Source - RNS
RNS Number : 1393J
Inter-American Development Bank
06 September 2016
 

 

 

 

PRICING SUPPLEMENT

Inter-American Development Bank

Global Debt Program

Series No: 482

Tranche No: 4

IDR 200,000,000,000 7.35 percent Notes due September 12, 2018 (the "Notes") as from September 6, 2016 to be consolidated and form a single series with the Bank's IDR 1,000,000,000,000 7.35 percent Notes due September 12, 2018, issued on September 12, 2014 (the "Series 482 Tranche 1 Notes"), the Bank's IDR 250,000,000,000 7.35 percent Notes due September 12, 2018, issued on October 16, 2014 (the "Series 482 Tranche 2 Notes") and the Bank's IDR 300,000,000,000 7.35 percent Notes due September 12, 2018, issued on February 12, 2015 (the "Series 482 Tranche 3 Notes")

payable in United States Dollars

Issue Price:  101.818 percent plus 354 days' accrued interest

 

 

 

 

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

 

 

Citigroup Global Markets Limited

 

 

 

The date of this Pricing Supplement is as of September 1, 2016

 

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.:

Tranche No.:

482

4

 

2.   

Aggregate Principal Amount:

IDR 200,000,000,000

As from the Issue Date, the Notes will be consolidated and form a single series with the Series 482 Tranche 1 Notes, the Series 482 Tranche 2 Notes and the Series 482 Tranche 3 Notes.

 

3.   

Issue Price:

IDR 218,091,000,000, which amount represents the sum of (a) 101.818 percent of the Aggregate Principal Amount plus (b) the amount of IDR 14,455,000,000 representing 354 days' accrued interest, inclusive.

The Issue Price will be payable in USD in the amount of USD 16,484,580.50 (based on the agreed rate of 13,230 IDR per one USD).

 

4.   

Issue Date:

September 6, 2016

 

5.   

Form of Notes
(Condition 1(a)):


Registered only, as further provided in paragraph 9(c) of "Other Relevant Terms" below.

 

6.   

Authorized Denomination(s)
(Condition 1(b)):


IDR 10,000,000 and integral multiples thereof

 

7.   

Specified Currency
(Condition 1(d)):


The lawful currency of the Republic of Indonesia ("Indonesian Rupiah" or "IDR"), 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
(Conditions 1(d) and 7(h)):


USD

 

10. 

Maturity Date
(Condition 6(a); Fixed Interest Rate):

 

September 12, 2018

 

11. 

Interest Basis
(Condition 5):


Fixed Interest Rate (Condition 5(I))

 

12. 

Interest Commencement Date (Condition 5(III)):

 

September 12, 2015

 

13. 

Fixed Interest Rate (Condition 5(I)):

 

Condition 5(I) as amended and supplemented below, shall apply to the Notes.  The bases of the Calculation of the Interest Amount, Interest Payment Dates and default interest are as set out below.

 

 

 

 

(a)  Interest Rate:


7.35 percent per annum

 

 

 

(b)  Business Day Convention:

Following Business Day Convention

 

 

(c)  Fixed Rate Interest Payment Date(s):

 

Annually on each September 12, commencing on September 12, 2016 and ending on, and including, the Maturity Date.

 

 

(d)  Interest Period:

Each period from and including each Interest Payment Date to but excluding the next following 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 above.

 

 

(e)  Fixed Rate Day Count Fraction(s):

30/360

 

 

(f)  Calculation of Interest Amount:

As soon as practicable and in accordance with the procedure specified herein, the Calculation Agent will determine the Applicable Rate (as defined below) and calculate the amount of interest payable (the "Interest Amount") with respect to each minimum Authorized Denomination for the relevant Interest Period.

The Interest Amount with respect to any Interest Period shall be a USD amount calculated on the relevant Fixing Date (as defined below) as follows:

7.35% times minimum Authorized Denomination

     times

the Fixed Rate Day Count Fraction

      divided by

the Applicable Rate

 

(and rounding, if necessary, the entire resulting figure to the nearest two decimal places, with USD 0.005 being rounded upwards).

 

The "Applicable Rate" means the rate determined by the Calculation Agent that is equal to the IDR/U.S. Dollar weighted average spot rate in the interbank market based on traded IDR/USD spot foreign exchange transactions during a specified time period which are captured on a real time basis, expressed as the amount of IDR per one USD published by Bank Indonesia at approximately 10:00 a.m., Jakarta time, on the Rate Fixing Date as the "Jakarta Interbank Spot Dollar Rate USD - IDR", which appears on Bank Indonesia's website (www.bi.go.id), Thomson Reuters Screen JISDOR Page, Bloomberg Page JISDOR, or otherwise made available by Bank Indonesia (or its successor as administrator).  Fallback Provisions apply as per below. 

 

 

 

The "Fixing Date" means the date that is five (5) IDR Business Days prior to the applicable Interest Payment Date or Maturity Date, as the case may be.  The Fixing Date shall be subject to adjustment as follows:  if the scheduled date of the Fixing Date is not a Relevant Business Day, then the Fixing Date will be the first preceding day that is a Relevant Business Day.

"IDR Business Day" means a day (other than a Saturday or a Sunday) on which banks and foreign exchange markets are open for business in Singapore.

 

 

 

"Fallback Provisions":  Should no USD/IDR reference rate appear on Bank Indonesia's website (www.bi.go.id), Thomson Reuters Screen JISDOR Page, or Bloomberg Page JISDOR, or be otherwise made available by Bank Indonesia (or its successor as administrator) on the Fixing Date, then the USD/IDR reference rate for such Fixing Date shall be determined by the Calculation Agent by requesting quotations for the mid USD/IDR spot foreign exchange rate either (i) at or about 11:00 a.m. Singapore time on the first day (other than a Saturday or a Sunday) following the 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 Fixing Date is not a Relevant Business Day, at or about 11:00 a.m. Singapore time on the Fixing Date from five banks active in the USD/IDR currency and foreign exchange markets (such banks, the "Reference Banks") as selected by the Calculation Agent.

 

 

 

If five or four quotations are provided as requested, the USD/IDR reference rate will be the arithmetic mean (rounded to the nearest whole Rupiah, 0.5 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 USD/IDR 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/IDR currency or foreign exchange markets will provide quotes, the Calculation Agent shall be entitled to calculate the USD/IDR reference rate acting in good faith 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 Bank and the Global Agent as soon as reasonably practicable that the USD/IDR reference rate is to be so determined. 

 

 

(g)  Calculation Agent:

See "8. Identity of Calculation Agent" under "Other Relevant Terms"

 

 

(h)  Notification:

If the Interest Amount payable on any Interest Payment Date or the Redemption Amount, as the case may be, is calculated in any manner other than by utilizing the USD/IDR reference rate that appears on Bank Indonesia's website (www.bi.go.id), Thomson Reuters Screen JISDOR Page, or Bloomberg Page JISDOR, or is otherwise made available by Bank Indonesia (or its successor as administrator), the Global Agent on behalf of the Bank shall give notice as soon as reasonably practicable to the Noteholders in accordance with Condition 14 (Notices).

 

14. 

Relevant Financial Center:

New York, Jakarta, TARGET2 and London

 

15. 

Relevant Business Day:

New York, Jakarta, TARGET2 and London

 

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 Fixing Date with respect to the Maturity Date as follows:

 

minimum Authorized Denomination

      divided by

the Applicable Rate

 

(and rounding, if necessary, the entire resulting figure to the nearest 2 decimal places, with USD 0.005 being rounded upwards).

Payment of the Redemption Amount will occur on the scheduled Maturity Date or, if later in the event of any such adjustment described above, on the date that is five Relevant Business Days in New York after the Fixing Date upon which the Applicable Rate is actually obtained, with no accrued interest payable in respect of any postponement described above.

 

17. 

Issuer's Optional Redemption (Condition 6(e)):


No

 

18. 

Redemption at the Option of the Noteholders (Condition 6(f)):


No

 

19. 

Early Redemption Amount (including accrued interest, if applicable) (Condition 9):

 

In the event the Notes become 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" 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 "Fixing Date" shall be the date that is five (5) IDR 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

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.

 

(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 the Notes in, from or otherwise involving the United Kingdom.

 

(c)  Indonesia:

The Notes are not and will not be registered with the Financial Services Authority previously known as the Capital Market and Financial Institutions Supervisory Agency (the "OJK") in Indonesia. As such, the Notes (including the distribution and dissemination of the Pricing Supplement, other written materials either through advertisements or other media authorized) are not authorized by the OJK for their sale by public offering in the Indonesian territory and/or to Indonesian entities or residents in the Indonesian territory in circumstances which constitute a public offering of securities under the Indonesian Law No. 8/1995 regarding Capital Markets. Likewise, the Notes and the Pricing Supplement have not been reviewed, registered or authorized by the Central Bank (Bank Indonesia) for their distribution through banking institutions in Indonesia.

 

 

(d)  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.

       

 

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 with effect from the Issue Date.

2.   

Details of Clearance System Approved by the Bank and the
Global Agent and Clearance and
Settlement Procedures:




Euroclear and Clearstream, Luxembourg

3.   

Syndicated:

No.

4.   

Commissions and Concessions:

0.30 percent of the Aggregate Principal Amount. 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)  CUSIP:

50207K9V5

 

(b)  ISIN:

XS1106486936

 

(c)  Common Code:

110648693

7.   

Identity of Dealer:

Citigroup Global Markets Limited

8.   

Identity of Calculation Agent:

Citibank, N.A.

Citigroup Centre

Canada Square

Canary Wharf

London E14 5LB

United Kingdom

 

(acting through its Singapore FX derivatives trading group (or any successor department/group))

 

In relation to the Fixing Date, as soon as is reasonably practicable after the determination of the Applicable Rate in relation thereto, on the date on which the relevant Applicable Rate is to be determined (or, if such date is not a Relevant Business Day, then on the next succeeding Relevant Business Day), the Calculation Agent shall notify the Issuer and the Global Agent of the Applicable Rate, and the Interest Amount, and the Redemption Amount or Early Redemption Amount, as the case may be, in relation thereto.

 

 

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.   

Provision 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 Global Agency Agreement, dated January 8, 2001, among the Bank, Citibank, N.A., as Global Agent, and the other parties thereto.

       

 

General Information

Additional Information Regarding the Notes

1.         United States Federal 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."

 

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 will generally include 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.

 

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 Applicable Rate, which is a measure of the rate of exchange between the Indonesian Rupiah and the USD.  Currency exchange rates are volatile and will affect the holder's return.  In addition, the government of Indonesia 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 Indonesia or elsewhere could lead to significant and sudden changes in the exchange rate between the Indonesian Rupiah and the USD.

 

            The Indonesian Rupiah 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 Applicable 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 IDR-USD exchange rate would yield.

 

 

 

INTER-AMERICAN DEVELOPMENT BANK

By:                                                                                       

Name:  Gustavo Alberto De Rosa

Title:     Chief Financial Officer and  

            General Manager, Finance Department

 


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The company news service from the London Stock Exchange
 
END
 
 
IODUNVARNUAKRUR