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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 2021 to Jul 2024
TIDM42BI
RNS Number : 3036S
Inter-American Development Bank
15 November 2021
PRICING SUPPLEMENT
Inter-American Development Bank
Global Debt Program
Series No.: 814
INR 3,825,000,000 5.70 percent Notes due November 12, 2024 (the "Notes")
payable in United States Dollars
Issue Price: 100.811 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
UK Regulated Market
J.P. Morgan
The date of this Pricing Supplement is as of November 9, 2021
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 July 28, 2020 (the "Prospectus") (which for the avoidance of doubt does not constitute a prospectus for the purposes of Part VI of the United Kingdom ("UK") Financial Services and Markets Act 2000 or a base prospectus for the purposes of Regulation (EU) 2017/1129 (as amended, the "Prospectus Regulation") or the Prospectus Regulation as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("EUWA")). 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.
UK MiFIR product governance / Retail investors, professional investors and ECPs target market - See "General Information-Additional Information Regarding the Notes-Matters relating to UK MiFIR" 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. Together with the applicable Conditions (as defined above), which are expressly incorporated hereto, these are the only terms that form part of the form of Notes for such issue.
Hot Features
Premium
1. Series No.: 814
2. Aggregate Principal Amount: INR 3,825,000,000
3. Issue Price: INR 3,856,020,750, which is 100.811
percent of the Aggregate Principal
Amount.
The Issue Price will be payable
in USD in the amount of USD 51,516,643.29
at the agreed rate of 74.85 INR
per one USD.
4. Issue Date: November 12, 2021
5. Form of Notes Registered only
(Condition 1(a)):
6. Authorized Denomination(s)
(Condition 1(b)): INR 1,000,000 and integral multiples
thereof
7. Specified Currency
(Condition 1(d)): The lawful currency of the Republic
of India ("Indian Rupee" or "INR"),
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
Interest Rate and Zero Coupon): November 12, 2024; provided that
if the Rate Fixing Date (as defined
below) for the scheduled Maturity
Date is postponed due to an Unscheduled
Holiday (as defined below), then
the Maturity Date shall be the
next following relevant Fixing
Business Day, subject to the provisions
in respect of any Unscheduled
Holiday set out below under "Deferral
Period for Unscheduled Holiday".
11. Interest Basis
(Condition 5): Fixed Interest Rate (Condition
5(I))
12. Interest Commencement Date
(Condition 5(III)): Issue Date (November 12, 2021)
13. Fixed Interest Rate (Condition Condition 5(I) as amended and
5(I)): supplemented below, shall apply
to the Notes.
(a) Interest Rate: 5.70 percent per annum
(b) Fixed Rate Interest
Payment Date(s): Annually on each November 12,
commencing on November 12, 2022
and ending on, and including,
the Maturity Date (subject, in
each case, to the provisions set
forth in the Fallback Provision).
Each Fixed Rate Interest Payment
Date is subject to the Business
Day Convention, but with no adjustment
to the amount of interest otherwise
calculated.
(c) Interest Period: Each period from and including
each Fixed Rate Interest Payment
Date to but excluding the next
following Fixed Rate 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 below.
As soon as practicable and in
accordance with the procedure
specified herein, the Calculation
Agent will determine the Reference
Rate (as defined below) and calculate
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 defined below) as follows:
INR 57,000 per minimum Authorized
Denomination
divided by
the Reference Rate
(and rounding, if necessary, the
entire resulting figure to the
nearest two decimal places, with
USD 0.005 being rounded upwards).
The "Reference Rate" means in
respect of a Rate Fixing Date,
the USD/INR spot exchange rate
for such date expressed as the
amount of INR per one USD, for
settlement in two Fixing Business
Days, reported by Financial Benchmarks
India, Private Ltd (the "FBIL")
(https:www.fbil.org.in) on such
Rate Fixing
Date at approximately 1:30 p.m.
Mumbai time, or as soon as practicable
thereafter . If the Reference
Rate does not appear on the FBIL's
website (https:www.fbil.org.in)
or on any successor page on the
Rate Fixing Date, then the Reference
Rate shall be determined by the
Calculation Agent in accordance
with the Fallback Provision.
"Rate Fixing Date" means the Scheduled
Rate Fixing Date.
"Scheduled Rate Fixing Date" means
the date which is five Fixing
Business Days prior to each Interest
Payment Date or the Maturity Date,
or such other date on which an
amount in respect of the Notes
is due and payable, as the case
may be. If any Scheduled Rate
Fixing Date is an Unscheduled
Holiday (as defined below), the
relevant Rate Fixing Date shall
be the next following relevant
Fixing Business Day, subject to
the provisions in respect of any
Unscheduled Holiday set out below
under "Deferral Period for Unscheduled
Holiday".
"Fixing Business Day" means a
day (other than a Saturday or
a Sunday) on which commercial
banks and foreign exchange markets
settle payments and are open for
general business (including dealings
in foreign exchange and foreign
currency deposits) in Mumbai.
"Unscheduled Holiday" means a
day that is not a Fixing Business
Day and the market was not aware
of such fact (by means of a public
announcement or by reference to
other publicly available information)
until a time later than 9:00 a.m.
local time in Mumbai, two Fixing
Business Days prior to the relevant
Rate Fixing Date.
Adjustments to Interest Payment
Date and Maturity Date:
If a Scheduled Rate Fixing Date
is adjusted in accordance with
the Following Business Day
Convention, then the Interest
Payment Date or Maturity Date
relating to such Scheduled Rate
Fixing Date shall be as soon as
practicable, but in no event later
than two (2) Relevant Business
Days after the date on which the
Reference Rate for such Interest
Payment Date or Maturity Date
is determined.
If any Interest Payment Date or
Maturity Date is adjusted in accordance
with the preceding sentence, then
such adjustment (and the corresponding
payment obligations to be made
on such dates) shall apply only
to such Interest Payment Date
or Maturity Date and no further
adjustment shall apply to the
amount of interest or principal
payable.
In no event shall an adjustment
of any Interest Payment Date or
Maturity Date in accordance with
the preceding paragraphs result
in such Interest Payment Date
or Maturity Date falling prior
to the date on which such Interest
Payment Date or Maturity Date
was originally due to fall or
any further interest or other
additional payment in respect
of any such adjustment.
Fallback Provision:
If the Reference Rate does not
appear on the FBIL's website (https:www.fbil.org.in)
or on any successor page on the
Rate Fixing Date, then the Reference
Rate for such Rate Fixing Date
shall be determined by the Calculation
Agent by requesting quotations
for the mid USD/INR spot foreign
exchange rate from five Reference
Banks as selected by the Calculation
Agent at or about 1:30 p.m. Mumbai
time on either (i) the first day
(other than a Saturday or a Sunday)
following the Rate Fixing Date,
if such day is a Relevant Business
Day, or (ii) if the first day
(other than a Saturday or a Sunday)
following the Rate Fixing Date
is not a Relevant Business Day,
the Rate Fixing Date.
If five or four quotations are
provided as requested, the Reference
Rate will be the arithmetic mean
(rounded to the nearest whole
Indian Rupee, 0.05 being rounded
upwards) of the remaining three
or two such quotations, as the
case may be, for such rate provided
by the Reference Banks, after
disregarding the highest such
quotation and the lowest such
quotation (provided that, if two
or more such quotations are the
highest such quotations, then
only one of such quotations shall
be disregarded, and if one or
more such quotations are the lowest
quotations, then only one of such
lowest quotations will be disregarded).
If only three or two such quotations
are provided as requested, the
Reference Rate shall be determined
as described above except that
the highest and lowest quotations
will not be disregarded.
If only one or no such quotations
are provided as requested, or
if the Calculation Agent determines
in its sole discretion that no
suitable Reference Banks active
in the USD/INR currency or foreign
exchange markets will provide
quotes, the Calculation Agent
shall be entitled to calculate
the Reference Rate acting in good
faith and 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 Issuer and the Global
Agent as soon as reasonably practicable
that the Reference Rate is to
be so determined.
Where:
"Calculation Agent" means JPMorgan
Chase Bank, N.A., or its duly
appointed successor.
"Deferral Period for Unscheduled
Holiday" means that in the event
any Scheduled Rate Fixing Date
is postponed due to the occurrence
of an Unscheduled Holiday, and
if the Rate Fixing Date in respect
thereof has not occurred on or
before the 14th calendar day after
the Scheduled Rate Fixing Date
(any such period being a "Deferral
Period"), then the next day after
the Deferral Period that would
have been a Fixing Business Day
but for the Unscheduled Holiday,
shall be deemed to be the Rate
Fixing Date.
"Reference Banks" means leading
dealers, banks or banking corporations
which regularly deal in the INR/USD
exchange market, as selected by
the Calculation Agent in its sole
discretion, acting in good faith
and in a commercially reasonable
manner
(d) Business Day Convention: Following Business Day Convention
(e) Fixed Rate Day Count
Fraction(s): Actual/Actual (ICMA)
14. Relevant Financial Center: London, Mumbai and New York
15. Relevant Business Day: London, Mumbai and New York
16. Redemption Amount (Condition
6(a)): The Redemption Amount with respect
to each minimum Authorized Denomination
will be a USD amount calculated
by the Calculation Agent on 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 2 decimal places, with
USD 0.005 being rounded upwards).
If payment of the Redemption Amount
occurs later than on the scheduled
Maturity Date in the event of
any postponement described herein,
no accrued interest shall be payable
in respect of such period of postponement
following the scheduled Maturity
Date.
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 the Notes become
9): due and payable 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
such determination, the "Rate
Fixing Date" shall be 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
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
UK Regulated Market with effect
from the Issue Date.
2. Details of Clearance System
Approved by the Bank and
the
Global Agent and Clearance Euroclear Bank SA/NV and/or Clearstream
and Banking, S.A.
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 Expense: The Dealer has agreed to pay for
all material expenses related
to the issuance of the Notes,
except the Issuer will pay for
the London Stock Exchange listing
fees, if applicable .
6. Codes:
(a) Common Code: 240532913
(b) ISIN: XS2405329132
6. Identity of Dealer: J.P. Morgan Securities plc
7. Provision for Registered
Notes:
(a) Individual Definitive
Registered Notes Available No
on Issue Date:
(b) DTC Global Note(s): No
(c) Other Registered Global Yes, issued in accordance with
Notes: the Amended and Restated Global
Agency Agreement, dated as of
July 28, 2020, between the Bank,
Citibank, N.A., London Branch
as Global Agent, and the other
parties thereto.
8. Intended to be held in a
manner which would allow Not Applicable
Eurosystem eligibility:
9. 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 represents and agrees
that (a) it has only communicated
or caused to be communicated and
will only communicate or cause
to be communicated an invitation
or inducement to engage in investment
activity (within the meaning of
Section 21 of the Financial Services
and Markets Act 2000 (the "FSMA"))
received by it in connection with
the issue or sale of the Notes
in circumstances in which Section
21(1) of the FSMA does not apply
to the Bank, and (b) it has complied
and will comply with all applicable
provisions of the FSMA with respect
to anything done by it in relation
to such Notes in, from or otherwise
involving the UK.
(c) India: The distribution of this Pricing
Supplement and the offering and
sale of the Notes in India is
restricted by law. Persons into
whose possession this Pricing
Supplement comes are required
to inform themselves about and
to observe any such restrictions.
This Pricing Supplement does not
constitute, and may not be used
for or in connection with, an
offer or solicitation by anyone
in India. No person in India (resident
or otherwise) or any person regulated
in India by any Indian government
or any governmental agency or
department, semi-governmental
or judicial entity or authority
including without limitation,
any stock exchange or any self
regulatory organisation established
under statute or applicable law
in India (such as foreign institutional
investors registered with the
Securities and Exchange Board
of India), are, directly or indirectly,
eligible to buy, sell or deal
in the Notes and shall not be
eligible to participate in this
offering or directly or indirectly
derive any ownership, economic
or other benefits from or in such
Notes.
(d) Singapore: In the case of the Notes being
offered into Singapore in a primary
or subsequent distribution, and
solely for the purposes of its
obligations pursuant to Section
309B of the Securities and Futures
Act (Chapter 289) of Singapore
(the "SFA"), the Issuer has determined,
and hereby notifies all relevant
persons (as defined in Section
309A of the SFA) that the Notes
are "prescribed capital markets
products" (as defined in the Securities
and Futures (Capital Markets Products)
Regulations 2018 of Singapore)
and Excluded Investment Products
(as defined in MAS Notice SFA
04-N12: Notice on the Sale of
Investment Products and MAS Notice
FAA-N16: Notice on Recommendations
on Investment Products).
(e) General: No action has been or will be
taken by the Issuer 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.
General Information
Additional Information regarding the Notes
1. Matters relating to UK MiFIR
The Bank does not fall under the scope of application of the UK MiFIR regime. Consequently, the Bank does not qualify as an "investment firm", "manufacturer" or "distributor" for the purposes of UK MiFIR.
UK MiFIR product governance / Retail investors, p rofessional investors and ECPs target market - Solely for the purposes of the UK 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 retail clients, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of UK domestic law by virtue of the EUWA, eligible counterparties, as defined in COBS, and professional clients, as defined in UK MiFIR; 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 UK manufacturer's target market assessment; however, a distributor subject to the UK MiFIR Product Governance Rules is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the UK manufacturer's target market assessment) and determining appropriate distribution channels.
For the purposes of this provision, (i) the expression "UK manufacturer" means the Dealer, (ii) the expression "COBS" means the FCA Handbook Conduct of Business Sourcebook, (iii) the expression "UK MiFIR" means Regulation (EU) No 600/2014 as it forms part of UK domestic law by virtue of the EUWA and (iv) the expression "UK MiFIR Product Governance Rules" means the FCA Handbook Product Intervention and Product Governance Sourcebook.
2. Additional Investment Considerations:
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.
There are various risks associated with the Notes including, but not limited to, exchange rate risk, price risk and liquidity risk. Investors should consult with their own financial, legal and accounting 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. Holders of the Notes should also consult with their professional tax advisors regarding tax laws applicable to them.
Payment of each Interest Amount and the Redemption Amount will be based on the Reference Rate , which is a measure of the rate of exchange between the Indian Rupee and the USD. Currency exchange rates are volatile and will affect the holder's return. In addition, the government of India can from time to time intervene in the foreign exchange market. These interventions or other governmental actions could adversely affect the value of the Notes, as well as the yield (in USD terms) on the Notes and the amount payable at maturity or upon acceleration. Even in the absence of governmental action directly affecting currency exchange rates, political or economic developments in India or elsewhere could lead to significant and sudden changes in the exchange rate between the Indian Rupee and the USD.
The Indian Rupee is an emerging market currency. Emerging market currencies may be subject to particularly substantial volatility, as well as to government actions including currency controls, devaluations and other matters which could materially and adversely affect the value of the Notes.
The methodologies for determining the Reference Rate may result in a Redemption Amount (or Early Redemption Amount, as the case may be) of the Notes, or an Interest Amount on the Notes, being significantly less than anticipated or less than what an alternative methodology for determining the INR-USD exchange rate would yield.
3. United Stated Federal Income Tax Matters:
The following supplements the discussion under the "Tax Matters" section of the Prospectus regarding the U.S. federal income tax treatment of the Notes, and is subject to the limitations and exceptions set forth therein. Any tax disclosure in the Prospectus or this Pricing Supplement is of a general nature only, is not exhaustive of all possible tax considerations and is not intended to be, and should not be construed to be, legal, business or tax advice to any particular prospective investor. Each prospective investor should consult its own tax advisor as to the particular tax consequences to it of the acquisition, ownership, and disposition of the Notes, including the effects of applicable U.S. federal, state, and local tax laws and non-U.S. tax laws and possible changes in tax laws.
Because the Notes are denominated in the Indian Rupee, a United States holder of the Notes will generally be subject to special United States federal income tax rules governing foreign currency transactions, as described in the Prospectus in the last four paragraphs of "-Payments of Interest" under the "United States Holders" section. Pursuant to such rules, a United States holder should determine amounts received with respect to a Note (including principal and interest) by reference to the U.S. dollar value of the Indian Rupee amount of the payment, calculated at the currency exchange rate in effect on the date of payment. The U.S. dollar amount that is actually received by the United States holder may differ from the amount determined under the preceding sentence, since the U.S. dollar amount of the payment will be determined by reference to the Reference Rate as of the relevant Rate Fixing Date. Accordingly, a United States holder of the Notes may recognize United States source foreign currency gain or loss in an amount equal to such difference (in addition to any foreign currency gain or loss otherwise recognized upon the receipt of an interest payment or a sale or retirement of the Notes). The U.S. Internal Revenue Service could take the position, however, that the amounts received by a United States holder in respect of a Note should be equal to the U.S. dollar amount that is actually received by the United States holder. Prospective United States holders of the Notes should consult their tax advisors regarding these rules.
INTER-AMERICAN DEVELOPMENT BANK
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END
IODUORURASUAARA
(END) Dow Jones Newswires
November 15, 2021 02:00 ET (07:00 GMT)
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