, sold
or delivered within the United
States or its possessions or
to U.S. persons, except in certain
circumstances permitted by U.S.
tax regulations.
(b) United Kingdom: The Dealer represents and agrees
that it has complied and will
comply with all applicable provisions
of the Financial Services and
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Markets Act 2000 with respect
to anything done by it in relation
to such Notes in, from or otherwise
involving the United Kingdom.
(c) South Africa: The Dealer represents and agrees
that it has not offered and
sold, and will not offer or
sell, directly or indirectly,
any Notes in the Republic of
South Africa or to any person,
corporate or other entity resident
in the Republic of South Africa
except in accordance with exchange
control regulations of the Republic
of South Africa and in circumstances
which would not constitute an
offer to the public within the
meaning of the South African
Companies Act, 1973 (as amended).
(d) Japan: The Dealer represents that it
is purchasing the Notes as principal
and has agreed that in connection
with the initial offering of
Notes, it has not offered or
sold and will not directly or
indirectly offer or sell any
Notes in Japan or to, or for
the benefit of, any resident
of Japan (including any Japanese
corporation or any other entity
organized under the laws of
Japan), or to others for re-offering
or resale, directly or indirectly,
in Japan or to, or for the benefit
of, any resident of Japan (except
in compliance with the Financial
Instruments and Exchange Law
of Japan (Law no. 25 of 1948,
as amended) and all other applicable
laws and regulations of Japan),
and furthermore undertakes that
any securities dealer to whom
it sells any Notes will agree
that it is purchasing the Notes
as principal and that it will
not offer or sell any Notes,
directly or indirectly, in Japan
or to or for the benefit of
any resident of Japan (except
as aforesaid).
(e) General: No action has been or will be
taken by the Bank that would
permit a public offering of
the Notes, or possession or
distribution of any offering
material relating to the Notes
in any jurisdiction where action
for that purpose is required.
Accordingly, the Dealer agrees
that it will observe all applicable
provisions of law in each jurisdiction
in or from which it may offer
or sell Notes or distribute
any offering material.
20. Additional Provisions Relating
to the Notes: Currency of Payment
In the event of inconvertibility
or unavailability of ZAR, the
Bank will make interest and
Redemption payments in US dollars
at a rate determined as follows:
1. On the second Business Day
before a date on which payment
on the Notes is due, the Calculation
Agent will select the firm bid
quotation for ZAR by one of
at least three banks, one of
which may be the Calculation
Agent, which will yield the
greatest number of U.S. dollars
upon conversion from the ZAR.
2. If fewer than three bid quotations
are available, the Calculation
Agent will determine the rate
acting in good faith and in
a commercially reasonable manner.
Other Relevant Terms
1. Listing: None
2. Details of Clearance System
Approved by the Bank and
the
Global Agent and Clearance Euroclear Bank SA/NV and Clearstream,
and Luxembourg
Settlement Procedures:
3. Syndicated: No
4. Commissions and Concessions: No commissions or concessions
are payable in respect of the
Notes.
The Dealer or one of its affiliates
has arranged a swap with the
Bank in connection with this
transaction and will receive
amounts thereunder that may
comprise compensation.
5. Estimated Total Expenses: None. The Dealer has agreed
to pay for all material expenses
related to the issuance of the
Notes.
6. Codes:
(a) Common Code: 129246308
(b) ISIN: XS1292463087
7. Identity of Dealer: Tokai Tokyo Securities Europe
Limited
8. Identity of Calculation HSBC Bank plc
Agent:
9. Provisions for Bearer Notes:
(a) Exchange Date: Not earlier than December 8,
2015, which is the date that
is 40 (forty) days after the
Issue Date.
(b) Permanent Global Note: Yes
(c) Definitive Bearer Notes: No, except in the limited circumstances
described under "Form of Notes"
herein and in the Prospectus
(d) Individual Definitive
Registered Notes: No
(e) Registered Global Notes: No
General Information
Additional Information Regarding the Notes
1. The language set out under the heading "Use of Proceeds" in
the Prospectus shall be deleted in its entirety and replaced by the
following:
"An amount equal to the net proceeds of the issue of the Notes
(which proceeds may be converted into other currencies) shall be
recorded by IADB in a separate sub-account supporting Eligible
Projects. These proceeds will be invested in accordance with the
IADB's conservative liquidity investment guidelines until used to
support the IADB's financing of Eligible Projects. So long as the
Notes are outstanding and the account has a positive balance, the
Bank shall direct an amount equal to such net proceeds to its
lending projects within the fields of Education, Youth, and
Employment, subject to and in accordance with the IADB's
policies.
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