Obligation Asia Development Bank 0% ( US04517PAW23 ) en USD

Asia Development Bank

100 % ⇌

Philippines

US04517PAW23 ( en USD )

0%

10/09/2021 - Obligation échue

Prospectus brochure de l'obligation Asian Development Bank US04517PAW23 en USD 0%, échue

1 000 USD

800 000 000 USD

04517PAW2

La Banque asiatique de développement (BAD) est une institution financière internationale qui ?uvre à réduire la pauvreté et à promouvoir un développement économique et social durable dans l'Asie et le Pacifique.

L'obligation US04517PAW23 émise par la Banque Asiatique de Développement aux Philippines, d'un montant total de 800 000 000 USD, avec un taux d'intérêt de 0%, une taille minimale d'achat de 1 000 USD, une maturité au 10/09/2021 et une fréquence de paiement de 4, est arrivée à échéance et a été intégralement remboursée à son prix nominal de 100%.

PRICING SUPPLEMENT

ASIAN DEVELOPMENT BANK
GLOBAL MEDIUM-TERM NOTE PROGRAM
Series No.: 1085-00-1
U.S.$600,000,000 Floating Rate Notes due 10 September 2021

Issue price: 100 per cent.

Joint Lead Managers

Citigroup
Nomura
TD Securities

The date of this Pricing Supplement is 10 September 2019.

This pricing supplement (the "Pricing Supplement") is issued to give details of
an issue of U.S.$600,000,000 Floating Rate Notes due 10 September 2021 (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:
1085-00-1.
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.$600,000,000.
5.
(i) Issue Price:
100 per cent. of the Aggregate Nominal
Amount.
(ii) Net Proceeds:
U.S.$600,000,000.
6.
Specified Denominations (Condition
U.S.$1,000.
1(a)):
7.
(i)
Issue Date (Condition 5(d)):
12 September 2019.
(ii)
Interest Commencement Date
Not applicable.
(if different from the Issue
Date) (Condition 5(d)):
8.
Maturity Date or Redemption Month
10 September 2021, subject to paragraph
(Condition 6(a)):
31 below.
3

9.
Interest Basis (Condition 5):
Floating Rate (Condition 5(b)) (further
particulars
specified in paragraph 17
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) and
Not applicable.
(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
Not applicable.
(Condition 5(a)):
17. Floating Rate Note Provisions
Applicable.
(Condition 5(b)):
(i)
Specified Period(s)/Interest
Quarterly, on 10 March, 10 June, 10
Payment Date(s):
September and 10 December of each year,
commencing with a short first coupon on
10 December 2019, up to and including the
Maturity Date, subject to paragraph 31
below.
(ii)
Business Day Convention
Modified Following Business Day
(Condition 5(d)):
Convention (Adjusted).
(iii)
Relevant Financial Center:
New York.
(iv)
Additional Business Center(s) Not applicable.
(Condition 5(d)):
(v)
Manner in which the Rate(s) of Benchmark Rate determination (further
Interest is/are to be determined:
particulars specified in the Annex).

4

(vi)
Party responsible for calculating The "Calculation Agent" for the Notes will
the Rate(s) of Interest and be Citibank, N.A., London Branch.
Interest Amount(s) (if not the
Calculation Agent):
(vii) Benchmark Rate determination
Applicable.
(Condition 5(b)):
Interest Determination Date(s) Five U.S Government Securities Business
(Condition 5(d)):
Days (as defined in the Annex) prior to
each Interest Payment Date.

Primary Source for Floating
Administrator of SOFR (as defined below).
Rate:

Benchmark Rate(s) and
Secured Overnight Financing Rate
Reference Rate(s):
("SOFR"), compounded daily (further
particulars specified in the Annex).
(viii) ISDA Determination (Condition Not applicable.
5(b)):

(ix)
Margin(s):
+0.24 per cent. per annum
(x)
Minimum Rate of Interest:
0 per cent. per annum
(xi)
Maximum Rate of Interest:
Not applicable.
(xii) Day Count Fraction (Condition
Actual/360, adjusted.
5(d)):

(xiii) Rate Multiplier (Condition
Not applicable.
5(d)):

(xiv) Fall back provisions, rounding
Fall Back Provisions and any other terms
provisions, denominator and any relating to the method of calculating
other terms relating to the
interest on Floating Rate Notes
method of calculating interest
on Floating Rate Notes, if

different from those set out in
As set forth in the Annex.
the Conditions (Condition

5(b)(ii)):

5

Rounding Provision
For the avoidance of doubt, (a) the
Interest Amount per Specified
Denomination shall not be rounded and (b)
the total Interest Amount payable to the
Noteholder on account of its holding of the
Notes shall be rounded to two decimal
places.
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)):
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):
6

(ii)
Unmatured Coupons to become Not applicable.
void (Condition 7(f)):
Additional General Provisions Applicable to the Notes
25. Form of Notes:
Registered Notes.
Definitive Registered Notes:
Registered DTC Global Note available on
Issue Date; not exchangeable for individual
Definitive Registered Notes.
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:
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,
unless that day falls in the next calendar
month, in which case such payment shall
be made on the first preceding day that is a
Business Day.
"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
7

deposits) in New York and a day which is a
U.S. Government Securities Business Day
(as defined in the Annex).
Distribution
32.
(i)
If syndicated, names of
Citigroup Global Markets Limited
Managers:
Nomura International plc
The Toronto-Dominion Bank
(ii)
Stabilizing Manager (if any):
Not applicable.
(iii)
Commissions and
None.
Concessions:
33. If non-syndicated, name of Dealer:
Not applicable.
34. Additional selling restrictions:
Not applicable.
Operational Information

35. (i)
ISIN:
US04517PAW23.
(ii)
CUSIP:
04517PAW2.
(iii)
CINS:
Not applicable.
(iv)
WKN:
Not applicable.
36. Common Code:
205135049.
37. Any clearing system(s) other than
Euroclear, Clearstream, Luxembourg and
Euroclear, Clearstream, Luxembourg
DTC only.
and DTC and the relevant identification
number(s):
38. Delivery:
Delivery against payment.
39. Additional Paying Agent(s) (if any):
Not applicable.
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.
8

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 17 April 2019.
Recent Developments
On 22 April 2019, Ahmed M. Saeed succeeded Stephen P. Groff as Vice-President
for Operations 2.
On 4 May 2019, ADB's Board of Governors approved the following with respect
to its 2018 reported net income of U.S.$726.1 million, after appropriation of guarantee fees to the
special reserve:
a. U.S.$139.0 million, representing adjustments for the net unrealized loss for the
year ended 31 December 2018, be added from the cumulative revaluation
adjustments account;
b. U.S.$23.7 million, representing the adjustment to the loan loss reserve as of 31
December 2018, be added to the loan loss reserve;
c. U.S.$499.0 million be allocated to the ordinary reserve;
d. U.S.$259.4 million be allocated to the Asian Development Fund;
e. U.S.$80.0 million be allocated to the Technical Assistance Special Fund; and
f. U.S.$3.0 million be allocated to the Financial Sector Development Partnership
Special Fund.
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.
9

ANNEX
Provisions relating to the determination of Rate of Interest
The Rate of Interest for each relevant Interest Period shall be determined by the Calculation Agent on each
Interest Determination Date in accordance with the following provisions. The Rate of Interest for each
Interest Period shall apply with effect from the Reset Date for that Interest Period.

The "Rate of Interest" for each Interest Period will, subject as provided below, be Compounded Daily
SOFR plus the Margin.

"Interest Period" means the period beginning on and including the Interest Commencement Date to but
excluding the first Interest Payment Date and each successive period beginning on and including an Interest
Payment Date to but excluding the next succeeding Interest Payment Date, in each case, as adjusted in
accordance with the relevant Business Day Convention.

"Compounded Daily SOFR" means the rate of return of a daily compounded interest investment (with the
daily secured overnight financing rate as the reference rate for the calculation of interest) calculated in
accordance with the formula below and the resulting percentage being rounded, if necessary, to the nearest
one hundred-thousandth of a percentage point, with 0.000005 being rounded upwards:

0
360
=1 -5 -1×
360 ×
1 +

where:

"d" is the number of calendar days in the relevant Interest Period;

"do", for any Interest Period, means the number of U.S. Government Securities Business Days in the
relevant Interest Period;

"i" is a series of whole numbers from one to do, each representing the relevant U.S. Government Securities
Business Days in chronological order from and including the first U.S. Government Securities Business
Day in the relevant Interest Period;

"ni", for any U.S. Government Securities Business Day "i", means the number of calendar days from, and
including, such U.S. Government Securities Business Day "i" up to, but excluding, the following U.S.
Government Securities Business Day;

"Reset Date" means the first day of each Interest Period;

"SOFRi-5USBD" means the SOFR Reference Rate for the U.S. Government Securities Business Day falling
five U.S. Government Securities Business Days prior to the relevant U.S. Government Securities Business
Day "i";

"SOFR Reference Rate" means, in respect of any U.S. Government Securities Business Day, a reference
rate equal to the daily secured overnight financing rate ("SOFR") for such U.S. Government Securities
Business Day as provided by the Federal Reserve Bank of New York, as the administrator of such rate, (or
any successor administrator of such rate) on the website of the Federal Reserve Bank of New York currently
at http://www.newyorkfed.org, or any successor website of the Federal Reserve Bank of New York (the
"New York Fed's Website") (in each case, on or about at 5:00 p.m., New York City time, on the U.S.
10