Obligation Asia Development Bank 4.5% ( XS2265997036 ) en ZAR

Asia Development Bank

100 % ▲

Philippines

XS2265997036 ( en ZAR )

4.5% par an ( paiement annuel )

06/12/2023 - Obligation échue

Prospectus brochure de l'obligation Asian Development Bank XS2265997036 en ZAR 4.5%, échue

10 000 ZAR

500 000 000 ZAR

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 ZAR, avec le code ISIN XS2265997036, paye un coupon de 4.5% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 06/12/2023

MiFID II PRODUCT GOVERNANCE/PROFESSIONAL INVESTORS AND
ECPS ONLY TARGET MARKET Solely for the purposes of the manufacturer's product
approval process, the target market assessment in respect of the Notes has led to the conclusion
that: (i) the target market for the Notes is eligible counterparties and professional clients only, each
as defined in Directive 2014/65/EU (as amended, "MiFID II"); and (ii) all channels for
distribution of the Notes to eligible counterparties and professional clients are appropriate. Any
person subsequently offering, selling or recommending the Notes (a "distributor") should take
into consideration the manufacturer's target market assessment; however, a distributor subject to
MiFID II is responsible for undertaking its own target market assessment in respect of the Notes
(by either adopting or refining the manufacturer's target market assessment) and determining
appropriate distribution channels.

PRIIPs/IMPORTANT U.K. RETAIL INVESTORS The Notes are not
intended to be offered, sold or otherwise made available to and should not be offered, sold or
otherwise made available to, any retail investor in the United Kingdom ("U.K."). For these
purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in
point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue
of the European Union (Withdrawal) Act 2018 ("EUWA"); or (ii) a customer within the meaning
of the provisions of the Financial Services and Markets Act 2000 (the "FSMA") and any rules or
regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer
would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation
(EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA. Consequently no key
information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law
by virtue of the EUWA (the "U.K. PRIIPs Regulation") for offering or selling the Notes or
otherwise making them available to retail investors in the U.K. has been prepared and therefore
offering or selling the Notes or otherwise making them available to any retail investor in the U.K.
may be unlawful under the U.K. PRIIPs Regulation.

PRIIPs/IMPORTANT EEA RETAIL INVESTORS The Notes are not
intended to be offered, sold or otherwise made available to, and should not be offered, sold or
otherwise made available to, any retail investor in the European Economic Area ("EEA"). For
these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined
in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer
within the meaning of Directive (EU) 2016/97 (as amended, the "Insurance Distribution
Directive"), where that customer would not qualify as a professional client as defined in point (10)
of Article 4(1) of MiFID II. Notes issued by ADB do not fall under the scope of Regulation (EU)
No 1286/2014 (as amended, the "PRIIPs Regulation"). Consequently no key information
document required by the PRIIPs Regulation for offering or selling the Notes or otherwise making
them available to retail investors in the EEA has been prepared and therefore offering or selling
the Notes or otherwise making them available to any retail investor in the EEA may be unlawful
under the PRIIPs Regulation.
ADB does not fall under the scope of application of MiFID II. Consequently, ADB
does not qualify as an "investment firm", "manufacturer" or "distributor" for the purposes of
MiFID II.

PRICING SUPPLEMENT

ASIAN DEVELOPMENT BANK
GLOBAL MEDIUM-TERM NOTE PROGRAM
Series No.: 1205-01-2
ZAR500,000,000
4.50 per cent. Notes due 7 December 2023
(to be consolidated and form a single series with the ZAR500,000,000 4.50 per cent. Notes
due 7 December 2023 issued on 7 December 2020)
Issue price: 100 per cent. plus 46 days' accrued interest

Dealer
Deutsche Bank

The date of this Pricing Supplement is 20 January 2021.

This pricing supplement (the "Pricing Supplement") is issued to give details of an
issue of ZAR500,000,000 4.50 per cent. Notes due 7 December 2023 (the "Notes") (to be
consolidated and form a single series with the ZAR500,000,000 4.50 per cent. Notes due 7
December 2023 issued on 7 December 2020) 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 on pages 20 to 44 under the heading "Terms and Conditions of the Notes" in the prospectus
dated 28 April 2011 (the "2011 Conditions") and should be read in conjunction with the prospectus
dated 9 December 2020 (as amended and supplemented and together with the documents
incorporated by reference therein, 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 9 December 2020.
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 Dealer 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 2011 Conditions, the terms and conditions set forth in this Pricing Supplement shall govern.
General Provisions
1.
Issuer:
Asian Development Bank ("ADB").
2.
Series Number:
1205-01-2.
3.
(i)
Specified Currency
South African Rand ("ZAR").
(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
Applicable, provided that the "Market
(Condition 7(i)) (if applicable): Exchange Rate" will be the rate determined by
Natixis (the "Calculation Agent"), as follows:

1. On the second Business Day before a
date on which payment on the Notes is
due, at approximately 11:00 a.m.
London time, the Calculation Agent will
refer to the "ICAPZAR" screen of the
Reuters Monitor Foreign Exchange
Service or, if this is not available, the
Calculation Agent will determine the
Market Exchange Rate in the manner set
out below.

3

2. The Calculation Agent will select the
firm bid quotation for the Specified
Currency by one of at least three banks,
one of which may be the Calculation
Agent, which will yield the greatest
number of United States dollars ("U.S.
dollars") upon conversion from the
Specified Currency.

3. If fewer than three bid quotations are
available, the Calculation Agent will use
the noon buying rate for cable transfers
in the relevant currency in the City of
New York, as certified for customs
purposes by the Federal Reserve Bank
of New York on the second Business
Day before the date such payment is due
or, if this rate is not available on that
date, the Calculation Agent will
determine the rate in its sole discretion,
acting in good faith and in a
commercially reasonable manner.

Payments made in U.S. dollars under the
circumstances set forth in Condition 7(i) will
not constitute a default under the Notes and
holders will be responsible for all currency
exchange costs.

4.
Aggregate Nominal Amount:
ZAR500,000,000.
The Notes will be consolidated and form a
single series with the ZAR500,000,000 4.50 per
cent. Notes due 7 December 2023 issued on
7 December 2020.
5.
(i) Issue Price:
100 per cent. of the Aggregate Nominal Amount
plus ZAR2,835,500 on account of accrued
interest for 46 days from and including
7 December 2020 to but excluding the Issue
Date.

4

(ii) Net proceeds:
ZAR502,835,500 (inclusive of accrued
interest of ZAR2,835,500).
6.
Specified Denominations (Condition
ZAR10,000.
1(a)):
7.
(i)
Issue Date (Condition 5(d)):
22 January 2021.
(ii)
Interest Commencement Date
7 December 2020.
(if different from the Issue
Date) (Condition 5(d)):
8.
Maturity Date or Redemption Month
7 December 2023, subject to paragraph 31
(Condition 6(a)):
below.
9.
Interest Basis (Condition 5):
Fixed Rate (Condition 5(a)) (further particulars
specified in paragraph 16 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)
Not applicable.
and (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
Applicable.
(Condition 5(a)):
(i)
Rate(s) of Interest:
4.50 per cent. per annum, payable annually in
arrear.
For the avoidance of doubt, interest amount in
ZAR per Specified Denomination shall be
rounded to two decimal places, with ZAR0.005
being rounded upwards.
5

(ii)
Interest Payment Date(s):
7 December of each year, from and including 7
December 2021 up to and including the
Maturity Date, subject to paragraph 31 below.
(iii)
Fixed Coupon Amount(s):
ZAR450 per Specified Denomination, payable
on each Interest Payment Date.
(iv)
Broken Amount(s):
Not applicable.
(v)
Relevant Financial Center:
Johannesburg.
(vi)
Additional Business Center(s)
London and New York.
(Condition 5(d)):
(vii)
Day Count Fraction (Condition Act/Act (ICMA), unadjusted.
5(d)):
(viii) Determination Date(s):
7 December of each year, from and including 7
December 2021 up to and including the
Maturity Date.
(ix)
Other terms relating to the
No Calculation Period shall be adjusted in the
method of calculating interest
event that the first day or last day of such period
for Fixed Rate Notes:
falls on a day that is not a Business Day (as
defined in paragraph 31 below).

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)):
6

19. Index-Linked Interest Note
Not applicable.
Provisions:
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) payable As set out in the Conditions.
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):
(ii) Unmatured Coupons to become void
Not applicable.
(Condition 7(f)):
Additional General Provisions Applicable to the Notes
25. Form of Notes:
Registered Notes.
Definitive Registered Notes:
Registered 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
7

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 (as defined below), ADB shall not be
obliged to pay such principal or interest until
the first following day that is a Business Day,
and ADB shall not be obliged to pay any
interest or other payment in respect of such
postponed payment.
"Business Day" means 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 Johannesburg,
London and New York.
Distribution
32.
(i)
If syndicated, names of
Not applicable.
Managers:

(ii)
Stabilizing Manager (if any):
Not applicable.
(iii)
Commissions and
0.00 per cent.
Concessions:
33. If non-syndicated, name of Dealer:
Deutsche Bank AG, London Branch.
34. Additional selling restrictions:
The following paragraph shall be deemed to be
set out under the heading "Republic of South
Africa" in the section entitled "Plan of
Distribution" in the Prospectus:
8

"The Dealer has represented, warranted and
agreed that it has not and will not offer for sale
or subscription or sell any Notes, directly or
indirectly, within the Common Monetary
Area, comprising the Kingdom of Lesotho,
Republic of Namibia, Republic of South Africa
and Kingdom of Eswatini, or to any person or
corporate or other entity resident in the
Common Monetary Area except (a) in
accordance with the exchange control
regulations of the Kingdom of Lesotho,
Republic of Namibia, Republic of South Africa
and Kingdom of Eswatini and (b) to any entity
resident or within the Republic of South Africa
in accordance with the Commercial Paper
regulations published in terms of the Banks
Act, 1990, as amended, and the Companies
Act, 2008, as amended, and (c) all other
applicable laws of South Africa. In particular,
the Prospectus does not, nor is it intended to,
constitute a "registered prospectus" (as that
term is defined in the Companies Act) and the
Dealer has represented, warranted and agreed
that it will not make an "offer to the public" (as
such term is defined in the Companies Act) of
any of the Notes (whether for subscription or
sale)."

Operational Information

35. ISIN:
XS2265997036.

36. Common Code:
226599703.
37. Any clearing system(s) other than
Euroclear and Clearstream, Luxembourg only.
Euroclear, Clearstream, Luxembourg
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:
English.

41. Service of Process (Condition 15(c)):
ADB irrevocably appoints Law Debenture
Corporate Services Limited at 8th Floor, 100
9