Bond Asia Development Bank 8.7% ( XS2296206225 ) in PKR

Asia Development Bank

100 % ⇌

Philippines

XS2296206225 ( in PKR )

8.7% per year ( payment 1 time a year)

15/10/2025

Prospectus brochure of the bond Asian Development Bank XS2296206225 en PKR 8.7%, maturity 15/10/2025

10 000 000 PKR

2 710 000 000 PKR

16/10/2025 ( In 106 days )

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 issued a PKR 2,710,000,000 bond (ISIN: XS2296206225) maturing October 15, 2025, with an 8.7% coupon rate, paying annually, a minimum lot size of PKR 10,000,000, currently trading at 100% of face value in the Philippines.

U.K. MIFIR PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS
AND ECPS ONLY 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 only eligible counterparties, as defined in
the FCA Handbook Conduct of Business Sourcebook ("COBS"), and professional clients, as
defined in Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the
European Union (Withdrawal) Act 2018 ("U.K. MiFIR"); and (ii) all channels for distribution of
the Notes to eligible counterparties and professional clients 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 the
FCA Handbook Product Intervention and Product Governance Sourcebook (the "U.K. MiFIR
Product Governance Rules") 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.
PRIIPs/IMPORTANT U.K. RETAIL INVESTORS The Notes are not
intended to be offered, sold or otherwise made available to and should not be offered, sold or
otherwise made available to, any retail investor in the United Kingdom ("U.K."). For these
purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in
point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue
of the European Union (Withdrawal) Act 2018 ("EUWA"); or (ii) a customer within the
meaning of the provisions of the Financial Services and Markets Act 2000 (the "FSMA") and
any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that
customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of
Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA.
Consequently, no key information document required by Regulation (EU) No 1286/2014 as it
forms part of domestic law by virtue of the EUWA (the "U.K. PRIIPs Regulation") for offering
or selling the Notes or otherwise making them available to retail investors in the U.K. has been
prepared and therefore offering or selling the Notes or otherwise making them available to any
retail investor in the U.K. may be unlawful under the U.K. PRIIPs Regulation.
ADB does not fall under the scope of application of Directive 2014/65/EU (as amended,
"MiFID II") or U.K. MiFIR. Consequently, ADB does not qualify as an "investment firm",
"manufacturer" or "distributor" for the purposes of either MiFID II or U.K. MiFIR.

PRICING SUPPLEMENT

ASIAN DEVELOPMENT BANK
GLOBAL MEDIUM-TERM NOTE PROGRAM
Series No.: 1235-01-1
PKR1,110,000,000

8.70 per cent. Notes due 16 October 2025
payable in United States dollars

(to be consolidated and form a single series with the PKR1,600,000,000 8.70 per cent. Notes
due 16 October 2025 payable in United States dollars issued on 4 February 2021)

Issue price: 99.19899 per cent.

Manager

Standard Chartered Bank

The date of this Pricing Supplement is 14 April 2021.

This pricing supplement (the "Pricing Supplement") is issued to give details of an
issue of PKR1,110,000,000 8.70 per cent. Notes due 16 October 2025 payable in United States
dollars (the "Notes") (to be consolidated and form a single series with the PKR1,600,000,000
8.70 per cent. Notes due 16 October 2025 payable in United States dollars issued on 4 February
2021) 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 9 December 2020 (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 9 December 2020.
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 Manager 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:
1235-01-1.
3.
(i) Specified
Currency
The lawful currency of the Islamic
(Condition 1(c)):
Republic of Pakistan ("Pakistani Rupee" or
"PKR").

(ii)
Specified Principal Payment
United States dollars ("U.S.$" or "U.S.
Currency if different from
dollars").
Specified Currency (Condition
1(c)):

(iii)
Specified Interest Payment
U.S.$.
Currency if different from
Specified Currency (Condition
1(c)):
(iv)
Alternative
Currency
Not applicable.
(Condition 7(i)) (if applicable):
4.
Aggregate Nominal Amount:
PKR1,110,000,000 payable in U.S.$.
The Notes will be consolidated and form a
single series with the PKR1,600,000,000
8.70 per cent. Notes due 16 October 2025
payable in United States dollars issued on 4
February 2021.
5.
(i) Issue
Price:
99.19899 per cent. of the Aggregate
Nominal Amount.
(ii)
Net
proceeds:
PKR1,097,359,786.20 (payable as
U.S.$7,176,977.04 using the U.S.$/PKR
exchange rate of 152.90).
6.
Specified Denominations (Condition
PKR10,000,000, payable in U.S.$.
1(a)):
3

7.
(i)
Issue Date (Condition 5(d)):
16 April 2021.
(ii)
Interest Commencement Date
Not applicable.
(if different from the Issue
Date) (Condition 5(d)):
8.
Maturity Date or Redemption Month
16 October 2025 (which may be subject to
(Condition 6(a)):
adjustment as set out under "Applicable
Disruption Event Provisions" in the
Appendix).
9.
Interest Basis (Condition 5):
Fixed Rate (Condition 5(a)) (further
particulars specified below).
10. Redemption/Payment Basis
Redemption at par, provided that the Final
(Condition 6(a)):
Redemption Amount shall be payable in
U.S.$ determined in accordance with
paragraph 23 below.
11. Change of Interest or
Not applicable.
Redemption/Payment Basis:
12. Put/Call Options (Conditions 6(e) and
Not applicable.
(f)):
13. Status of the Notes (Condition 3):
Senior.
14. Listing:
Luxembourg Stock Exchange.

15. Method of distribution: Non-syndicated.
Provisions Relating to Interest Payable
16. Fixed Rate Note Provisions
Applicable.
(Condition 5(a)):
(i)
Rate(s)
of
Interest:
8.70 per cent. per annum, payable
semi-annually in arrear.
(ii)
Interest Payment Date(s):
16 April and 16 October of each year,
commencing on 16 October 2021 up to
and including the Maturity Date, adjusted
in accordance with the applicable Business
Day Convention (each may be subject to
adjustment as set out under "Applicable
Disruption Event Provisions" in the
Appendix).
4

(iii)
Interest Period End Date(s):
16 April and 16 October of each year,
from and including 16 October 2021 up to
and including the Maturity Date.
(iv)
Interest Period End Date(s)
Unadjusted.
adjustment:
(v)
Business Day Convention:
Following Business Day Convention.
(vi)
Fixed Coupon Amount(s):
PKR435,000 per Specified Denomination
payable in U.S.$ on each Interest Payment
Date, provided that the Fixed Coupon
Amount shall be payable in U.S.$ in
accordance with paragraph 16(xii) below.
(vii) Broken Amount(s):
Not applicable
(viii) Relevant Financial Center:
Karachi.
(ix)
Additional Business Center(s)
New York City.
(Condition 5(d)):
(x)
Day Count Fraction (Condition
Actual/Actual (ICMA).
5(d)):
(xi)
Determination Date(s):
16 April and 16 October of each year,
from and including 16 October 2021 up to
and including the Maturity Date.

(xii) Other terms relating to the
The Fixed Coupon Amount will be paid on
method of calculating interest
each relevant Interest Payment Date in
for Fixed Rate Notes:
U.S.$ converted from PKR at the
applicable PKR Rate (as defined in the
Appendix) on the Scheduled PKR
Valuation Date (as defined in the
Appendix) in respect of the Interest
Payment Date.
The Fixed Coupon Amount per Specified
Denomination payable in U.S.$ shall be
PKR435,000.00 divided by the PKR Rate
(as defined in the Appendix). Such amount
being rounded to the nearest cent, with
U.S.$0.005 being rounded upwards.
The resulting figure shall then be
multiplied by 111 to arrive at the total
Fixed Coupon Amount with respect to the
5

relevant Interest Payment Date.
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; provided,
however, that the Final Redemption
Amount will be paid in U.S.$ on the
Maturity Date converted from PKR at the
applicable PKR Rate (as defined in the
Appendix) on the relevant Scheduled PKR
Valuation Date (as defined in the
Appendix).
The Final Redemption Amount per
Specified Denomination payable in U.S.$
shall be: PKR10,000,000 divided by the
applicable PKR Rate (as defined in the
Appendix). Such amount being rounded to
the nearest cent, with U.S.$0.005 being
rounded upwards.
The resulting figure shall then be
multiplied by 111 to arrive at the total
Final Redemption Amount payable on the
Maturity Date.
(i)
Alternative Payment Mechanism Not applicable.
(Conditions 7(a) and (c)):
(ii)
Long Maturity Note (Condition
Not applicable.
7(f)):
(iii)
Variable Redemption Amount
Not applicable.
(Condition 6(d)):
6

24. Early Redemption Amount:

(i)
Early Redemption Amount(s)
In the event that the Notes become due
payable on an Event of Default
and payable as provided in Condition 9
(Condition 9) and/or the method (such date being an "Early Redemption
of calculating the same (if
Payment Date" which may be subject to
required or if different from that
adjustment as set out under "Applicable
set out in the Conditions):
Disruption Event Provisions" in the
Appendix), the Early Redemption Amount
with respect to each Specified
Denomination will be a U.S.$ amount
equal to the Redemption Amount that is
determined in accordance with "23. Final
Redemption Amount" above plus accrued
and unpaid interest, if any, as determined
in accordance with "16. Fixed Rate Note
Provisions (Condition 5(a))"; provided
that for purposes of such determination,
the "Scheduled PKR Valuation Date" shall
be the date that is no later than two (2)
Relevant Business Days prior to the Early
Redemption Payment Date, which may be
subject to adjustment as set out under
"Applicable Disruption Event Provisions"
in the Appendix.

(ii)
Unmatured Coupons to become Not applicable.
void (Condition 7(f)):
Additional General Provisions Applicable to the Notes
25. Form of Notes:
Registered Notes.
(i) Definitive Registered Notes:
Registered Global Note available on Issue
Date; not exchangeable for individual
Definitive Registered Notes.
(ii) New Safekeeping Structure
No.
(NSS Form):
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
7

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:
Not applicable.
Distribution
32. (i)
If syndicated, names of
Not applicable.

Managers:

(ii)
Stabilizing Manager (if any):
Not applicable.
(iii) Commissions
and
U.S.$24,519.29.
Concessions:
33. If non-syndicated, name of Dealer:
Standard Chartered Bank.
34. Additional selling restrictions:
The following paragraph shall be deemed
to be set out under the heading "Pakistan"
in the section entitled "Plan of
Distribution" in the Prospectus:
"The Dealer represents, warrants and
agrees that the Notes have not been
offered or sold and will not be offered or
sold, directly or indirectly, in Pakistan."
35. Prohibition of Sales to EEA and U.K.
Applicable.
Retail Investors:
Operational Information

36. (i) ISIN:

XS2296206225.
(ii) CUSIP:
Not applicable.
(iii) CINS:

Not applicable.
(iv) WKN:
Not applicable.
8

37. Common Code:
229620622.
38. Details of benchmarks administrators
Not applicable.
and registration under Benchmarks
Regulation:
39. Any clearing system(s) other than
Euroclear and Clearstream, Luxembourg
Euroclear, Clearstream, Luxembourg
only.
and DTC and the relevant identification
number(s):
40. Delivery:
Delivery against payment.
41. Additional Paying Agent(s) (if any):
Not applicable.
42. Governing Law:
English.
43. Intended to be held in a manner which
Not applicable.
would allow Eurosystem eligibility:

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 13 April 2021.

Performance of Rates of Exchange and Explanation of Effect on Value of Investment
Certain historical information in respect of the U.S.$/PKR foreign exchange rate
is set out below. The payments of principal and interest received by holders of the Notes will be
affected by the U.S.$/PKR foreign exchange rate. Information in respect of the U.S.$/PKR
foreign exchange rate can also be found on Bloomberg.
Year Ended 31 December
High
Low
2009 84.7500
78.1650
2010 86.2953
83.6012
2011 90.0000
84.1900
2012 98.1400
90.0000
2013 108.6400
97.2900
2014 105.6100
96.1275
2015 105.5350
100.5750
9