TIDM42BI
RNS Number : 3000E
Inter-American Development Bank
02 November 2015
PRICING SUPPLEMENT
Inter-American Development Bank
Global Debt Program
Series No: 529
TRY 35,000,000 10.47 per cent. Notes due October 27, 2017 (the
"Notes")
Issue Price: 100 percent
No application has been made to list the Notes on any stock
exchange.
J.P. Morgan Securities plc
The date of this Pricing Supplement is October 23, 2015
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.
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.: 529
2. Aggregate Principal Amount: TRY 35,000,000
3. Issue Price: 100 per cent. of the Aggregate
Principal Amount
4. Issue Date: October 28, 2015
5. Form of Notes Bearer only. The Notes will initially
(Condition 1(a)): 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") with all Coupons,
if any, in respect of interest
attached, 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) TRY 10,000
(Condition 1(b)):
7. Specified Currency Turkish Lira ("TRY") being the
(Condition 1(d)): lawful currency of the Republic
of Turkey
8. Specified Principal Payment TRY
Currency
(Conditions 1(d) and 7(h)):
9. Specified Interest Payment TRY
Currency
(Conditions 1(d) and 7(h)):
10. Maturity Date October 27, 2017
(Condition 6(a); Fixed The Maturity Date is subject to
Interest Rate): adjustment in accordance with the
Modified Following Business Day
Convention with no adjustment to
the amount of interest otherwise
calculated.
11. Interest Basis Fixed Interest Rate (Condition
(Condition 5): 5(I))
12. Interest Commencement Date October 28, 2015
(Condition 5(III)):
13. Fixed Interest Rate (Condition
5(I)): 10.47 per cent. per annum
(a) Interest Rate:
(b) Fixed Rate Interest Semi-annually on April 27 and October
Payment Date(s): 27 in each year, commencing on
April 27, 2016 and ending on the
Maturity Date.
An amount of TRY 523.50 per Authorized
Denomination is payable on each
Fixed Rate Interest Payment Date
(except for the first Fixed Rate
Interest Payment Date) and TRY
520.59 per Authorized Denomination
is payable on the first Fixed Rate
Interest Payment Date.
Each Fixed Rate Interest Payment
Date is subject to adjustment in
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accordance with the Modified Following
Business Day Convention with no
adjustment to the amount of interest
otherwise calculated.
(c) Fixed Rate Day Count
Fraction(s): 30/360
14. Relevant Financial Center: Istanbul
15. Relevant Business Days: Tokyo, London, New York and Istanbul
16. Redemption Amount (Condition TRY 10,000 per Authorized Denomination
6(a)):
17. Issuer's Optional Redemption No
(Condition 6(e)):
18. Redemption at the Option No
of the Noteholders (Condition
6(f)):
19. Early Redemption Amount In the event of any Notes becoming
(including accrued interest, due and payable prior to the Maturity
if applicable) (Condition Date in accordance with Condition
9): 9, the Early Redemption Amount
of each such Note shall be 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))"
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.
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 transactions
permitted by U.S. tax regulations.
(b) United Kingdom:
The Dealer has agreed that it has
complied and will comply with all
applicable provisions of the Financial
Services and Markets Act of 2000
with respect to anything done by
it in relation to the Notes in,
from or otherwise involving the
United Kingdom.
(c) Republic of Turkey:
The Dealer has acknowledged that
the Notes have not been, and will
not be, approved by the Turkish
Capital Markets Board ("CMB") under
the provisions of Law No. 6362
of the Republic of Turkey relating
to capital markets (the "Capital
Market Law"). The Dealer has represented
and agreed that neither the Prospectus
nor any other offering material
related to the offering will be
utilized in connection with any
general offering 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
and agreed that it has not marketed
or caused to be marketed the Notes
to residents of the Republic of
Turkey.
(d) Japan:
The Dealer represents that it is
purchasing the Notes as principal
and has agreed that in connection
with the initial offering of Notes,
it has not offered or sold and
will not directly or indirectly
offer or sell any Notes in Japan
or to, or for the benefit of, any
resident of Japan (including any
Japanese corporation or any other
entity organized under the laws
of Japan), or to others for re-offering
or resale, directly or indirectly,
in Japan or to, or for the benefit
of, any resident of Japan (except
in compliance with the Financial
Instruments and Exchange Law of
Japan (Law no. 25 of 1948, as amended)
and all other applicable laws and
regulations of Japan), and furthermore
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undertakes that any securities
dealer to whom it sells any Notes
will agree that it is purchasing
the Notes as principal and that
it will not offer or sell any notes,
directly or indirectly, in Japan
or to or for the benefit of any
resident of Japan (except as aforesaid).
(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.
Other Relevant Terms
1. Listing: None
2. Details of Clearance System Euroclear Bank S.A./N.V. and/or
Approved by the Bank and Clearstream Banking, Luxembourg
the
Global Agent and Clearance
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: 129365005
(b) ISIN: XS1293650054
7. Identity of Dealer: J.P. Morgan Securities plc
8. Identity of Calculation JPMorgan Chase Bank, N.A.
Agent: 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 a commercially reasonable
manner in accordance with a calculation
agent agreement between the Bank
and the Calculation Agent.
9. Provisions for Bearer Notes:
(a) Exchange Date: Not earlier than 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 No
Registered Notes:
(e) Registered Global notes: No
10. Additional Risk Factors: As set forth in the Additional
Investment Considerations
General Information
Additional Information regarding the Notes
1. The EU has adopted Council Directive 2003/48/EC on the
taxation of savings income (the "Savings Directive"). The Savings
Directive requires EU Member States to provide to the tax
authorities of other EU Member States details of payments of
interest and other similar income paid by a person established
within its jurisdiction to (or secured by such a person for the
benefit of) an individual resident, or to (or secured for) certain
other types of entity established, in that other EU Member State,
except that Austria will instead impose a withholding system for a
transitional period (subject to a procedure whereby, on meeting
certain conditions, the beneficial owner of the interest or other
income may request that no tax be withheld) unless during such
period it elects otherwise.
A number of non-EU countries and territories, including
Switzerland, have adopted similar measures.
The Bank undertakes that it will ensure that it maintains a
paying agent in a country which is an EU Member State that will not
be obliged to withhold or deduct tax pursuant to the Savings
Directive.
The Council of the European Union has adopted a Directive (the
"Amending Savings Directive") which would, when implemented, amend
and broaden the scope of the requirements of the Savings Directive
described above, including by expanding the range of payments
covered by the Savings Directive, in particular to include
additional types of income payable on securities, and by expanding
the circumstances in which payments must be reported or paid
subject to withholding. The Amending Savings Directive requires EU
Member States to adopt national legislation necessary to comply
with it by 1 January 2016, which legislation must apply from 1
January 2017.
The Council of the European Union has also adopted a Directive
(the "Amending Cooperation Directive") amending Council Directive
2011/16/EU on administrative cooperation in the field of taxation
so as to introduce an extended automatic exchange of information
regime in accordance with the Global Standard released by the OECD
Council in July 2014. The Amending Cooperation Directive requires
EU Member States to adopt national legislation necessary to comply
with it by 31 December 2015, which legislation must apply from 1
January 2016 (1 January 2017 in the case of Austria). The Amending
Cooperation Directive is generally broader in scope than the
Savings Directive, although it does not impose withholding taxes,
and provides that to the extent there is overlap of scope, the
Amending Cooperation Directive prevails. The European Commission
has therefore published a proposal for a Council Directive
repealing the Savings Directive from 1 January 2016 (1 January 2017
in the case of Austria) (in each case subject to transitional
arrangements). The proposal also provides that, if it is adopted,
EU Member States will not be required to implement the Amending
Savings Directive. Information reporting and exchange will however
still be required under Council Directive 2011/16/EU (as
amended).
2. United States Federal Income Tax Matters
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