Bond Asia Development Bank 2.625% ( US045167EL39 ) in USD

Asia Development Bank

100 % ▼

Philippines

US045167EL39 ( in USD )

2.625% per year ( payment 2 times a year)

29/01/2024 - Bond has expired

Prospectus brochure of the bond Asian Development Bank US045167EL39 in USD 2.625%, expired

1 000 USD

3 500 000 000 USD

045167EL3

The Asian Development Bank (ADB) is a regional development bank committed to reducing poverty and improving the lives of people in Asia and the Pacific through loans, technical assistance, grants, and equity investments.

The Asian Development Bank's USD 3,500,000,000 2.625% bond (ISIN: US045167EL39, CUSIP: 045167EL3), issued in the Philippines, matured on January 29, 2024, and has been redeemed at 100% of face value.

PRICING SUPPLEMENT

ASIAN DEVELOPMENT BANK
GLOBAL MEDIUM-TERM NOTE PROGRAM
Series No.: 1041-00-1
U.S.$3,500,000,000
2.625 per cent. Global Notes due 30 January 2024
Issue price: 99.498 per cent.

Joint Lead Managers

Goldman Sachs International
J.P. Morgan
Mizuho Securities
RBC Capital Markets

Co-Lead Managers

Commerzbank
Daiwa Capital Markets Europe
Danske Bank
Deutsche Bank
Wells Fargo Securities, LLC

The date of this Pricing Supplement is 28 January 2019.

This pricing supplement (the "Pricing Supplement") is issued to give details of an
issue of U.S.$3,500,000,000 2.625 per cent. Global Notes due 30 January 2024 (the "Notes") by
the Asian Development Bank ("ADB") under its Global Medium-Term Note Program and to
provide information supplemental to the Prospectus referred to below.
This Pricing Supplement supplements the terms and conditions of the Notes set
forth in the Prospectus dated 28 April 2011 (as amended and supplemented and together with the
documents incorporated by reference therein, the "Prospectus") and should be read in conjunction
with the Prospectus. Unless otherwise defined in this Pricing Supplement, capitalized terms used
herein have the meanings given to them in the Prospectus.
The issue of the Notes was authorized pursuant to a global borrowing authorization
of the Board of Directors of ADB dated 7 December 2018.
This Pricing Supplement does not constitute, and may not be used for the purposes
of, an offer or solicitation by anyone in any jurisdiction in which such an offer or solicitation is
not authorized or to any person to whom it is unlawful to make such an offer or solicitation, and
no action is being taken to permit an offering of the Notes or the distribution of this Pricing
Supplement in any jurisdiction where such action is required.
The Notes are not required to be and have not been registered under the U.S.
Securities Act of 1933, as amended. The Notes have not been approved or disapproved by
the U.S. Securities and Exchange Commission or any state securities commission nor has the
Commission or any state securities commission passed upon the accuracy or adequacy of this
Pricing Supplement. Any representation to the contrary is a criminal offense in the United
States.
The distribution of this Pricing Supplement or the Prospectus and the offer and sale
of the Notes may be restricted by law in certain jurisdictions. Persons into whose possession this
Pricing Supplement or the Prospectus comes are required by ADB and the Managers to inform
themselves about and to observe any such restrictions. For a description of certain restrictions on
offers and sales of Notes and on the distribution of this Pricing Supplement or the Prospectus, see
"Plan of Distribution" in the Prospectus.
The Notes are not the obligation of any government.
2

TERMS AND CONDITIONS
The following items are the particular terms and conditions of the Notes to which
this Pricing Supplement relates. In case of any conflict between such terms and conditions and
the terms and conditions set forth in the Prospectus, the terms and conditions set forth in this
Pricing Supplement shall govern.
General Provisions
1.
Issuer:
Asian Development Bank ("ADB").
2.
Series Number:
1041-00-1.
3.
(i)
Specified Currency
United States Dollars ("U.S.$").
(Condition 1(c)):
(ii)
Specified Principal Payment
Not applicable.
Currency if different from
Specified Currency (Condition
1(c)):
(iii) Specified Interest Payment
Not applicable.
Currency if different from
Specified Currency (Condition
1(c)):
(iv) Alternative Currency
Not applicable.
(Condition 7(i)) (if applicable):
4.
Aggregate Nominal Amount:
U.S.$3,500,000,000.
5.
(i)
Issue Price:
99.498 per cent. of the Aggregate Nominal
Amount.
(ii)
Net proceeds:
U.S.$3,478,055,000
6.
Specified Denominations (Condition
U.S.$1,000.
1(a)):
7.
(i)
Issue Date (Condition 5(d)):
30 January 2019.
(ii)
Interest Commencement Date Not applicable.
(if different from the Issue
Date) (Condition 5(d)):
8.
Maturity Date or Redemption Month
30 January 2024, subject to paragraph 31 below.
(Condition 6(a)):
3

9.
Interest Basis (Condition 5):
Fixed Rate (Condition 5(a)) (further particulars
specified in paragraph 16 below).
10. Redemption/Payment Basis
Redemption at par.
(Condition 6(a)):
11. Change of Interest or
Not applicable.
Redemption/Payment Basis:
12. Put/Call Options (Conditions 6(e)
Not applicable.
and (f)):
13. Status of the Notes (Condition 3):
Senior.
14. Listing:
Luxembourg Stock Exchange.
15. Method of distribution:
Syndicated.
Provisions Relating to Interest Payable
16. Fixed Rate Note Provisions
Applicable.
(Condition 5(a)):
(i)
Rate(s) of Interest:
2.625 per cent. per annum, payable semi-
annually in arrear.
(ii)
Interest Payment Date(s):
30 January and 30 July of each year,
commencing on 30 July 2019 up to and
including the Maturity Date, subject to
paragraph 31 below.
(iii) Fixed Coupon Amount(s):
U.S.$13.125 per Specified Denomination,
payable on each Interest Payment Date.
(iv)
Broken Amount(s):
Not applicable.
(v)
Relevant Financial Center:
New York.
(vi)
Additional Business Center(s) Not applicable.
(Condition 5(d)):
(vii) Day Count Fraction (Condition 30/360.
5(d)):
(viii) Determination Date(s):
Not applicable.
4

(ix)
Other terms relating to the
No Calculation Period shall be adjusted in the
method of calculating interest
event that the first day or last day of such period
for Fixed Rate Notes:
falls on a day that is not a Business Day.
The last paragraph of Condition 5(a) shall be
replaced in its entirety by the following:

"Interest will cease to accrue on each Fixed
Rate Note on the Maturity Date unless, upon
due presentation thereof, payment of principal
is improperly withheld or refused, in which
event interest will continue to accrue at the
specified Rate of Interest up to but excluding
the earlier of (i) the date on which actual
payment of principal is made, or (ii) the 15th
calendar day following the receipt of such
payment of principal by the Paying Agent."

17. Floating Rate Note Provisions
Not applicable.
(Condition 5(b)):
18. Zero Coupon/Deep Discount Note
Not applicable.
Provisions (Conditions 5(c) and 6(c)):
19. Index-Linked Interest Note Provisions: Not applicable.
20. Dual Currency Note Provisions:
Not applicable.
Provisions Relating to Redemption
21. Call Option (Condition 6(e)):
Not applicable.
22. Put Option (Condition 6(f)):
Not applicable.
23. Final Redemption Amount:
Aggregate Nominal Amount.
(i)
Alternative Payment
Not applicable.
Mechanism (Conditions 7(a)
and (c)):
(ii)
Long Maturity Note (Condition Not applicable.
7(f)):
(iii) Variable Redemption Amount
Not applicable.
(Condition 6(d)):

5

24. Early Redemption Amount:
(i)
Early Redemption Amount(s)
As set out in the Conditions.
payable on an Event of Default
(Condition 9) and/or the
method of calculating the same
(if required or if different from
that set out in the Conditions):
(ii)
Unmatured Coupons to become Not applicable.
void (Condition 7(f)):
Additional General Provisions Applicable to the Notes
25. Form of Notes:
Book-Entry Notes available on Issue Date.
26. Talons for future Coupons to be
Not applicable.
attached to definitive Bearer Notes
(and dates on which such Talons
mature):
27. Details relating to Partly Paid Notes:
Not applicable.
amount of each payment comprising
the Issue Price and date on which each
payment is to be made and
consequences (if any) of failure to pay,
including any right of ADB to forfeit
the Notes and interest due on late
payment:
28. Details relating to Installment Notes:
Not applicable.
29. Redenomination, renominalization and Not applicable.
reconventioning provisions:
30. Consolidation provisions:
Not applicable.
31. Other terms or special conditions:

(i) Payment Dates:
If any date for payment of any principal or
interest in respect of the Notes is not a Business
Day, ADB shall not be obliged to pay such
principal or interest until the first following day
that is a Business Day and shall not be obliged
to pay any interest or other payment in respect
of such postponed payment.
6

"Business Day" shall mean a day (other than a
Saturday or a Sunday) on which commercial
banks and foreign exchange markets settle
payments and are open for general business
(including dealings in foreign exchange and
foreign currency deposits) in New York.

Distribution
32. (i)
If syndicated, names of
Goldman Sachs International
Managers:
J.P. Morgan Securities plc
Mizuho International plc
RBC Capital Markets, LLC
Commerzbank AG
Daiwa Capital Markets Europe Limited
Danske Bank A/S
Deutsche Bank AG, London Branch
Wells Fargo Securities, LLC

(ii)
Stabilizing Manager (if any):
Not applicable.
(iii) Commissions and Concessions: 0.125 per cent.
33. If non-syndicated, name of Dealer:
Not applicable.
34. Additional selling restrictions:
Not applicable.
Operational Information

35. (i)
ISIN:
US045167EL39.
(ii)
CUSIP:
045167 EL3.
(iii) CINS:
Not applicable.
(iv) Other:
Not applicable.
36. Common Code:
194361980.

37. Any clearing system(s) other than
Federal Reserve Book-Entry System.
Euroclear, Clearstream, Luxembourg
and DTC and the relevant
identification number(s):
38. Delivery:
Delivery against payment.
39. Additional Paying Agent(s) (if any):
Not applicable.
7

40. Governing Law:
New York.
Listing Application
This Pricing Supplement comprises the details required to list the issue of Notes
described herein pursuant to the listing of the Global Medium-Term Note Program of ADB.
Material Adverse Change Statement
There has been no material adverse change in the financial position or prospects of
ADB since the date of the financial statements included in the Information Statement of ADB,
which was most recently published on 25 April 2018.

Recent Developments
On 5 May 2018, ADB's Board of Governors approved the following with respect
to its 2017 reported net income of U.S.$753.3 million, after the allocation of income from the
transfer of Asian Development Fund loans and certain other assets to the ordinary reserve and
appropriation of guarantee fees to the special reserve:

a.
U.S.$49.0 million, representing the ASC 815/825 adjustments and the
unrealized portion of net income from equity investments accounted for
under the equity method, for the year ended 31 December 2017, be added
from the net income to the cumulative revaluation adjustments account;
b.
U.S.$14.2 million, representing the adjustment to the loan loss reserve as of
31 December 2017, be added from net income to the loan loss reserve;
c.
U.S.$350.7 million be allocated to the ordinary reserve;
d.
U.S.$259.4 million be allocated to the Asian Development Fund; and
e.
U.S.$80.0 million be allocated to the Technical Assistance Special Fund.
On 12 December 2018, Shixin Chen succeeded Wencai Zhang as Vice-President
for Operations 1.
Responsibility
ADB accepts responsibility for the information contained in this Pricing
Supplement which, when read together with the Prospectus referred to above, contains all
information that is material in the context of the issue of the Notes.
8

ASIAN DEVELOPMENT BANK

By:

Name: MARIA A. LOMOTAN
Title: Assistant Treasurer
9

ISSUER
Asian Development Bank
6 ADB Avenue
Mandaluyong City
1550 Metro Manila
Philippines
FISCAL AGENT
Federal Reserve Bank of New York
33 Liberty Street
New York, NY 10045
USA

LUXEMBOURG LISTING AGENT
BNP Paribas Securities Services, Luxembourg Branch
60 Avenue J.F. Kennedy
L-1855 Luxembourg
LEGAL ADVISERS TO THE MANAGERS
As to New York law
Cleary Gottlieb Steen & Hamilton LLP
One Liberty Plaza
New York, NY 10006
USA

AUDITORS
Deloitte & Touche LLP
6 Shenton Way, OUE Downtown 2,
#33-00,
Singapore 068809