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Inter 2042 | LSE:42BI | London | Medium Term Loan |
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TIDM42BI
RNS Number : 4227C
Inter-American Development Bank
28 September 2018
PRICING SUPPLEMENT
Inter-American Development Bank
Global Debt Program
Series No: 668
TRY 130,000,000 Zero Coupon Notes due September 27, 2023 (the "Notes")
Issue Price: 41.7600 percent
No application has been made to list the Notes on any stock exchange.
Nomura International plc
The date of this Pricing Supplement is September 24, 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.
1. Series No.: 668 2. Aggregate Principal Amount: TRY 130,000,000 3. Issue Price: TRY 54,288,000, which is 41.7600 percent of the Aggregate Principal Amount 4. Issue Date: September 27, 2018 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"), 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)): TRY 10,000 7. Specified Currency (Condition 1(d)): Turkish Lira ("TRY") 8. Specified Principal Payment Currency (Conditions 1(d) and 7(h)): TRY 9. Specified Interest Payment Currency TRY (Conditions 1(d) and 7(h)): 10. Maturity Date (Condition 6(a); Zero Coupon): September 27, 2023 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): Zero Coupon (Condition 5(IV)) 12. Zero Coupon (Conditions 5(IV) and 6(c)): (a) Amortization Yield: 17.8515012463 percent per annum (b) Reference Price: Issue Price (c) Basis: Compounded quarterly (d) Fixed Rate Day Count Fraction(s) if not 30/360 basis: 30/360 13. Relevant Financial Center: London, New York and Istanbul 14. Relevant Business Days: London, New York and Istanbul 15. Redemption Amount (Condition 6(a)): TRY 10,000 per Authorized Denomination 16. Issuer's Optional Redemption (Condition 6(e)): No 17. Redemption at the Option of the Noteholders (Condition No 6(f)): 18. Early Redemption Amount (including accrued interest, In the event of any Notes becoming if applicable) (Condition due and payable prior to the 9): Maturity Date in accordance with Condition 9, the Early Redemption Amount shall be an amount equal to the Amortized Face Amount of such Note (calculated in accordance with Condition 6(c)) 19. Governing Law: New York 20. 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 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 Turkey: The Dealer has acknowledged and understands that the Notes have not been, and will not be, authorized by the Turkish Capital Markets Board ("CMB") under the provisions of Law No. 6362 of the Republic of Turkey relating to capital markets. The Dealer has represented, warranted and agreed that neither the Prospectus nor any other material related to the offering of Notes will be utilized in connection with any offering or sale to the public within the Republic of Turkey for the purpose of the sale of the Notes (or beneficial interests therein) without the prior approval of the CMB. In addition, the Dealer has represented, warranted and agreed that it has not sold or caused to be sold, and will not sell or cause to be sold, outside the Republic of Turkey the Notes (or beneficial interests therein) to residents of the Republic of Turkey, unless such sale is authorized pursuant to Turkish law and applicable CMB regulations. (d) 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. 21. 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")." 22. 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: None 2. Details of Clearance System Approved by the Bank and the Euroclear Bank SA/NV and/or Global Agent and Clearance Clearstream Banking, Luxembourg and Settlement Procedures: 3. Syndicated: No 4. Commissions and Concessions: Not Applicable
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: 187615640 (b) ISIN: XS1876156404 7. Identity of Dealer: Nomura International plc 8. Provisions for Bearer Notes: (a) Exchange Date: Not earlier than November 6, 2018, 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. 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. 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.
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
IODUWSNRWSAKUAR
(END) Dow Jones Newswires
September 28, 2018 12:45 ET (16:45 GMT)
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