Inter-American Development Bank
Global Debt Program
Series No: 766
AUD 40,000,000 0.994 percent Notes due October 16, 2030 (the "Notes")
Issue Price: 100.00 percent.
No application has been made to list the Notes on any stock exchange.
The date of this Pricing Supplement is October 13, 2020.
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 Financial Services and Markets Act 2000 or a base prospectus for the purposes of Regulation (EU) 2017/1129). 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.
MiFID II product governance / Retail investors, professional investors and ECPs target market - See "General Information-Additional Information Regarding the Notes-Matters relating to MiFID II" 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.:
2. Aggregate Principal Amount:
3. Issue Price:
AUD 40,000,000, which is 100.00 percent of the Aggregate Principal Amount
4. Issue Date:
October 16, 2020
5. Form of Notes
6. Authorized Denomination(s)
AUD 200,000 and integral multiples thereof
7. Specified Currency
Australian Dollar (AUD) being the lawful currency of the Commonwealth of Australia
8. Specified Principal Payment Currency
9. Specified Interest Payment Currency
10. Maturity Date
October 16, 2030
11. Interest Basis
Fixed Interest Rate(Condition5(I))
12. Interest Commencement Date (Condition 5(III)):
13. Fixed Interest Rate (Condition 5(I)):
0.994 percent per annum
(b) Fixed Rate Interest Payment Date(s):
Semi-annually in arrear on April 16 and October 16 in each year, commencing on April 16, 2021.
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:
Modified Following Business Day Convention
(d) Fixed Rate DayCount Fraction(s):
14. Relevant Financial Center:
New York, London and Sydney
15. Relevant Business Day:
New York, London and Sydney
16. Issuer' Optional Redemption (Condition 6(e)):
17. Redemption at the Option of the Noteholders (Condition 6(f)):
18. Governing Law:
Other Relevant Terms
1. Listing (if yes, specify Stock
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
4. Commissions and Concessions:
No commissions or concessions are payable in respect of the Notes.
(a) Common Code:
6. Identity of Dealer(s)/Manager(s):
Citigroup Global Markets Limited
7. Provisions for Registered Notes:
(a) Individual Definitive Registered Notes Available on Issue Date:
(b) DTC Global Note(s):
(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.
8. Intended to be held in a manner which would allow Eurosystem eligibility:
9. 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) 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.
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).
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.
Additional Information Regarding the Notes
1. Matters relating to MiFID II
The Bank does not fall under the scope of application of the MiFID II regime. Consequently, the Bank does not qualify as an "investment firm", "manufacturer" or "distributor" for the purposes of MiFID II.
MiFID II product governance / Retail investors, professional investors and ECPs target market - Solely for the purposes of the 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, professional clients and retail clients, each as defined in MiFID II; 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 manufacturer's target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturer's target market assessment) and determining appropriate distribution channels.
For the purposes of this provision, the expression "manufacturer" means the Dealer.
For the purposes of this provision, the expression MiFID II means Directive 2014/65/EU, as amended.
INTER-AMERICAN DEVELOPMENT BANK