Obligation IBRD-Global 0% ( XS1128441711 ) en USD

IBRD-Global

100 % ⇌

Etats-unis

XS1128441711 ( en USD )

12/01/2022 - Obligation échue

Prospectus brochure de l'obligation IBRD XS1128441711 en USD 0%, échue

91 040 000 USD

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 XS1128441711 émise par la Banque internationale pour la reconstruction et le développement (IBRD) aux États-Unis, d'un montant total de 91 040 000 USD, à un taux d'intérêt de 0%, échéant le 12/01/2022 et payant des coupons deux fois par an, a atteint sa maturité et a été intégralement remboursée à un prix de 100%.

Execution version
Warning: these Final Tenns dated December 30, 2014 specify the final Aggregate Nominal
Amount of the Notes that has been detennined by the Issuer at the end of the Offer Period. Except
for the mention of the final Aggregate Nominal Amount of the Notes, the content of these Final
Tenns is identical to the Final Terms dated November 14, 2014. The Issuer has organised the
publication of a notice announcing the final Aggregate Nominal Amount of the Notes on the
website of the Luxembourg Stock Exchange and on the website www.GreenGrowthBond.com.
FINAL TERMS dated December 30, 2014
International Bank for Reconstruction and Development
(the "Issuer")
Issue of
USO 88,370,200 Notes Linked to the Ethical Europe Equity Index
due January 121\ 2022
(the "Notes" or the "Green Growth Bonds")
under the Issuer's Global Debt Issuance Facility
The Prospectus dated May 28, 2008 referred to below (as completed by these Final Terms) has
been prepared on the basis that, except as provided in sub-paragraph (ii) below, any offer of Notes
in any Member State of the European Economic Area which has implemented the Prospectus
Directive (2003/71/EC) as amended (which includes the amendments made by Directive
2010/73/EU to the extent that such amendments have been implemented in a Member State) ( each,
a "Relevant Member State") will be made pursuant to ari exemption under the Prospectus
Directive, as implemented in that Relevant Member State, from the requirement to publish a
prospectus for offers of the Notes. Accordingly, any person making or intending to make an offer
of the Notes may only do so in:
(i) · circumstances in which no obligation arises for the Issuer or any Dealer to publish a
prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant
to Article 16 of the Prospectus Directive, in each case in relation to such offer; or
(ii)
those Public Offer Jurisdictions mentioned in the Terms and Conditions of the Public Offer
set out below, provided such person is one of the persons mentioned in the Terms and Conditions
of the Public Offer set out below and that such offer is made during the Offer Period specified for
such purposes therein.
Neither the Issuer nor any Dealer has authorised, nor do they authorise, the making of any offer of
Notes in any other circumstances.
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 Issuer's Global Debt Issuance Facility Prospectus
dated May 28, 2008 (the "Prospectus"). 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:
4309
(ii) Tranche Number:
3. Specified Currency or Currencies
United States Dollar ("USO")
(Condition l(d)):
4.
Aggregate Nominal Amount:
(i) Series:
USD 88,370,200
(ii) Tranche:
USO 88,370,200
5.
(i) Issue Price:
100 per cent. of the Aggregate Nominal Amount
(ii) Net Proceeds:
Means the Aggregate Nominal Amount, as determined
after the closing of the Offer Period
6. (i) Specified Denominations
USO 100
(Condition l(b)):
(ii) Calculation Amount
USO 100
(Condition 50)):
7. Issue Date:
January 12th 2015
8. Maturity Date (Condition 6(a)):
January 12th 2022 unless the Final Observation Date is
postponed pursuant to Term 18(a) in which case the
Maturity Date shall be postponed as described therein. For
the avoidance of doubt, no additional amounts shall be
payable by IBRD in the event that the Maturity Date is
postponed due to postponement of any Final Observation
Date due to the operation of Term l 8(a).
9. Interest Basis (Condition 5):
Zero Coupon
(further particulars specified below)
10. Redemption/Payment Basis
Index Linked Redemption
(Condition 6):
(further particulars specified below)
11. Change of Interest or
Not Applicable
Redemption/Payment Basis:
12. Call/Put Options (Condition 6):
None
13. Status of the Notes (Condition 3):
Unsecured and unsubordinated
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14. Listing:
Luxembourg Stock Exchange (Regulated Market). The
settlement and issuance of the Notes are however not
subject to a successful application for such listing.
15. Method of distribution:
Non-syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
16. Zero Coupon Note Provisions
Applicable for the purpose of Condition 5(c) only
(Condition 5(c)):
provided that the Early Redemption Amount of the Notes
shall be calculated as set out in Trm 21
(i) Amortization Yield
Solely for purposes of calculating the Rate of Interest for
(Condition 6(c)(ii)):
any overdue principal under Condition 5(c), the
Amortization.Yield shall equal 0.37 per cent. per annum.
(ii) Day Count Fraction
So'lely for purposes of calculating the Rate of Interest for
(Condition 5(1):
any overdue principal under Condition 5(c), the Day
Count Fraction shall be 30/360.
(iii) Any other formula/basis of
Not Applicable
determining amount payable:
PROVISIONS RELATING TO REDEMPTION
17. Final Redemption Amount of each
If no Amendment Event has occurred on or prior to the
Note (Condition 6):
Maturity Date, the Final Redemption Amount, calculated
per Calculation Amount, payable on the Maturity Date
will be an amount in USD calculated by the Calculation
Agent in accordance with the following:
USD 100 x (100% + Premium).
If an Amendment Event has occurred on or prior to the
Maturity Date, the Final Redemption Amount payable per
Calculation Amount on the Maturity Date will be equal to
the Specified Denomination.
Whereby:
"Amendment Event" has the meaning given to it in Term
19 below.
"Closing Level" on any Trading Day means the official
closing level of the Index or any Successor Index
published by the Index Sponsor at the Scheduled Closing
Time as determined by the Calculation Agent.
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"Index" means the Ethical Europe Equity Index
(Bloomberg code: SOLEEE). The Index is a composite
index that is further described on the Index Sponsor
website
http://www.solactive.com/en/?s=ethical%20europe%20equi
ty&index=DEOOOSLA5EE6
"Premium" means a percentage as determined by the
Calculation Agent in accordance with the following
formula:
Ma{!: -1; 0.00% J
"S;" means the arithmetic mean (rounded to the nearest
four (4) decimal places, 0.00005 rounded upwards) of the
Closing Levels (as defined above) of the Index on each Si
Observation Daten, as calculated by the Calculation Agent.
"S; Observation Oaten" means July 61h 2020 (n = 1),
August 5th 2020 (n = 2), September 81h 2020 (n = 3),
October 5th 2020 (n = 4), November 5th 2020 (n = 5),
December 7th 2020 (n = 6), January 5th 2021 (n = 7),
February 5th 2021 (n = 8), March 5th 2021 (n = 9), April 6th
2021 (n = 10), May 5th 2021 (n = 11), June 7th 2021 (n =
12), July 6th 2021 (n = 13), August 5th 2021 (n = 14),
September 7th 2021 (n = 15), October 5th 2021 (n = 16),
November 5th 2021 (n = 17), December 6th 2021 (n = 18)
and January 5th 2022 (n = 19) (each a "Scheduled S;
Observation Date"), subject to postponement in the event
such Trading Day is a Disrupted Day as per Term 18(a)
below.
"So" means the Closing Level (as defined above) of the
Index on the Initial Observation Date as calculated by the
Calculation Agent.
"Initial Observation Date" means the Issue Date (the
"Scheduled Initial Observation Date"), subject to
postponement in the event such Trading Day is a
Disrupted Day as per Term 18(a) below.
18. Index-Related Events:
(a) Scheduled S; Observation Date or Scheduled
Initial Observation Date. as applicable, i a
Disrupted Day:
If in the opinion of the Calculation Agent the Scheduled Si
Observation Date or Scheduled Initial Observation Date,
as applicable, occurs on a day that is a Disrupted Day, then
the Si Observation Daten or Initial Observation Date, as
applicable, will be postponed until the first following
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Trading Day that is not a Disrupted Day, unless each of
the eight consecutive Trading Days immediately
following the Scheduled Si Observation Date or Scheduled
Initial Observation Date, as applicable, is a Disrupted Day.
In that case, (i) the eight such consecutive Trading Day
shall be deemed to be the Si Observation Daten or Initial
Observation Date, as applicable, notwithstanding the fact
that such day is a Disrupted Day, and (ii) the Calculation
Agent shall determine the relevant Si or So, as applicable,
by determining the Closing Level of the Index on such
Trading Day in accordance with the formula for and
method of calculating the Index last in effect prior to the
occurrence of the first Disrupted Day using the exchange
traded or quoted price as of the official Closing Time on
the last such consecutive Trading Day of each Component
Security ( or, if an event giving rise to a Disrupted Day has
occurred in respect of a Component Security on such eight
consecutive Trading Day, its good faith estimate of the
value for the relevant security as of the official closing
time on such eight consecutive Trading Day).
If the Final Observation Daten is postponed as set forth
above, then the Maturity Date will be postponed by an
equal number of Trading Days; provided, however, that no
interest or other payment will be payable because of any
such postponement of the Maturity Date.
(b) Successor Index and Index Cancellation:
If the Index Sponsor discontinues publication of the Index
(an "Index Cancellation") and another entity (the
"Successor Index Sponsor") publishes a successor or
substitute Index that the Calculation Agent determines, in
its sole discretion, to be comparable to the Index (a
"Successor Index"), then; the Calculation Agent will
substitute the Successor Index as calculated by the
Successor Index Sponsor for the Index.
In the event of an Index Cancellation and:
· the Calculation Agent does not select a Successor
Index, or
· the Successor Index is no longer published on any of the
relevant Trading Days,
the Calculation Agent will (but without prejudice to the
occurrence and the consequences of the occurrence of an
Amendment Event pursuant to Term 19) compute a
substitute level for the Index in accordance with the
procedures last used to calculate the level of the Index
before any discontinuation but using only those securities
that composed the Index prior to such discontinuation until
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such time as a Successor Index is selected or the Final
Observation Date, whichever is earlier.
If in accordance with the previous paragraphs, a Successor
Index is selected or the Calculation Agent calculates a
level as a substitute for the Index as described below, the
Successor Index or level will be used as a substitute for the
Index for all purposes after such selection or substitution,
including for purposes of determining whether a Market
Disruption Event exists, even if the Index Sponsor elects
to begin republishing the Index, unless the Calculation
Agent in its sole discretion decides to use the republished
Index.
( c) Index Modification:
If at any time the method of calculating the level of the
Index or the level of the Successor Index, changes in any
material respect, or if the Index or Successor Index is in
any other way modified so that the Index or Successor
Index does not, in the opinion of the Calculation Agent,
fairly represent the level of the Index had those changes or
modifications not been made, then, from and after that
time, the Calculation Agent will on each date that the
closing level of the Index is to be calculated, ·make any
adjustments as, in the good faith judgment of the
Calculation Agent, may be necessary in order to arrive at
a calculation of a level of a stock index comparable to the
Index or such Successor Index, as the case may be, as if
those changes or modifications had not been made, and
calculate the Closing Level with reference to the Index or
such Successor Index, as so adjusted. Accordingly, if the
method of calculating the Index or a Successor Index is
modified and has a dilutive or concentrative effect on the
level of such index (including, but not limited to a share or
stock split), then the Calculation Agent will adjust such
index in order to arrive at a level of such index as if it had
not been modified (including, but not limited to, as if a
share or stock split had not occurred).
( d) Correction of the Index:
With the exception of any corrections published after the
day which is three Trading Days prior to the Maturity
Date, if the level of the Index published on a given day and
used or to be used by the Calculation Agent to make any
determination under the Notes is subsequently corrected
and the correction is published by the relevant Index
Sponsor or (if applicable) the relevant Successor Index
Sponsor, no later than five Trading Days following the
date of the original publication, the level to be used shall
be the level of the Index as so corrected. Corrections
published after the day which is three Trading Days prior
to the Maturity Date will be disregarded by the Calculation
6

Agent for the purposes of determining the relevant amount
to be paid.
19. Amendment Event/ Early Premium In the event of the occurrence of an Amendment Event, the
Amount:
Issuer shall be required to pay an amount (which may be
zero), calculated per Calculation Amount, equal to the
Early Premium Amount as soon as practicable after the
Amendment Event occurs. For the avoidance of doubt, the
occurrence of an Amendment Event shall not alter the
Issuer's obligation to pay an amount equal to the Specified
Denomination per Calculation Amount on the Maturity
Date.
The term "Amendment Event" means the occurrence of
either of the following events:
(i) an Index Cancellation occurs on or before the Final
Observation Date and the Calculation Agent determines,
in its sole and absolute discretion, that the application of
the provisions of Term 18(b) does not achieve a
commercially reasonable result; or
(ii) the Calculation Agent determines that a Hedging
Event has occurred.
The Calculation Agent shall forthwith give notice (the
"Notice") to the Issuer and the Global Agent of a
determination made under paragraph (i) or (ii) above.
The Issuer shall give notice to the Noteholders as soon as
practicable in accordance with Condition 12( c ), stating the
receipt of the Notice, giving details of the relevant
determination made by the Calculation Agent and the date
on which the Early Premium Amount will be paid.
"Early Premium Amount" means the fair market value
of the equity option embedded in each Note less the cost
to the Issuer of unwinding any hedging arrangements
related to such embedded equity option, as determined by
the Calculation Agent in its sole and absolute discretion.
The Early Premium Amount could be zero, but shall not
be less than zero.
The Early Premium Amount will be determined by the
Calculation Agent on or as soon as reasonably practicable
after the Amendment Event occurs.
"Hedging Event" means each of Change in Law, Hedging
Disruption and Increased Cost of Hedging.
"Change In Law" means that, on or after the Trade Date,
(A) due to the adoption of or any change in any applicable
7

law or regulation (including, without limitation, any tax
law, solvency or capital requirements), or (B) due to the
promulgation of or any change in the interpretation by any
court, tribunal or regulatory authority with competent
jurisdiction of any applicable law or regulation (including
any action taken by a taxing authority or financial
authority), or the combined effect thereof if occurring
more than once, the Issuer determines in its sole and
absolute discretion that:
(a) it has become illegal for it to hold, acquire or
dispose of any relevant hedge positions relating to
the Index; or
(b) it would incur a materially increased cost
(including, without limitation, in respect of any tax,
solvency or capital requirements) in maintaining
the Notes in issue or in holding, acquiring or
disposing of any relevant hedge position relating to
the Index.
"Hedging Disruption" means that the Issuer is unable,
after using commercially reasonable efforts, to (A)
acquire, establish, re-establish, substitute, maintain,
unwind or dispose of any transaction(s) (including swap
transactions) or asset(s) or any futures or options
contract(s) it deems necessary to hedge the equity price
risk or any other relevant price risk including but not
limited to the currency risk of the Issuer or issuing and
performing its obligations with respect to the Notes, or (B)
freely realise, recover, remit, receive, repatriate or transfer
the proceeds of any such transaction(s) or asset(s) or
futures or option contract(s) or any relevant hedge
positions relating to the Index·.
"Increased Cost of Hedging" means that the Issuer would
incur a materially increased (as compared with
circumstances existing on the Trade Date) amount of tax,
duty, expense or fee (other than brokerage commissions)
to (A) acquire, establish, re-establish, substitute, maintain,
unwind or dispose of any transaction(s) (including swap
transactions) or asset(s) it deems necessary to hedge the
market risk (including, without limitation, equity price
risk, foreign exchange risk and interest rate risk) of the
Issuer issuing and performing its obligations with respect
to the Notes, or (B) realise, recover or remit the proceeds
of any such transaction(s) or asset(s), provided that any
such materially increased amount that is incurred solely
due to the deterioration of the creditworthiness of the
Issuer and/or any of its respective affiliates shall not be
deemed an increased cost of hedging.
The Issuer shall be entitled to determine the Early
Premium Amount and to make all determinations under
8

"Hedging Disruption" and "Increased Cost of Hedging" in
lieu of the Calculation Agent, in the event the Calculation
Agent is unable to fulfil its obligations hereunder due to
its bankruptcy, insolvency (or other similar proceedings),
or it becoming subject to the appointment of an
administrator or other similar official, with insolvency,
rehabilitative or regulatory jurisdiction over it.
"Trade Date" means October 17, 2014
20. Additional Definitions:
"Calculation Agent" means BNP Paribas or such
successor calculation agent as may from time to time be
appointed by the Issuer. All determinations made by the
Calculation Agent will be at the sole discretion of the
Calculation Agent and, absent a determination of a
manifest error, will be conclusive for all purposes and
binding on the holders and beneficial owners of the
Securities. Neither the Calculation Agent nor the Issuer
will have any responsibility for good faith errors or
omissions in calculating or disseminating information
regarding the Index or any Successor Index or as to
modifications, adjustments or calculations by the Index
Sponsor or any Successor Index Sponsor in order to arrive
at the level of the Index or any Successor Index.
"Component Security" means any security comprised in
the Index.
"Disrupted Day" means a Trading Day in respect of
which the Calculation Agent has determined a Market
Disruption Event has occurred or is continuing.
"Exchange" means in respect of each Component
Security the principal stock exchange on which such
Component Security is principally traded.
"Early Closure" means the closure on any Exchange
Business Day of the Exchange in respect of any
Component Security or the Related Exchange prior to its
normally Scheduled Closing Time unless such earlier
. closihg time is announced by such Exchange or Related
Exchange (as the case may be) at least one hour prior to
the earlier of (i) the actual closing time for the regular
trading session on such Exchange or Related Exchange (as
the case may be) on such Exchange Business Day and (ii)
the submission deadline for orders to be entered into the
Exchange system for execution at the close of trading on
such Exchange Business Day.
"Exchange Business Day" means any Trading Day on
which the Index Sponsor publishes the level of the Index,
each Exchange and Related Exchange is open for business
during its regular trading session, notwithstanding any
9

such Exchange or Related Exchange closing prior to its
scheduled weekday closing time and the Issuer determines
in its sole and absolute discretion that it is able to hedge its
obligations in respect of the Index.
"Exchange Disruption" means any event ( other than an
Early Closure) that disrupts or impairs (as determined by
the Calculation Agent in its sole discretion) the ability of
market participants in general to effect transactions in or
obtain market values for (A) any Component Security on
the Exchange in respect of such Component Security or
(B) futures or options contracts relating to the Index on the
Related Exchange.
"Final Observation Date" means January 5th 2022 (n =
19) subject to postponement in the event such Trading Day
is a Disrupted Day as per Term 18(a) above.
"Index Sponsor" means Solactive AG
"Market Disruption Event, as determined by the
Calculation Agent in its sole discretion, means in respect
of any Trading Day:
(i)
that the Index Sponsor fails to publish the level of
the Index, or
in respect of any Component Securities, an Exchange or
any Related Exchange fails to open for trading during its
regular trading session or
(ii)
the occurrence or existence of any of the following
events:
· a Trading Disruption in respect of such Component
Security, if the Calculation Agent determines it is material,
at any time during the one hour period that ends at the
close of trading for an Exchange or Related Exchange on
which such Component Security is principally traded; or
· an Exchange Disruption in respect of such Component
Security, if the Calculation Agent determines it is material,
at any time during the one hour period that ends at the
close of trading for an Exchange or Related Exchange on
which such Component Security is principally traded; or
· an Early Closure in respect of such Component Security
and
· the aggregate of all Component Securities in respect of
which a Trading Disruption, an Exchange Disruption or an
Early Closure occurs or exists comprises 20 per cent. or
more of the level of the Index.
10