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RNS Number : 4690W Inter-American Development Bank 15 July 2024
PRICING SUPPLEMENT
Inter-American Development Bank
Global Debt Program
Series No: 926
Tranche No.: 2
AUD 25,000,000 4.830 percent Notes due June 21, 2039 (the "Notes") as from
July 10, 2024 to be consolidated and form a single series with the Bank's AUD
40,000,000 4.830 percent Notes due June 21, 2039, issued on June 21, 2024 (the
"Series 926 Tranche 1 Notes")
Issue Price: 99.558 percent plus 19 days' accrued interest
No application has been made to list the Notes on any stock exchange.
SMBC Nikko
The date of this Pricing Supplement is July 8, 2024.
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 / 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.
1. Series No.: 926
2. Tranche No.: 2
3. Aggregate Principal Amount: AUD 25,000,000
4. Issue Price: AUD 24,953,229.17, which is (a) 99.558 percent of the Aggregate Principal
Amount plus (b) the amount of AUD 63,729.17 representing 19 days' accrued
interest, inclusive.
5. Issue Date: July 10, 2024
6. Form of Notes
(Condition 1(a)):
Registered only
7. Authorized Denomination(s)
(Condition 1(b)):
AUD 100,000 and integral multiples thereof
8. Specified Currency
(Condition 1(d)):
Australian Dollar (AUD) being the lawful currency of the Commonwealth of
Australia
9. Specified Principal Payment Currency
(Conditions 1(d) and 7(h)):
AUD
10. Specified Interest Payment Currency
(Conditions 1(d) and 7(h)):
AUD
11. Maturity Date
(Condition 6(a); Fixed Interest Rate and Zero Coupon):
June 21, 2039
12. Interest Basis
(Condition 5):
Fixed Interest Rate (Condition 5(I))
13. Interest Commencement Date (Condition 5(III)):
June 21, 2024
14. Fixed Interest Rate (Condition 5(I)):
(a) Interest Rate: 4.830 percent per annum
(b) Fixed Rate Interest Payment Date(s):
Semi-annually in arrear on June 21 and December 21 in each year, commencing on
December 21, 2024, up to and including the Maturity Date.
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) Business Day Convention: Following Business Day Convention
(d) Fixed Rate Day Count Fraction(s):
30/360
15. Relevant Financial Center: Sydney, New York
16. Relevant Business Day: Sydney, New York
17. Issuer's Optional Redemption (Condition 6(e)):
No
18. Redemption at the Option of the Noteholders (Condition 6(f)):
No
19. Governing Law: New York
Other Relevant Terms
1. Listing (if yes, specify Stock
Exchange):
None
2. Details of Clearance System Approved by the Bank and the
Global Agent and Clearance and Settlement Procedures:
Euroclear Bank SA/NV and/or Clearstream
Banking, S.A.
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: The Dealer has agreed to pay for all material expenses related to the issuance
of the Notes.
6. Codes:
(a) Common Code: 283903192
(b) ISIN: XS2839031924
7. Identity of Dealer(s)/Manager(s): SMBC Nikko Capital Markets Limited
8. Provisions for Registered Notes:
(a) Individual Definitive Registered Notes Available on Issue
Date:
No
(b) DTC Global Note(s): No
(c) Other Registered Global Notes:
Yes, issued in accordance with 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.
9. Intended to be held in a manner which would allow
Eurosystem eligibility:
Not Applicable
10. 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) Commonwealth of Australia: The Dealer is neither a bank nor an authorized deposit-taking institution
which is authorized under the Banking Act 1959 of Australia. The Dealer is
engaged in connection with the issuance of the Notes solely for the purposes
of transactions outside Australia and with persons who are not resident or
located in Australia. The Dealer represents and agrees that it:
· has not (directly or indirectly) offered or invited applications, and
will not offer or invite applications, for the issue, sale or purchase of the
Notes in Australia (including an offer or invitation which is received by a
person in Australia); and
· has not distributed or published, and will not distribute or publish,
the Prospectus or any other offering material or advertisement (including any
Pricing Supplement) relating to the Notes in Australia.
The Dealer has not provided, and will not provide, any financial services (as
defined in the Corporations Act 2001 of Australia ("Corporations Act")) in, or
into, Australia in connection with the issuance of the Notes and it has not
engaged, and will not engage, in any conduct intended to induce persons who
are resident or located in Australia to use the financial services the Dealer
provides.
The Dealer acknowledges in relation to the Global Debt Program and the issue
of the Notes that the Prospectus has not been, and will not be, and no other
prospectus or other disclosure document (as defined in the Corporations Act)
in relation to the Global Debt Program or any Notes has been or will be,
lodged with the Australian Securities and Investments Commission or any other
Australian governmental agency.
(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 / Professional 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 eligible counterparties, as
defined in COBS, and professional clients, as defined in UK MiFIR; and (ii)
all channels for distribution of the Notes to eligible counterparties and
professional clients 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. Use of Proceeds
The net proceeds from the sale of the Notes will be included in the ordinary
capital resources of the Bank and, will not be committed or earmarked for
lending to, or financing of, any specific loans, projects or programs. The
Bank, in partnership with its member countries, works to reduce poverty and
inequalities in Latin America and the Caribbean by promoting economic and
social development in a sustainable, climate friendly way.
The Bank's strategic priorities include social inclusion and equality,
productivity and innovation and economic integration along with three
cross-cutting issues: gender equality and diversity, climate change and
environmental sustainability, and institutional capacity and the rule of law.
Each strategic priority of the Bank aligns to at least one of the United
Nations Sustainable Development Goals ("SDGs"), with all goals covered within
the Bank's institutional strategy, which may be adapted from time to time
should the United Nations SDGs definition evolve.
All projects undertaken by the Bank go through the Bank's rigorous
sustainability framework. The framework tracks measurable results, adherence
to lending targets and the effectiveness of its environmental and social
safeguards. The Bank's administrative and operating expenses are currently
covered entirely by the Bank's various sources of revenue, consisting
primarily of net interest margin and investment income (as more fully
described in the Bank's Information Statement).
INTER-AMERICAN DEVELOPMENT BANK
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