Obligation IBRD-Global 0% ( XS1050202875 ) en NGN

IBRD-Global

100 % ⇌

Etats-unis

XS1050202875 ( en NGN )

31/03/2015 - Obligation échue

Prospectus brochure de l'obligation IBRD XS1050202875 en NGN 0%, échue

6 500 000 000 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 XS1050202875, paye un coupon de 0% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 31/03/2015

Final Terms dated 26 March 2014
International Bank for Reconstruction and Development
Issue of NGN 6,500,000,000 14.00 per cent. NGN/USD FX Linked Notes due 31 March 2015 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:
11056
(ii)
Tranche Number:
1
3. Specified Currency or Currencies (Condition 1(d)):
Nigerian Naira ("NGN") provided that all
payments in respect of the Notes will be made
in United States Dollars ("USD").
4. Aggregate Nominal Amount:

(i) Series:
NGN 6,500,000,000
(ii) Tranche:
NGN 6,500,000,000
5. (i) Issue Price:
100.00 per cent. of the Aggregate Nominal

Amount.
(ii) Net Proceeds
USD 39,417,828.99 (equivalent to NGN
6,500,000,000 converted into USD at the
initial exchange rate of NGN 164.90 per USD
1.00)
6. Specified Denominations (Condition 1(b)):
NGN 1,000,000
7. Issue Date:
31 March 2014
8. Maturity Date (Condition 6(a)):
31 March 2015 (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):
14.00 per cent. Fixed Rate
(further particulars specified below in Term
16)
10. Redemption/Payment Basis (Condition 6):
FX Linked Redemption as set out in Term 17
11. Change of Interest or Redemption/Payment Basis:
Not Applicable
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
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
1

16. Fixed Rate Note Provisions (Condition 5(a)):
Applicable
(i) Rate of Interest:
14.00 per cent.
(ii) Interest Payment Dates:
The Scheduled Maturity Date (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 140,000 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:
140,000 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 method of
See Term 19 (Disruption Provisions) and Term 20
calculating interest for Fixed Rate Notes: (Additional Definitions) below.
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 per Denomination (as defined below in
Term 20).
(ii) Provisions for determining Final
See Term 19 below
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 (Condition 6(c)):
The Final Redemption Amount payable in USD as

determined 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
2

Interest Payment Date, Scheduled Maturity Date
or Early 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 (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, 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"); and

(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) Notwithstanding 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
3

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 reasonably 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;
(ii) the date on which an Unscheduled Holiday
or a Disruption Event ceases to exist and the
Postponed Rate Fixing Date (if any); and/or

(iii) 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 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 J. P. Morgan Chase Bank,
N.A., London.
"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 and 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 exchange rate for USD expressed as the
amount of NGN per one USD, for settlement in two
Lagos and New York Business Days, as published on
4

EMTA's website (www.emta.org) at or around 12:00
p.m., Lagos time, or as soon thereafter as practicable,
on such Rate Fixing Date. The 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 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
the conversion 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.
"Lagos and New York Business Days" 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 and in New York.
"Market Disruption Event" means any event, other
than an Inconvertibility Event, and a Price Source
Disruption, 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
5

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 exchange rate
(expressed as the amount of NGN per one USD)
determined by the Calculation Agent on the relevant
Rate Fixing Date by reference to the ASK side of the
"NGN FMDA Rate" or, in the event the "NGN FMDA
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" means, in respect of a Rate
Fixing Date, the NGN/USD exchange rate expressed as
the amount of NGN per one USD for settlement in two
Lagos and New York business days as 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) not
later than 10:00 am Lagos time on the first Business
Day following the 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.
"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 the 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
6

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 provisions
Lagos, London and New York
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 Managers and
Not Applicable
underwriting commitments:
(ii) Stabilizing Manager(s) (if any):
Not Applicable
27. If non-syndicated, name of Dealer:
J.P. Morgan Securities plc
28. Total commission and concession:
None
29. Additional selling restrictions:
Nigeria
Neither the Prospectus, these Final Terms nor the
Notes has 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:
XS1050202875
31. Common Code:
105020287
32. Delivery:
Delivery against payment
33. Registrar and Transfer Agent (if any):
Citibank, N.A., London Branch
34. Intended to be held in a manner which would
No
allow Eurosystem eligibility:

GENERAL INFORMATION
IBRD's most recent Information Statement was issued on 18 September 2013.

SUPPLEMENTAL PROSPECTUS INFORMATION
The Prospectus is hereby supplemented with the following information, which shall be deemed to be
incorporated in, and to form part of, the Prospectus.

7

The Executive Directors of IBRD approved two Management proposals on February 11, 2014.
The Executive Directors approved a package of measures designed to enhance IBRD's financial
capacity to meet borrowing country needs, comprised of the following four elements:

· IBRD's target minimum equity-to-loans ratio was revised from 23 per cent. to 20 per cent.,
reflecting improvement in IBRD's portfolio credit quality since the previous target was
adopted in 2008; as of December 31, 2013, IBRD's equity-to-loans ratio was 25.8 per cent.;
· IBRD's Single Borrower Limit (SBL) was increased to $20 billion for India and $19 billion for
other SBL-eligible borrowing countries, with a surcharge of 50 basis points per annum on loan
balances in excess of the previous SBL ($17.5 billion for India and $16.5 billion for other
SBL-eligible borrowing countries) in order to help support the increase in the SBL;
· Commitment fees of 25 basis points per annum on undisbursed balances on IBRD loans will
be restored, effective July 1, 2014; and
· The maximum maturity for most IBRD loans and guarantees will be extended from the current
limits of 30 years final/18 years average to 35 years final/20 years average, with the
application of a revised maturity premium schedule, effective July 1, 2014; the maturity
premium charges will increase, with the starting point for these charges starting at 8 years
average maturity rather than the prior level of 12 years average maturity.

The Executive Directors also approved a new Equity Management Framework (EMF), which shares
the same objective as the equity duration extension strategy approved in 2007 - namely, to reduce the
sensitivity of IBRD's equity income to fluctuations in short-term interest rates. The EMF provides
more flexibility to manage equity income. In particular, the EMF allows for the possibility of
shortening the duration of IBRD's equity, when warranted by market and macroeconomic conditions,
whereas the equity duration extension strategy required that duration be maintained within a range of 4
to 5 years. The EMF also provides for a wider variety of tools and strategies for managing equity
income than the equity duration extension strategy. The Executive Directors approved Management's
recommendation to maintain a short duration for equity in the short-term, with the authority to enter
into other approved strategies or combinations thereof as market conditions warrant.

CONFLICT OF INTEREST
JPMorgan Chase Bank, N.A., the parent company of J.P. Morgan Securities 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 JPMorgan Chase Bank, N.A. creates possible conflicts of interest. For example, the
amounts payable by JPMorgan Chase Bank, N.A. 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 JPMorgan Chase Bank, N.A. in its discretion
as Calculation Agent for the Notes may affect the amounts payable by JPMorgan Chase Bank, N.A.
under the related swap transaction, and, in making such determinations, JPMorgan Chase Bank, N.A.
may have economic interests adverse to those of the Noteholders. The Noteholder understands that
although IBRD will enter into the related swap transaction with JPMorgan Chase Bank, N.A. 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.

LISTING APPLICATION
These Final Terms comprise the final terms required for the admission to the Official List of the
Luxembourg Stock Exchange and to trading on the Luxembourg Stock Exchange's regulated market of
the Notes described herein issued pursuant to the Global Debt Issuance Facility of International Bank
for Reconstruction and Development.

8

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

Name:
Title:

Duly Authorized

9

Document Outline

Final Terms dated 26 March 2014