Inter-American Dev (94HD) - Issue of Debt RNS Number : 0382Q Inter-American Development Bank 31 October 2012 Series No.: 009 Tranche No.: D Date: 26 October 2012 INTER-AMERICAN DEVELOPMENT BANK Australian Dollar Medium Term Note Program issue of A$175,000,000 3.75% Medium Term Notes due 25 July 2022 (to be consolidated and form a single Series with the Issuer's existing A$200,000,000 3.75% Medium Term Notes due 25 July 2022, issued on 25 July 2012, A$200,000,000 3.75% Medium Term Notes due 25 July 2022, issued on 15 August 2012 and A$100,000,000 3.75% Medium Term Notes due 25 July 2022, issued on 24 September 2012) ("MTNs") The Program has been rated AAA by Standard & Poor's and Aaa by Moody's Investors Service, Inc. Each offer to purchase or invitation to buy MTNs must (a) constitute an offer or invitation which does not require disclosure to investors under Parts 6D.2 or 7.9 of the Corporations Act 2001 of Australia such that the amount payable by each person who subscribes for MTNs must be at least A$500,000 (disregarding moneys lent by the offeror or its associates), and (b) must comply with the Banking (Exemption) Order No. 82 dated 23 September 1996 promulgated by the Assistant Treasurer of Australia under the Banking Act 1959 of Australia ("Banking Act") as if it applied to the Issuer, mutatis mutandis. The sale of the MTNs is also subject to other selling restrictions as set out in the Information Memorandum dated 18 December 2009 and this Pricing Supplement. The Issuer is not a bank which is authorised under the Banking Act 1959 of Australia. The MTNs are not the obligations of any government and, in particular, are not guaranteed by the Commonwealth of Australia. This Pricing Supplement (as referred to in the Information Memorandum dated 18 December 2009 ("Information Memorandum") and Deed Poll dated 16 July 1999, as amended and restated on 18 December 2009, together the "Deed Poll") in relation to the above Program) relates to the Tranche of MTNs referred to above. The Terms and Conditions of the MTNs are as set out on pages 12 to 28 of the Information Memorandum, as supplemented and amended by this Pricing Supplement. The MTNs are constituted by the Deed Poll. Terms used but not defined in this Pricing Supplement have the meanings given to them in the Information Memorandum. The most recent Information Statement incorporated by reference in the Information Memorandum is dated 9 March 2012. The particulars to be specified in relation to such Tranche are as follows: 1 Description of MTNs: Fixed Rate MTNs 2 Issuer: Inter-American Development Bank 3 Registrar: Reserve Bank of Australia 4 Type of Issue: Underwritten 5 Dealers: Deutsche Bank AG, Sydney Branch (ABN 13 064 165 162) The Toronto-Dominion Bank 6 Currency: - of Denomination Australian dollars - of Payment Australian dollars 7 Aggregate principal amount A$175,000,000 of Tranche: 8 If interchangeable with Yes. To be consolidated and form a single existing Series: Series with the Issuer's existing A$200,000,000 3.75% Medium Term Notes due 25 July 2022, issued on 25 July 2012, A$200,000,000 3.75% Medium Term Notes due 25 July 2022, issued on 15 August 2012 and A$100,000,000 3.75% Medium Term Notes due 25 July 2022, issued on 24 September 2012. 9 Issue Date: 30 October 2012 10 Issue Price: 98.651% of the Aggregate principal amount of the Tranche (plus accrued interest of 97 days of A$1,729,000 for the period from, and including, 25 July 2012 to, but excluding, 30 October 2012). 11 Denomination: A$1,000, subject to the requirement that the amount payable by each person who subscribes for MTNs when issued in or transferred within Australia must be at least A$500,000. 12 Definition of Business Day: A day (other than a Saturday or Sunday) on which commercial banks are open for general banking business in Sydney. 13 Interest: (a) If Interest bearing: (i) Interest Rate: 3.75% per annum paid semi-annually in arrear. (ii) Interest Amount: A$18.75 per MTN on each Interest Payment Date. (iii) Interest 25 January and 25 July of each year, Payment Dates: commencing on 25 January 2013 and ending on the Maturity Date (iv) Interest Period Interest Payment Dates End Dates: (v) Applicable Following Business Day Convention: - for Interest As above Payment Dates: - for Maturity Date: Unadjusted - for Interest Period Unadjusted End Dates: - any other dates: As above (vi) Day Count RBA Bond Basis Fraction: (vii) Interest 25 July 2012 Commencement Date: (viii) Minimum Interest Not applicable Rate: (ix) Maximum Interest Not applicable Rate: (x) Issue Yield: 3.9175% per annum (b) If non-interest bearing: Not applicable - Amortisation Yield: 14 Maturity Date: 25 July 2022 15 Maturity Redemption Amount: Outstanding Principal Amount 16 Early Termination Amount: Outstanding Principal Amount 17 Any Clearing System other Interests in MTNs traded in the Austraclear than Austraclear: System may also be traded through Euroclear and Clearstream, Luxembourg. See the section of the Information Memorandum entitled "Clearing System" on page 10. 18 Additional Tax Consequences See the section of the Information Memorandum and Disclosure: entitled "Taxation" on pages 33 to 37. 19 Other Conditions: Not applicable 20 Selling Restrictions: The Selling Restrictions are amended as set out in the Schedule to this Pricing Supplement. 21 Address for Notices (if Not applicable necessary): 22 Listing: Not applicable 23 ISIN: AU3CB0196921 24 Common Code: 080854005 CONFIRMED Inter-American Development Bank By: Edward Bartholomew Title: Chief Financial Officer and General Manager, Finance Department Date: 26 October 2012 SCHEDULE The European Economic Area selling restriction set out on pages 39 and 40 of the Information Memorandum is deleted and replaced with the following: "European Economic Area Unless otherwise stated in this "Selling Restrictions" section, in relation to each Member State of the European Economic Area ("EEA State") which has implemented the Prospectus Directive (each, a "Relevant EEA State"), each Dealer has represented and agreed, and each further Dealer under the Program will be required to represent and agree, that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant EEA State (the "Relevant Implementation Date") it has not made and will not make an offer of MTNs which are the subject of the offering contemplated by this Information Memorandum as completed by the Pricing Supplement in relation thereto to the public in that Relevant EEA State, except that it may, with effect from and including the Relevant Implementation Date, make an offer of such MTNs to the public in that Relevant EEA State: (a) at any time to any legal entity which is a qualified investor as defined in the Prospectus Directive; (b) at any time to fewer than 100 or, if the Relevant EEA State has implemented the relevant provision of the 2010 PD Amending Directive, 150, natural or legal persons (other than qualified investors as defined in the Prospectus Directive) subject to obtaining the prior consent of the relevant Dealer or Dealers nominated by the Issuer for any such offer; or (c) at any time in any other circumstances falling within Article 3(2) of the Prospectus Directive, provided that no such offer of MTNs referred to in (a) to (c) above shall require the Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive. For the purposes of this provision, the expression an "offer of Notes to the public" in relation to any MTNs in any Relevant EEA State means the communication in any form and by any means of sufficient information on the terms of the offer and the MTNs to be offered so as to enable an investor to decide to purchase or subscribe the MTNs, as the same may be varied in that EEA State by any measure implementing the Prospectus Directive in that EEA State and the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in the Relevant EEA State), and includes any relevant implementing measure in each Relevant EEA State, and the expression "2010 PD Amending Directive" means Directive 2010/73/EU." The Japan selling restriction set out on page 40 of the Information Memorandum is deleted and replaced with the following: "Japan The MTNs have not been and will not be registered under the Financial Instruments and Exchange Act of Japan (Act No.25 of 1948, as amended) ("Financial Instruments and Exchange Act") and, accordingly, each Dealer has represented and agreed, and each further Dealer appointed under the Programme will be required to represent and agree, that, unless an applicable Pricing Supplement (or another supplement to this Information Memorandum) otherwise provides, it has not offered or sold nor will it offer or sell any MTNs directly or indirectly, in Japan or to, or for the benefit of, any resident of Japan (as defined under Item 5, Paragraph 1, Article 6 of the Foreign Exchange and Foreign Trade Act (Act No. 228 of 1949, as amended)) or to others for re-offering or resale, directly or indirectly, in Japan or for the benefit of a resident in Japan, except pursuant to an exemption from the registration requirements of, and otherwise in compliance with, the Financial Instruments and Exchange Act and any other applicable laws, regulations and ministerial guidelines of Japan." The Singapore selling restriction set out on pages 41 and 42 of the Information Memorandum is deleted and replaced with the following: "Singapore The Information Memorandum has not been registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act, Chapter 289 of Singapore, as amended ("SFA"). Each Dealer has represented and agreed, and each further Dealer appointed under the Programme will be required to represent and agree, that, unless an applicable Pricing Supplement (or another supplement to this Information Memorandum) otherwise provides, the Information Memorandum and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the MTNs has not been and will not be circulated or distributed by it nor have the MTNs been, nor will the MTNs be, offered or sold by it, or be made subject to an invitation for subscription or purchase by it, whether directly or indirectly to persons in Singapore other than: (a) to an institutional investor under Section 274 of the SFA; (b) to a relevant person pursuant to Section 275(1) of the SFA, or to any person pursuant to Section 275(1A) of the SFA, and in accordance with the conditions specified in Section 275 of the SFA; or (c) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Where the Notes are subscribed or purchased in reliance of an exemption under Section 274 or 275 of the SFA, the Notes shall not be sold within the period of 6 months from the date of the initial acquisition of the Notes, except to any of the following persons: (A) an institutional investor (as defined in Section 4A of the SFA); (B) a relevant person (as defined in Section 275(2) of the SFA); or (C) any person pursuant to an offer referred to in Section 275(1A) of the SFA, unless expressly specified otherwise in Section 276(7) of the SFA or Regulation 32 of the Securities and Futures (Offers of Investments) (Shares and Debentures) Regulations 2005 of Singapore. Where the Notes are subscribed or purchased under Section 275 of the SFA by a relevant person which is: (1) a corporation (which is not an accredited investor (as defined in Section 4A of the SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (2) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary of the trust is an individual who is an accredited investor, that securities (as defined in Section 239(1) of the SFA) of that corporation or the beneficiaries' rights and interest (howsoever described) in that trust shall not be transferred within six months after that corporation or that trust has acquired the MTNs pursuant to an offer made under Section 275 of the SFA except: (i) to an institutional investor (under Section 274 of the SFA) or to a relevant person (as defined in Section 275(2) of the SFA) and in accordance with the conditions specified in Section 275 of the SFA; (ii) (in the case of a corporation) where the transfer arises from an offer referred to in Section 276(3)(i)(B) of the SFA or (in the case of a trust) where the transfer arises from an offer referred to in Section 276(4)(i)(B) of the SFA; (iii) where no consideration is, or will be, given for the transfer; (iv) where the transfer is by operation of law; (v) as specified in Section 276(7) of the SFA; or (vi) as specified in Regulation 32 of the Securities and Futures (Offers of Investments) (Shares and Debentures) Regulations 2005 of Singapore." This information is provided by RNS The company news service from the London Stock Exchange END IODUARRRUVAROUA -0- Nov/01/2012 07:00 GMT
Inter-American Dev 94HD Issue of Debt
Press spacebar to pause and continue. Press esc to stop.