TIDM42BI
RNS Number : 3693B
Inter-American Development Bank
11 February 2022
PRICING SUPPLEMENT
Inter-American Development Bank
Global Debt Program
Series No: 821
AUD 16,000,000 2.56 percent Notes due February 10, 2037 (the
"Notes")
Issue Price: 100.00 percent.
No application has been made to list the Notes on any stock
exchange.
Citigroup
The date of this Pricing Supplement is February 7, 2022.
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.
1. Series No.: 821
2. Aggregate Principal Amount: AUD 16,000,000
3. Issue Price:
AUD 16,000,000, which is 100.00
percent of the Aggregate Principal
Amount
4. Issue Date: February 10, 2022
5. Form of Notes
(Condition 1(a)): Registered only
6. Authorized Denomination(s)
(Condition 1(b)): AUD 500,000 and integral multiples
thereof
7. Specified Currency
(Condition 1(d)): Australian Dollar (AUD) being
the lawful currency of the Commonwealth
of Australia
8. Specified Principal Payment
Currency
(Conditions 1(d) and 7(h)): AUD
9. Specified Interest Payment
Currency AUD
(Conditions 1(d) and 7(h)):
10. Maturity Date
(Condition 6(a); Fixed Interest
Rate and Zero Coupon): February 10, 2037
11. Interest Basis
(Condition 5): Fixed Interest Rate (Condition
5(I))
12. Interest Commencement Date
(Condition 5(III)): Issue Date
13. Fixed Interest Rate (Condition
5(I)):
(a) Interest Rate: 2.56 percent per annum
(b) Fixed Rate Interest Payment
Date(s): Semi-annually in arrear on February
10 and August 10 in each year,
commencing on August 10, 2022,
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
14. Relevant Financial Center: New York and Sydney
15. Relevant Business Day: New York and Sydney
16. Issuer's Optional Redemption
(Condition 6(e)): No
17. Redemption at the Option
of the Noteholders (Condition
6(f)): No
18. Governing Law: New York
Other Relevant Terms
1. Listing (if yes, specify
Stock None
Exchange):
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 Expense: The Dealer has agreed to pay for
all material expenses related
to the issuance of the Notes.
6. Codes:
(a) Common Code: 243689198
(b) ISIN: XS2436891985
7. Identity of Dealer(s)/Manager(s): Citigroup Global 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 . 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).
2. 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, 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 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.
INTER-AMERICAN DEVELOPMENT BANK
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END
IODUAORRUWUUARR
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