TIDM42BI
RNS Number : 3774G
Inter-American Development Bank
19 November 2015
PRICING SUPPLEMENT
Inter-American Development Bank
Global Debt Program
Series No: 394
Tranche: 7
U.S.$100,000,000 1.75 percent Notes due August 24, 2018 (the
"Notes") as from November 4, 2015 to be consolidated and form a
single series with the Bank's U.S.$1,300,000,000 1.75 percent Notes
due August 24, 2018, issued August 24, 2011 (the "Series 394
Tranche 1 Notes"), the Bank's U.S.$100,000,000 1.75 percent Notes
due August 24, 2018, issued on November 23, 2011 (the "Series 394
Tranche 2 Notes"), the Bank's U.S.$200,000,000 1.75 percent Notes
due August 24, 2018, issued on January 24, 2012 (the "Series 394
Tranche 3 Notes"), the Bank's U.S.$100,000,000 1.75 percent Notes
due August 24, 2018, issued on July 26, 2012 (the "Series 394
Tranche 4 Notes"), the Bank's U.S.$100,000,000 1.75 percent Notes
due August 24, 2018, issued on October 30, 2013 (the "Series 394
Tranche 5 Notes") and the Bank's U.S.$100,000,000 1.75 percent
Notes due August 24, 2018, issued on November 7, 2013 (the "Series
394 Tranche 6 Notes").
Issue Price: 102.027 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
Regulated Market
HSBC
The date of this Pricing Supplement is November 2, 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. The master fiscal agency
agreement, dated as of December 7, 1962, as amended and
supplemented from time to time, between the Bank and the Federal
Reserve Bank of New York, as fiscal and paying agent, has been
superseded by the Uniform Fiscal Agency Agreement, dated as of July
20, 2006 (the "New Fiscal Agency Agreement"), as may be amended,
restated, superseded or otherwise modified from time to time,
between the Bank and the Federal Reserve Bank of New York, as
fiscal and paying agent. All references to the "Fiscal Agency
Agreement" under the heading "Terms and Conditions of the Notes"
and elsewhere in the Prospectus shall be deemed references to the
New Fiscal Agency Agreement.
1. Series No.: 394
Tranche No.: 7
2. Aggregate Principal Amount: U.S.$100,000,000
As from the Issue Date, the Notes
will be consolidated and form a
single series with the Series 394
Tranche 1 Notes, the Series 394
Tranche 2 Notes, the Series 394
Tranche 3 Notes, the Series 394
Tranche 4 Notes, the Series 394
Tranche 5 Notes and the Series
394 Tranche 6 Notes.
3. Issue Price: U.S.$ 102,367,000.00, which amount
represents the sum of (a) 102.027
percent of the Aggregate Principal
Amount plus (b) the amount of U.S.$340,000.00
representing 70 days' accrued interest,
inclusive.
4. Issue Date: November 4, 2015
5. Form of Notes
(Condition 1(a)): Book-entry only (not exchangeable
for Definitive Fed Registered Notes,
Conditions 1(a) and 2(b) notwithstanding)
6. Authorized Denomination(s)
(Condition 1(b)): Book-entry only, U.S.$1,000 and
integral multiples thereof
7. Specified Currency
(Condition 1(d)): United States Dollars (U.S.$)
being the lawful currency of the
United States of America
8. Specified Principal Payment
Currency
(Conditions 1(d) and 7(h)): U.S.$
9. Specified Interest Payment
Currency U.S.$
(Conditions 1(d) and 7(h)):
10. Maturity Date
(Condition 6(a); Fixed August 24, 2018
Interest Rate):
11. Interest Basis
(Condition 5): Fixed Interest Rate (Condition
5(I))
12. Interest Commencement Date
(Condition 5(III)): August 24, 2015
13. Fixed Interest Rate (Condition
5(I)):
(a) Interest Rate: 1.750 percent per annum
(b) Fixed Rate Interest Semi-annually in arrear on February
Payment Date(s): 24 and August 24 in each year,
commencing on February 24, 2016.
Each Interest Payment Date is subject
to adjustment in accordance with
the 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: New York and London
15. Relevant Business Days: New York and London
16. Issuer's Optional Redemption
(Condition 6(e)): No
17. Redemption at the Option
of the Noteholders (Condition No
6(f)):
18. Governing Law: New York
19. 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 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) 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
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it may offer or sell Notes or distribute
any offering material.
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 Regulated
Market
2. Details of Clearance System Federal Reserve Bank of New York;
Approved by the Bank and Euroclear; Clearstream, Luxembourg
the
Global Agent and Clearance
and
Settlement Procedures:
3. Syndicated: No
4. Commissions and Concessions: None
5. Estimated Total Expenses: None. The Dealer has agreed to
pay for certain expenses related
to the issuance of the Notes.
6. Codes:
(a) Common Code: 066790452
(b) ISIN: US4581X0BR83
(c) CUSIP: 4581X0BR8
7. Identity of Dealer: HSBC Bank plc
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 January 1, 2016, which legislation must apply from
January 1, 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 December 31, 2015, which legislation must apply from
January 1, 2016 (January 1, 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 January 1, 2016
(January 1, 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
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.
Due to a change in law since the date of the Prospectus, the
second paragraph of "-Payments of Interest" under the "United
States Holders" section should be updated to read as follows:
"Interest paid by the Bank on the Notes constitutes income from
sources outside the United States and will, depending on the
circumstances, be "passive" or "general" income for purposes of
computing the foreign tax credit."
Subject to the discussion in the following paragraph regarding
amortizable bond premium, a United States holder will generally be
taxed on interest on the Notes as ordinary income at the time such
holder receives the interest or when it accrues, depending on the
holder's method of accounting for tax purposes. However, the
portion of the first interest payment on the Notes that represents
a return of the 70 days of accrued interest that a United States
holder paid as part of the purchase price of the Notes will not be
treated as an interest payment for United States federal income tax
purposes, but will instead be treated as a return of such portion
of the purchase price and a holder will reduce its basis in the
Notes by such amount.
Because the purchase price of the Notes exceeds the principal
amount of the Notes, a United States holder may elect to treat the
excess (after excluding the portion of the purchase price
attributable to accrued interest) as amortizable bond premium. A
United States holder that makes this election would reduce the
amount required to be included in such holder's income each year
with respect to interest on the Notes by the amount of amortizable
bond premium allocable to that year, based on the Note's yield to
maturity. If a United States holder makes an election to amortize
bond premium, the election would apply to all debt instruments,
other than debt instruments the interest on which is excludible
from gross income, that the United States holder holds at the
beginning of the first taxable year to which the election applies
or that such holder thereafter acquires, and the United States
holder may not revoke the election without the consent of the
Internal Revenue Service.
Information with Respect to Foreign Financial Assets. Owners of
"specified foreign financial assets" with an aggregate value in
excess of U.S.$50,000 (and in some circumstances, a higher
threshold) may be required to file an information report with
respect to such assets with their tax returns. "Specified foreign
financial assets" may include financial accounts maintained by
foreign financial institutions, as well as the following, but only
if they are held for investment and not held in accounts maintained
by financial institutions: (i) stocks and securities issued by
non-United States persons, (ii) financial instruments and contracts
that have non-United States issuers or counterparties, and (iii)
interests in foreign entities. Holders are urged to consult their
tax advisors regarding the application of this reporting
requirement to their ownership of the Notes.
Medicare Tax. A United States holder that is an individual or
estate, or a trust that does not fall into a special class of
trusts that is exempt from such tax, is subject to a 3.8% tax (the
"Medicare tax") on the lesser of (1) the United States holder's
"net investment income" (or "undistributed net investment income"
in the case of an estate or trust) for the relevant taxable year
and (2) the excess of the United States holder's modified adjusted
gross income for the taxable year over a certain threshold (which
in the case of individuals is between U.S.$125,000 and
U.S.$250,000, depending on the individual's circumstances). A
holder's net investment income generally includes its interest
income and its net gains from the disposition of Notes, unless such
interest income or net gains are derived in the ordinary course of
the conduct of a trade or business (other than a trade or business
that consists of certain passive or trading activities). United
States holders that are individuals, estates or trusts are urged to
consult their tax advisors regarding the applicability of the
Medicare tax to their income and gains in respect of their
investment in the Notes.
INTER-AMERICAN DEVELOPMENT BANK
By:
Name: Gustavo Alberto De Rosa
Title: Chief Financial Officer and
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