Obligation Asia Development Bank 6.45% ( XS1464940565 ) en INR

Asia Development Bank

100 % ▼

Philippines

XS1464940565 ( en INR )

6.45% par an ( paiement semestriel )

07/08/2021 - Obligation échue

Prospectus brochure de l'obligation Asian Development Bank XS1464940565 en INR 6.45%, échue

500 000 INR

5 000 000 000 INR

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 émise par Asia Development Bank ( Philippines ) , en INR, avec le code ISIN XS1464940565, paye un coupon de 6.45% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 07/08/2021

PRICING SUPPLEMENT

ASIAN DEVELOPMENT BANK
GLOBAL MEDIUM-TERM NOTE PROGRAM
Series No: 873-02-1
INR5,000,000,000
6.45 per cent. Notes due 8 August 2021
payable in United States dollars

(to be consolidated and form a single series with the INR5,000,000,000 6.45 per cent. Notes
due 8 August 2021 payable in United States dollars issued on 8 August 2016 and with the
INR7,000,000,000 6.45 per cent. Notes due 8 August 2021 payable in United States dollars
issued on 9 September 2016)

Issue price: 102.613 per cent. plus 121 days' accrued interest

Lead Manager

TD Securities

The date of this Pricing Supplement is 7 December 2016.

This pricing supplement (the "Pricing Supplement") is issued to give details of an
issue of INR5,000,000,000 6.45 per cent. Notes due 8 August 2021 payable in United States
dollars (the "Notes") (to be consolidated and form a single series with the INR5,000,000,000
6.45 per cent. Notes due 8 August 2021 payable in United States dollars issued on 8 August 2016
and with the INR7,000,000,000 6.45 per cent. Notes due 8 August 2021 payable in United States
dollars issued on 9 September 2016) 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 11 December 2015.
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:
873-02-1.
3.
(i) Specified
Currency
The lawful currency of India ("Indian
(Condition 1(c)):
Rupee" or "INR").

(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.$.
Currency if different from
Specified Currency (Condition
1(c)):
(iv)
Alternative
Currency
(Condition 7(i)) (if applicable): Not applicable.
4.
Aggregate Nominal Amount:
INR5,000,000,000 payable in U.S.$.
The Notes will be consolidated and form a
single series with the INR5,000,000,000
6.45 per cent. Notes due 8 August 2021
payable in United States dollars issued on 8
August 2016 and with the
INR7,000,000,000 6.45 per cent. Notes due
8 August 2021 payable in United States
dollars issued on 9 September 2016..
5.
(i)
Issue Price:
102.613 per cent. of the Aggregate Nominal
Amount plus INR108,395,000 on account
of accrued interest for 121 days from and
including 8 August 2016 to but excluding
the Issue Date.
(ii) Net
proceeds:
INR5,229,045,000 (inclusive of accrued
interest of INR108,395,000) (payable as
3

U.S.$76,468,429.08 using the U.S.$/INR
exchange rate of 68.38175).
6.
Specified Denominations (Condition
INR10,000, payable in U.S.$.
1(a)):
7.
(i)
Issue Date (Condition 5(d)):
9 December 2016.
(ii)
Interest Commencement Date
8 August 2016.
(if different from the Issue
Date) (Condition 5(d)):
8.
Maturity Date or Redemption Month
8 August 2021, subject to paragraph 31
(Condition 6(a)):
below (which may be subject to adjustment
under "Adjustments to Interest Payment
Date and Maturity Date" as defined in the
Appendix).
9.
Interest Basis (Condition 5):
Fixed Rate (Condition 5(a)) (further
particulars specified in paragraph 16
below).
10. Redemption/Payment Basis
Redemption at par, provided that the Final
(Condition 6(a)):
Redemption Amount shall be payable in
U.S.$ 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

(Condition 5(a)):
Applicable.
(i)
Rate(s)
of
Interest:
6.45 per cent. per annum, payable
semi-annually in arrear.
(ii)
Interest Payment Date(s):
8 February and 8 August of each year,
commencing 8 February 2017 up to and
4

including the Maturity Date, subject to
paragraph 31 below (each may be subject
to adjustment under "Adjustments to
Interest Payment Date and Maturity Date"
as defined in the Appendix).
(iii) Fixed Coupon Amount(s):
INR322.50 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(ix) below.
(iv)
Broken Amount(s):
Not applicable.
(v)
Relevant Financial Center:
Mumbai.
(vi)
Additional Business Center(s)
New York City.
(Condition 5(d)):
(vii) Day Count Fraction (Condition
30E/360 or Eurobond Basis.
5(d)):
(viii) Determination Date(s):
Not applicable.

(ix)
Other terms relating to the
The Interest Amounts will be paid on each
method of calculating interest
Interest Payment Date in U.S.$ converted
for Fixed Rate Notes:
from INR at the applicable Reference Rate
(as defined in the Appendix) on the Rate
Fixing Date (as defined in the Appendix)
in respect of the Interest Payment Date.
The Fixed Coupon Amount per
denomination payable in U.S.$ shall be
INR322.50 divided by the Reference 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 500,000 to arrive at the total
Fixed Coupon Amount with respect to the
relevant Interest Payment Date.
No Calculation Period shall be adjusted in
the event that the first day or last day of
such period falls on a day that is not a
Business Day.
5

The last paragraph of Condition 5(a) shall
be replaced in its entirety by the
following:
"Interest will cease to accrue on each
Fixed Rate Note on the Maturity Date
unless, upon due presentation thereof,
payment of principal is improperly
withheld or refused, in which event
interest will continue to accrue at the
specified Rate of Interest up to but
excluding the earlier of (i) the date on
which actual payment of principal is
made, or (ii) the 15th calendar day
following the receipt of such payment of
principal by the Paying Agent."
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 on the Maturity Date
in U.S.$ converted from INR at the
applicable Reference Rate (as defined in
the Appendix) on the relevant Rate Fixing
Date (as defined in the Appendix).
The Final Redemption Amount per
Specified Denomination payable in U.S.$
shall be: INR10,000 divided by the
Reference Rate (as defined in the
Appendix). Such amount being rounded to
the nearest cent, with U.S.$0.005 being
6

rounded upwards.
The resulting figure shall then be
multiplied by 500,000 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)):
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 the Early Redemption Amount with
of calculating the same (if
respect to each Specified Denomination
required or if different from that
will be a U.S.$ amount equal to the
set out in the Conditions):
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 the purposes of such
determination, the "Rate Fixing Date"
shall be the date that is no later than two
(2) Fixing Business Days (as defined in
the Appendix) prior to the date upon
which the Notes become due and payable
as provided in Condition 9.
(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:
Global Registered Note available on Issue
Date.
7

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:

(i)
Payment Dates:
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 and
shall not be obliged to pay any interest or
other payment in respect of such
postponed payment.
"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
deposits) in New York City and Mumbai.

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

Managers:

8

(ii)
Stabilizing Manager (if any):
Not applicable.
(iii) Commissions
and
0.20 per cent. of the Aggregate Nominal
Concessions:
Amount payable in U.S.$.
33. If non-syndicated, name of Dealer:
The Toronto-Dominion Bank
34. Additional selling restrictions:
The following paragraph shall be deemed
to be set out under the heading "India" in
the section entitled "Plan of Distribution"
in the Prospectus:
"The Issuer's Prospectus has not been and
will not be registered, produced or
published or made available to all as an
offer document (whether as a prospectus
in respect of a public offer or information
memorandum or private placement offer
letter or other offering material in respect
of any private placement under the Indian
Companies Act, 2013 and/or the rules
notified thereunder, or any other
applicable Indian laws and regulations),
with the Registrar of Companies, the
Securities and Exchange Board of India or
any other statutory or regulatory body of
like nature in India and the Notes have not
been and will not be offered or sold to any
person in India by means of any
document, and neither the Issuer's
Prospectus nor any other offering
document or material relating to the Notes
have been or will be circulated or
distributed, directly or indirectly, to any
person or to the public in India in a
manner which would constitute an
advertisement, invitation, offer, sale or
solicitation of an offer to subscribe for or
purchase any securities in violation of
Indian laws and regulations."
Operational Information

35. (i) ISIN:

XS1464940565.
(ii) CUSIP:
Not applicable.
(iii) CINS:

Not applicable.
(iv) WKN:
Not applicable.
9

36. Common Code:
146494056.
37. Any clearing system(s) other than
Euroclear and Clearstream, Luxembourg
Euroclear, Clearstream, Luxembourg
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.
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 22 April 2016.
Recent Developments
On 4 May 2016, ADB's Board of Governors approved the following with respect
to its 2015 reported net income of U.S.$537.1 million after appropriation of guarantee fees to the
special reserve:
a. U.S.$43.3 million, representing the adjustment to the loan loss reserve as of
31 December 2015, be added from the loan loss reserve to the net income;
b. U.S.$212.7 million, representing the ASC 815/825 adjustments and the unrealized
portion of net income from equity investments accounted for under the equity
method for the year ended 31 December 2015, be added to the cumulative
revaluation adjustments account;
c. U.S.$207.7 million be allocated to the ordinary reserve;
d. U.S.$120.0 million be allocated to the Asian Development Fund; and
e. U.S.$40.0 million be allocated to the Technical Assistance Special Fund.
10