Obligation IBRD-Global 11% ( XS0849059844 ) en NGN

IBRD-Global

100 % ⇌

Etats-unis

XS0849059844 ( en NGN )

11% par an ( paiement annuel )

05/11/2013 - Obligation échue

Prospectus brochure de l'obligation IBRD XS0849059844 en NGN 11%, échue

4 000 000 000 NGN

La Banque internationale pour la reconstruction et le développement (IBRD), membre du Groupe de la Banque mondiale, fournit des prêts et des services consultatifs aux pays à revenu intermédiaire et à revenu faible pour soutenir leur développement économique.

L'Obligation émise par IBRD-Global ( Etats-unis ) , en NGN, avec le code ISIN XS0849059844, paye un coupon de 11% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 05/11/2013

Final Terms dated 31 October 2012

International Bank for Reconstruction and Development

Issue of NGN 4,000,000,000 11.00 per cent. NGN/USD FX Linked Fixed Rate Notes due 5 November 2013
payable in United States Dollars

under the
Global Debt Issuance Facility

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 May 28, 2008. This document
constitutes the Final Terms of the Notes described herein and must be read in conjunction with
such Prospectus.
SUMMARY OF THE NOTES
1.
Issuer:
International Bank for Reconstruction and Development
("IBRD")
2.
(i)
Series Number:
10847
(ii) Tranche Number:
1
3.
Specified Currency or Currencies
Nigerian Naira ("NGN") provided that all payments in respect
(Condition 1(d)):
of the Notes will be made in United States Dollars ("USD").
4.
Aggregate Nominal Amount:

(i)
Series:
NGN 4,000,000,000
(ii) Tranche:
NGN 4,000,000,000
5.
(i)
Issue Price:
100.75 per cent. of the Aggregate Nominal Amount.

(ii) Net Proceeds
USD 25,329,949.24 (equivalent to NGN 3,992,000,000
converted into USD at the initial exchange rate of NGN 157.60
per USD 1.00)
6.
Specified Denominations
NGN 250,000
(Condition 1(b)):
7.
Issue Date:
5 November 2012
8.
Maturity Date (Condition 6(a)):
5 November 2013 (the "Scheduled Maturity Date") as may be
postponed subject to the Disruption Provisions set out in Terms
19 and 20
9.
Interest Basis (Condition 5):
11.00 per cent. Fixed Rate
(further particulars specified below in Term 16)
10. Redemption/Payment Basis
FX Linked Redemption as set out in Term 17
(Condition 6):
11. Change of Interest or
Not Applicable
Redemption/Payment Basis:
12. Call/Put Options (Condition 6):
Not Applicable
13. Status of the Notes (Condition 3):
Unsecured and unsubordinated
14. Listing:
Luxembourg Stock Exchange
15. Method of distribution:
Non-syndicated
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PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
16. Fixed Rate Note Provisions
Applicable
(Condition 5(a)):
(i)
Rate of Interest:
11.00 per cent.
(ii) Interest Payment Dates:
5 November 2013 (the "Scheduled Interest Payment Date"),
subject to postponement as provided in Terms 19 and 20, with
no additional interest amount or other amount payable in
relation to such postponement.
(iii) Fixed Coupon Amount:
NGN 27,500 per Specified Denomination to be paid on the
Interest Payment Date in USD, and calculated by the
Calculation Agent on the Rate Fixing Date as follows:
27,500 divided by NGN/USD Exchange Rate (as defined below
in Term 20).
(iv) Broken Amount(s):
Not Applicable
(v) Day Count Fraction:
Actual/Actual (ICMA)
(vi) Other terms relating to the
See Term 19 (Disruption Provisions) and Term 20 (Additional
method of calculating interest
Definitions) below.
for Fixed Rate Notes:
PROVISIONS RELATING TO REDEMPTION
17. Final Redemption Amount of each

Note (Condition 6):
In cases where the Final Redemption

Amount is Index Linked or other
variable-linked:
(i)
Index/Formula/variable
The Final Redemption Amount per Specified Denomination
will be payable in USD and calculated by the Calculation
Agent on the Rate Fixing Date as follows:
Specified Denomination divided by NGN/USD Exchange Rate
(as defined below in Term 20).
(ii)
Provisions for determining
See Tern 19 below.
Final Redemption Amount
where calculation by reference
to Index and/or Formula and/or
other variable is impossible or
impracticable or otherwise
disrupted:
(iii) Payment Date:
The Scheduled Maturity Date (as defined in Term 8) subject to
postponement in accordance with Terms 19 and 20 with no
additional amounts payable in relation to such postponement.
18. Early Redemption Amount
The Final Redemption Amount payable in USD as determined
(Condition 6(c)):
in accordance with Term 17 above (plus accrued interest to, but
excluding, the date of early redemption).

DISRUPTION PROVISIONS AND ADDITIONAL DEFINITIONS
19. Disruption Provisions:
(a) In the event (i) the Scheduled Rate Fixing Date becomes
subject to the Following Business Day Convention after
the occurrence of an Unscheduled Holiday or (ii) Rate
Fixing Postponement applies, the relevant Scheduled
Interest Payment Date, Scheduled Maturity Date or Early
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Redemption Payment Date, as applicable, shall be
postponed by each day for which the relevant Scheduled
Rate Fixing Date is so postponed.

(b) In the event the Scheduled Rate Fixing Date becomes
subject to the Following Business Day Convention after
the occurrence of (i) an Unscheduled Holiday or (ii) Rate
Fixing Postponement applies, and if the Rate Fixing Date
has not occurred on or before the 14th consecutive
calendar day after the Scheduled Rate Fixing Date (any
such period being a "Deferral Period") then:

(i)
The next day after the Deferral Period that would
have been a Business Day but for the Unscheduled
Holiday, or the next day after the Deferral Period
that is a Business Day in the event of a continuing
Disruption Event, shall be deemed to be the Rate
Fixing Date (the "Postponed Rate Fixing Date").

(ii) The Calculation Agent shall be entitled to determine
the NGN/USD Exchange Rate on such Postponed
Rate Fixing Date, acting in good faith and in a
commercially reasonable manner, having taken into
account all available information that it deems
relevant.

(iii) For the avoidance of doubt, no additional interest or
other additional amounts shall be payable by IBRD
in the event that the relevant Scheduled Interest
Payment Date or Scheduled Maturity Date or Early
Redemption Payment Date, as applicable, is
postponed in accordance with this Term 19.

(c) Nothwithstanding anything herein to the contrary, in no
event shall the total number of consecutive calendar days
during which either (i) the Rating Fixing Date is postponed
due to an Unscheduled Holiday or (ii) a Rate Fixing
Postponement shall occur (or any combination of (i) and
(ii)), exceed 14 consecutive days in the aggregate.
Accordingly, (x) if, upon the lapse of any such 14 day
period, an Unscheduled Holiday shall have occurred or be
continuing on the day following such period, then such day
shall be deemed to be a Rate Fixing Date and (y) if, upon
the lapse of any such 14 day period, a Disruption Event
shall have occurred or be continuing on the day following
such period, then Rate Fixing Postponement shall not
apply and in each case, the NGN/USD Exchange Rate shall
be determined in accordance with Term 19(b)(ii) above.

(d) If an event or a circumstance which would otherwise
constitute or give rise to an Inconvertibility Event also
constitutes a Price Source Disruption, it will be treated as a
Price Source Disruption and not an Inconvertibility Event.

(e) The Calculation Agent shall, in each case, as soon as
reasonable practicable, give notice to the Noteholders in
accordance with Condition 12 and to the Paying Agent,
IBRD and the Clearing Systems of:

(i)
the occurrence of any Unscheduled Holiday or
Disruption Event;
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(ii) the date on which an Unscheduled Holiday or a
Disruption Event ceases to exist and the Postponed
Rate Fixing Date (if any) commences; and/or
(ii) the fact that the NGN/USD Exchange Rate is to be
determined by the Calculation Agent in accordance
with Term 19(b)(ii) above. Copies of all quotes
obtained by the Calculation Agent will be provided
by the Calculation Agent to the Issuer upon request.
For the avoidance of doubt, the NGN/USD
Exchange Rate may be such that the resulting USD
amount is zero and in such event no USD or NGN
amount will be payable. For the avoidance of doubt,
the resulting amount cannot in any circumstances be
less than zero, as applicable.

20. Additional Definitions
"Business Day" means a day (other than a Saturday or Sunday)
on which the banks and foreign exchange markets are open for
general business (including dealings in foreign exchange and
foreign currency deposits) in Lagos, London and New York.
"Calculation Agent" means HSBC Bank plc
"Clearing Systems" means Euroclear Bank S.A./N.V.,
Clearstream Banking, société anonyme and any successor or
alternative clearing system(s) as may be appointed by the
Issuer from time to time in relation to the Notes.
"Deferral Period": has the meaning given to it in Term 19
above.
"Disruption Event" means each and any of a Price Source
Disruption, an Inconvertibility Event or a Market Disruption
Event.
"Early Redemption Payment Date" means, in relation to
redemption of a Note pursuant to Condition 9, the day on
which the Note becomes due and payable in accordance with
the terms of such Condition 9.
"EMTA NGN Indicative Survey Rate" means the NGN/USD
specified rate for USD expressed as the amount of NGN for
one USD, for settlement in two Business Days, as published on
EMTA's website (www.emta.org) at approximately 12:00 p.m.,
Lagos time, or as soon thereafter as practicable, on the Rate
Fixing Date. The spot rate shall be calculated by EMTA (or a
service provider EMTA may select in its sole discretion)
pursuant to the EMTA NGN Indicative Survey Rate
Methodology (which means a methodology dated as of 27
December 2010, as amended from time to time, for a
centralized industry-wide survey of financial institutions that
are active participants in NGN/USD markets for the purpose of
determining the EMTA NGN Indicative Survey Rate).
"Inconvertibility Event" means in the sole and absolute
determination of the Calculation Agent any action, event or
circumstance whatsoever which from a legal or practical
perspective:
(i)
has the direct or indirect effect of hindering, limiting or
restricting (1) the convertibility of NGN into USD
through customary legal channels, or (2) the transfer of
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NGN (x) from Nigeria to any other country or (y)
between accounts in Nigeria or to a party that is a non-
resident of Nigeria (including, without limitation, any
delay, increased costs, discriminatory rates of exchange
or current or future restrictions on repatriation of NGN
into USD or transferability of NGN outside Nigeria or
to non-residents of Nigeria); and/or
(ii)
results in the unavailability of NGN in the interbank
foreign exchange market in accordance with normal
commercial practice.
"Lagos Business Day" means a day (other than a Saturday or
Sunday) on which the banks and foreign exchange markets are
open for general business (including dealings in foreign
exchange and foreign currency deposits) in Lagos.
"Market Disruption Event" means any event, other than an
Inconvertibility Event, as a result of which the Calculation
Agent is unable to determine any amount falling to be
determined by it in respect of the Notes, which event shall
include, without limitation:
(i)
a natural or man-made disaster, armed conflict, act of
terrorism, riot, labour disruption or any other
circumstance beyond its control; or
(ii)
the enactment, promulgation, execution, ratification or
adoption of, or any change in or amendment to, any rule,
law, regulation or statute (or in the applicability or
official interpretation of any rule, law, regulation or
statute) or the issuance of any order or decree,
and in each case, which affects the ability of market
participants to enter into, maintain, unwind or dispose of any
transaction(s) or asset(s) that are used in the market to hedge
the currency risk arising from the exchange rate movements
between NGN and USD.
"NGN/USD Exchange Rate" means the spot currency
exchange rate (expressed as the amount of NGN for one USD)
determined by the Calculation Agent on the relevant Rate
Fixing Date by reference to the "NGN FMDA Rate" or
"NGN01 Rate" or, in the event the "NGN FMDA Rate" or the
"NGN01 Rate" is not available on the relevant Rate Fixing
Date, by reference to the applicable "EMTA NGN Indicative
Survey Rate", and, if applicable, in the event of an
Unscheduled Holiday or a Disruption Event, in accordance
with the provisions of Term 19(b)(ii) above.
"NGN FMDA Rate" or "NGN01 Rate" each means, in respect
of a Rate Fixing Date, the NGN/USD specified rate expressed
as the amount of NGN per one USD for settlement in two
Business Days reported by the Financial Market Dealers
Association of Nigeria, which is published
at www.fmda.com.ng (and which may appear at Thomson
Reuters Screen NIFEX01) at or around 10:00 am on such Rate
Fixing Date. For the avoidance of doubt, if there is any
discrepancy between the rate published at www.fmda.com.ng
and Thomson Reuters Screen NIFEX01, the rate published
at www.fmda.com.ng shall prevail.
- 5 -

In the event that the "NGN FMDA Rate" or "NGN01 Rate" is
not available on the applicable Rate Fixing Date, the
Calculation Agent shall determine the NGN/USD Exchange
Rate by reference to the applicable "EMTA NGN Indicative
Survey Rate" (if such rate is available);
"Postponed Rate Fixing Date" has the meaning given to it in
Term 19 above.
"Price Source Disruption" means, in respect of a Rating
Fixing Date, it becomes impossible to obtain both the NGN
FMDA Rate and the EMTA NGN Indicative Survey Rate on
such date.
"Rate Fixing Date" means the day that is five (5) Business
Days prior to the relevant Interest Payment Date or Maturity
Date or Early Redemption Payment Date, as applicable
("Scheduled Rate Fixing Date"), provided that the Scheduled
Rate Fixing Date in question shall be adjusted in accordance
with (i) the Following Business Day Convention (subject to the
Disruption Provisions set forth above) in the event of an
Unscheduled Holiday and/or (ii) Rate Fixing Postponement in
the event of a Disruption Event.
"Rate Fixing Postponement" means, for the purposes of
obtaining the NGN/USD Exchange Rate in the event of a
Disruption Event, that the NGN/USD Exchange Rate will be
determined on the Business Day first succeeding that day on
which the Disruption Event ceases to exist.
"Unscheduled Holiday" means a day that is not a Lagos
Business Day and the market was not aware of such fact (by
means of a public announcement or by reference to other
publicly available information) until a time later than 9:00 a.m.
Lagos time two Lagos Business Days prior to the Scheduled
Rate Fixing Date.
GENERAL PROVISIONS APPLICABLE TO THE NOTES
21. Form of Notes (Condition 1(a)):
Registered Notes

Global Registered Certificate available on Issue Date
22. New Global Note:
No
23. Financial Centre(s) or other special
Lagos, London and New York
provisions relating to payment dates
(Condition 7(h)):
24. Governing law (Condition 14):
English
25. Other final terms:
Not Applicable
DISTRIBUTION
26. (i) If syndicated, names of
Not Applicable
Managers and underwriting
commitments:
(ii) Stabilizing Manager(s) (if any):
Not Applicable
27. If non-syndicated, name of Dealer:
HSBC Bank plc
28. Total commission and concession:
0.95 per cent. of the Aggregate Nominal Amount

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29. Additional selling restrictions:
Nigeria
Neither the Prospectus, these Final Terms nor the Notes haves
been registered with the Nigerian Securities and Exchange
Commission or any other regulatory authority in Nigeria. The
Notes shall not be offered for circulation, distribution,
placement, sale, purchase or other transfer in the territory of
Nigeria. Nothing in this document or any other documents,
information or communications related to the Notes shall be
interpreted as containing any offer or invitation to, or
solicitation of, any such circulation, distribution, placement,
sale, purchase or other transfer in the territory of Nigeria.
OPERATIONAL INFORMATION

30. ISIN Code:
XS0849059844
31. Common Code:
084905984
32. Delivery:
Delivery against payment
33. Registrar and Transfer Agent (if
Citibank, N.A., London Branch
any):
34. Intended to be held in a manner
No
which would allow Eurosystem
eligibility:

GENERAL INFORMATION
IBRD's most recent Information Statement was issued on 19 September 2012.

CONFLICT OF INTEREST
HSBC Bank plc will be calculation agent under the Notes and will also be IBRD's counterparty in
a related swap transaction entered into by IBRD in order to hedge its obligations under the Notes.
The existence of such multiple roles and responsibilities for HSBC Bank plc creates possible
conflicts of interest. For example, the amounts payable by HSBC Bank plc to IBRD under the
related swap transaction are expected, as of the Issue Date, to be calculated on the same basis as
the amounts payable by IBRD under the Notes. As a result, the determinations made by HSBC
Bank plc in its discretion as Calculation Agent for the Notes may affect the amounts payable by
HSBC Bank plc under the related swap transaction, and, in making such determinations, HSBC
Bank plc may have economic interests adverse to those of the Noteholders. The Noteholders
understand that although IBRD will enter into the related swap transaction with HSBC Bank plc
as swap counterparty in order to hedge its obligations under the Notes, IBRD's rights and
obligations under the related swap transaction will be independent of its rights and obligations
under the Notes, and Noteholders will have no interest in the related swap transaction or any
payment to which IBRD may be entitled thereunder.

RESPONSIBILITY
IBRD accepts responsibility for the information contained in these Final Terms.
Signed on behalf of IBRD:

By:

Name:
Title:

Duly Authorized

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