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| Name | Symbol | Market | Type |
|---|---|---|---|
| Inter 2042 | LSE:42BI | London | Medium Term Loan |
| Price Change | % Change | Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 0 | - |
From Jul 2019 to Jul 2024
TIDM42BI
RNS Number : 2670X
Inter-American Development Bank
08 August 2018
PRICING SUPPLEMENT
Inter-American Development Bank
Global Debt Program
Series No.: 664
PEN 30,000,000 3.65 percent Notes due August 9, 2021 (the "Notes")
payable in United States Dollars
Issue Price: 100.00 percent
Application has been made for the Notes to be admitted to the Official List of the United Kingdom Listing Authority and to trading on the London Stock Exchange plc's Regulated Market
J.P. Morgan Securities plc
The date of this Pricing Supplement is August 2, 2018
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.
MIFID II product governance / Retail investors, professional investors and ECPs target market - See "General Information-Additional Information Regarding the Notes-Matters relating to MiFID II" below.
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.
Hot Features
Premium
1. Series No.: 664
2. Aggregate Principal Amount: PEN 30,000,000
3. Issue Price: PEN 30,000,000, which is 100.00
percent of the Aggregate Principal
Amount
The Issue Price will be payable
in USD in the amount of USD 9,142,160.60
at the agreed rate of PEN 3.2815
per one USD.
4. Issue Date: August 7, 2018
5. Form of Notes
(Condition 1(a)): Registered only, as further provided
in paragraph 9(c) of "Other Relevant
Terms" below.
6. Authorized Denomination(s)
(Condition 1(b)): PEN 10,000 and integral multiples
thereof
7. Specified Currency
(Condition 1(d)): Peruvian Sol ("PEN"), being the
lawful currency of the Republic
of Peru; provided that all payments
in respect of the Notes will be
made in United States Dollars ("U.S.$"
or "USD").
8. Specified Principal Payment
Currency
(Conditions 1(d) and 7(h)): USD
9. Specified Interest Payment
Currency USD
(Conditions 1(d) and 7(h)):
10. Maturity Date
(Condition 6(a); Fixed August 9, 2021
Interest Rate): The Maturity Date is subject to
adjustment in accordance with the
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)): Issue Date (August 7, 2018)
13. Fixed Interest Rate (Condition Condition 5(I), as amended and
5(I)): supplemented below, shall apply
to the Notes. The bases of the
Calculation of the Interest Amount,
Interest Payment Dates and default
interest are as set out below.
(a) Interest Rate: 3.65 percent per annum
(b) Business Day Convention: Following Business Day Convention
(c) Fixed Rate Interest Annually on each August 9, commencing
Payment Date(s): on August 9, 2019 and ending on,
and including, the Maturity Date.
There will be a long first Interest
Period from and including the Interest
Commencement Date to but excluding
August 9, 2019.
Each Interest Payment Date is subject
to adjustment in accordance with
the Following Business Day Convention
with no adjustment to the amount
of interest otherwise calculated.
(d) Interest Period: Each period from and including
each Interest Payment Date to but
excluding the next following Interest
Payment Date, provided that the
initial Interest Period will commence
on and include the Interest Commencement
Date, and the final Interest Period
will end on but exclude the Maturity
Date.
For the purposes of the calculation
of the Interest Amount payable
for any Interest Period, there
shall be no adjustment pursuant
to the Business Day Convention
specified above.
(e) Fixed Rate Day Count Actual/Actual ICMA
Fraction(s):
(f) Calculation of Interest As soon as practicable and in accordance
Amount: with the procedures specified herein,
the Calculation Agent will determine
the Reference Rate and calculate
the amount of interest payable
(the "Interest Amount") with respect
to each minimum Authorized Denomination
for the relevant Interest Period.
The Interest Amount with respect
to each Interest Period shall be
a USD amount calculated on the
relevant Rate Fixing Date as follows:
3.65% times the minimum Authorized
Denomination
times
the Fixed Rate Day Count Fraction
divided by
the Reference Rate
(and rounding, if necessary, the
entire resulting figure to the
nearest whole USD, with USD 0.5
being rounded upwards).
Where:
"Reference Rate" means, with respect
to any Rate Fixing Date, the PEN/USD
exchange rate, expressed as the
amount of PEN per one USD determined
by the Calculation Agent on the
first Fixing Business Day following
the relevant Rate Fixing Date by
reference to the applicable PEN
INTERBANK AVE (PEN05) Rate. Fallback
Provisions apply as set out below.
"PEN INTERBANK AVE (PEN05) Rate"
means, with respect to any Rate
Fixing Date, the Peruvian Sol/U.S.
Dollar average exchange rate in
the interbank market, expressed
as the amount of Peruvian New Sol
per one U.S. Dollar, for settlement
on the same day, reported by the
Banco Central de Reserva del Peru
(www.bcrp.gob.pe) as the "Tipo
de Cambio Interbancario Promedio"
at approximately 2:00 p.m., Lima
time, on such date.
"Rate Fixing Date" means, for any
Interest Payment Date or the Maturity
Date or a date on which an amount
is payable, the fifth (5) Fixing
Business Day prior to such date.
"Fixing Business Day" means a day
(other than a Saturday or a Sunday)
on which banks and foreign exchange
markets are open for business in
Lima.
"Fallback Provisions": Should no
PEN INTERBANK AVE (PEN05) Rate
be reported in respect of the relevant
Rate Fixing Date on the first Fixing
Business Day following such Rate
Fixing Date, the Calculation Agent
shall be entitled to calculate
the Reference Rate acting in good
faith in a commercially reasonable
manner, having taken into account
relevant market practice, by reference
to such additional sources as it
deems appropriate; and in such
case the Calculation Agent shall
notify the Bank and the Global
Agent as soon as reasonably practicable
that the Reference Rate is to be
so determined.
14. Relevant Financial Center: Lima, New York and London
15. Relevant Business Days: Lima, New York and London
When used in this Pricing Supplement
with any business center, "Business
Day" means a day (other than a
Saturday or a Sunday) on which
banks and foreign exchange markets
are open for business in the business
center(s) specified.
16. Redemption Amount (Condition The Redemption Amount with respect
6(a)): to each minimum Authorized Denomination
will be a USD amount calculated
by the Calculation Agent as of
the Rate Fixing Date with respect
to the Maturity Date as follows:
minimum Authorized Denomination
divided by
the Reference Rate
(and rounding, if necessary, the
entire resulting figure to the
nearest whole USD, with USD 0.5
being rounded upwards).
17. Issuer's Optional Redemption
(Condition 6(e)): No
18. Redemption at the Option
of the Noteholders (Condition No
6(f)):
19. Early Redemption Amount
(including accrued interest,
if applicable) (Condition In the event of any Notes becoming
9): due and payable prior to the Maturity
Date as provided in Condition 9
(Default), the Early Redemption
Amount with respect to each minimum
Authorized Denomination will be
a USD amount equal to the Redemption
Amount that is determined in accordance
with "16. Redemption Amount (Condition
6(a))" plus accrued and unpaid
interest, if any, as determined
in accordance with "13. Fixed Interest
Rate (Condition 5(I))"; provided,
that for purposes of determining
such USD amount, the Rate Fixing
Date shall mean the date that is
five (5) Fixing Business Days prior
to the date upon which the Notes
become due and payable as provided
in Condition 9 (Default).
20. Governing Law: New York
21. 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.
(b) United Kingdom:
The Dealer agrees that it has complied
and will comply with all applicable
provisions of the Financial Services
and Markets Act 2000 with respect
to anything done by it in relation
to such Notes in, from or otherwise
involving the United Kingdom.
(c) Republic of Peru:
The Dealer acknowledges that: The
Notes shall not be subject to a
public offering in Peru. The Notes,
the Prospectus and the Pricing
Supplement in respect of the Notes
have not been and will not be registered
with or approved by the Peruvian
Superintendency of Capital Markets
(Superintendencia del Mercado de
Valores or the "SMV") or the Lima
Stock Exchange (Bolsa de Valores
de Lima or the "BVL").
The Prospectus, this Pricing Supplement
and other offering materials relating
to the offering of the Notes are
being supplied only to those institutional
investors in Peru (as defined by
Peruvian law) who have expressly
requested them. Such materials
may not be distributed to any person
or entity other than the intended
recipients. Accordingly, the Notes
cannot be offered or sold in Peru,
except if (i) such Notes, the Prospectus
and this Pricing Supplement were
previously registered with the
SMV, or (ii) such offering is considered
a private offering under the Peruvian
Securities Market Law (Ley del
Mercado de Valores) or any other
applicable Peruvian regulations.
No offer or invitation to subscribe
for or sell the Notes or beneficial
interests therein can be made in
Peru, , except in compliance with
the securities laws and regulations
thereof.
(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.
22. Amendment to Condition 7(a)(i): Condition 7(a)(i) is hereby amended
by deleting the first sentence
thereof and replacing it with the
following: "Payments of principal
and interest in respect of Registered
Notes shall be made to the person
shown on the Register at the close
of business on the business day
before the due date for payment
thereof (the "Record Date")."
23. Amendment to Condition 7(h): The following shall apply to Notes
any payments in respect of which
are payable in a Specified Currency
other than United States Dollars:
Condition 7(h) is hereby amended
by deleting the words "the noon
buying rate in U.S. dollars in
the City of New York for cable
transfers for such Specified Currency
as published by the Federal Reserve
Bank of New York on the second
Business Day prior to such payment
or, if such rate is not available
on such second Business Day, on
the basis of the rate most recently
available prior to such second
Business Day" and replacing them
with the words "a U.S. dollar/Specified
Currency exchange rate determined
by the Calculation Agent as of
the second Business Day prior to
such payment, or, if the Calculation
Agent determines that no such exchange
rate is available as of such second
Business Day, on the basis of the
exchange rate most recently available
prior to such second Business Day.
In making such determinations,
the Calculation Agent shall act
in good faith and in a commercially
reasonable manner having taken
into account all available information
that it shall deem relevant".
If applicable and so appointed,
and unless otherwise defined herein,
the "Calculation Agent" referred
to in amended Condition 7(h) shall
be the Global Agent under the Bank's
Global Debt Program - namely, Citibank,
N.A., London Branch, or its duly
authorized successor.
Other Relevant Terms
1. Listing: Application has been made for the
Notes to be admitted to the Official
List of the United Kingdom Listing
Authority and to trading on the
London Stock Exchange plc's Regulated
Market.
2. Details of Clearance System
Approved by the Bank and
the Euroclear Bank SA/NV and/or Clearstream
Global Agent and Clearance Banking, Luxembourg
and
Settlement Procedures:
3. Syndicated: No
4. Commissions and Concessions: No commissions or concessions are
payable in respect of the Notes.
An affiliate of the Dealer 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: 186097955
(b) ISIN: XS1860979555
7. Identity of Dealer: J.P. Morgan Securities plc
8. Identity of Calculation JPMorgan Chase Bank, N.A.
Agent: In relation to the Rate Fixing
Date, as soon as is reasonably
practicable after the determination
of the Reference Rate in relation
thereto, on the date on which the
relevant Reference Rate is to be
determined (or, if such date is
not a Relevant Business Day, then
on the next succeeding Relevant
Business Day), the Calculation
Agent shall notify the Issuer and
the Global Agent of the Reference
Rate, and the Interest Amount,
and the Redemption Amount or Early
Redemption Amount, as the case
may be, in relation thereto.
All determinations of the Calculation
Agent shall (in the absence of
manifest error) be final and binding
on all parties (including, but
not limited to, the Bank and the
Noteholders) and shall be made
in its sole discretion in good
faith and in commercially reasonable
manner in accordance with the calculation
agent agreement between the Bank
and the Calculation Agent.
9. Provisions for Registered
Notes:
(a) Individual Definitive No
Registered Notes Available
on Issue Date:
(b) DTC Global Note(s): No
(c) Other Registered Global Yes, issued in accordance with
Notes: the Global Agency Agreement, dated
January 8, 2001, among the Bank,
Citibank, N.A., as Global Agent,
and the other parties thereto.
10. Additional Risk Factors: As set forth in the Additional
Investment Considerations
General Information
Additional Information regarding the Notes
1. Matters relating to MiFID II
The Bank does not fall under the scope of application of the MiFID II regime. Consequently, the Bank does not qualify as an "investment firm", "manufacturer" or "distributor" for the purposes of MiFID II.
MIFID II product governance / Retail investors, professional investors and ECPs target market - Solely for the purposes of the manufacturer's product approval process, the target market assessment in respect of the Notes has led to the conclusion that: (i) the target market for the Notes is eligible counterparties, professional clients and retail clients, each as defined in MiFID II; and (ii) all channels for distribution of the Notes are appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration the manufacturer's target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturer's target market assessment) and determining appropriate distribution channels.
For the purposes of this provision, the expression MiFID II means Directive 2014/65/EU, as amended.
2. 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 IADB's conservative liquidity investment guidelines until used to support 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 IADB's policies.
Although Eligible Projects funded by the net proceeds shall be reported on the IADB website on an annual basis, funds shall be reduced from the account on a semi-annual basis by amounts matching the disbursements made during such semi-annual period in respect of Eligible Projects.
"Eligible Projects" means all projects funded, in whole or in part, by IADB that promote early childhood care and education, through formal primary and secondary education, or facilitate labor market placement by improving the transition from school to work through vocational training. Eligible Projects may include projects in Latin America and the Caribbean that target (a) early childhood development, effective teaching and learning among children and youth ("Education Projects"), (b) early childhood care and youth-at-risk programs ("Youth Projects") or (c) labor intermediation systems, job opportunities and workforce skills ("Employment Projects").
Examples of Education Projects include, without limitation:
-- Early childhood development programs
-- Primary education programs, which includes teacher training, bilingual education, literacy, math and science education and school infrastructure
-- Secondary education programs, which includes programs directed to improving retention and graduation, developing teaching and learning methods and providing assistance to disadvantaged children
-- Compensatory education programs -- Teacher education and effectiveness programs -- E-education programs
Examples of Youth Projects include, without limitation:
-- Support for parents and caregivers to improve quality of child care
-- Youth-At-Risk programs which support interventions, policy design, and/or impact evaluations to benefit at-risk youth
Examples of Employment Projects include, without limitation:
-- School-to-Work transition programs -- Vocational and technical education programs -- Human resources and workforce development programs -- Labor intermediation systems
-- Vocational and Workforce training programs, directed at improving social and labor acclimation for youth, unemployed adults and active workers
The above examples of Education Projects, Youth Projects and Employment Projects are for illustrative purposes only and no assurance can be provided that disbursements for projects with these specific characteristics will be made by IADB during the term of the Notes."
3. Additional Investment Considerations:
There are significant risks associated with the Notes, including but not limited to exchange rate risk, price risk and liquidity risk. Investors should consult their own financial, legal, accounting and tax advisors about the risks associated with an investment in these Notes, the appropriate tools to analyze that investment, and the suitability of the investment in each investor's particular circumstances.
The methodologies for determining the United States Dollars-Peruvian Sol foreign exchange rate may result in a Redemption Amount of the Notes, or an interest payment on the Notes, being significantly less than anticipated.
The Bank may hedge its obligations under the Notes by entering into a swap transaction with the Dealer or one of its affiliates as swap counterparty. Assuming no change in market conditions or any other relevant factors, the price, if any, at which the Dealer or another purchaser might be willing to purchase Notes in a secondary market transaction is expected to be lower, and could be substantially lower, than the original issue price of the Notes. This is due to a number of factors, including that (i) the potential profit to the secondary market purchaser of the Notes may be incorporated into any offered price and (ii) the cost of funding used to value the Notes in the secondary market is expected to be higher than our actual cost of funding incurred in connection with the issuance of the Notes. In addition, the original issue price of the Notes included, and secondary market prices are likely to exclude, the projected profit that our swap counterparty or its affiliates may realize in connection with this swap. Further, as a result of dealer discounts, mark-ups or other transaction costs, any of which may be significant, the original issue price may differ from values
determined by pricing models used by our swap counterparty or other potential purchasers of the Notes in secondary market transactions.
The Notes offered by this Pricing Supplement are complex financial instruments and may not be suitable for certain investors. Investors intending to purchase the Notes should consult with their tax and financial advisors to ensure that the intended purchase meets the investment objective before making such purchase.
INTER-AMERICAN DEVELOPMENT BANK
By:
Name: Gustavo Alberto De Rosa Title: Chief Financial Officer and
General Manager, Finance Department
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
END
IODUWARRWNAWRUR
(END) Dow Jones Newswires
August 09, 2018 02:00 ET (06:00 GMT)
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