Obligation IBRD-Global 2.75% ( XS2868924189 ) en CNH

IBRD-Global

100 % ⇌

Etats-unis

XS2868924189 ( en CNH )

2.75% par an ( paiement annuel )

26/07/2034

Prospectus brochure de l'obligation IBRD XS2868924189 en CNH 2.75%, échéance 26/07/2034

26/07/2025 ( Dans 25 jours )

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 CNH, avec le code ISIN XS2868924189, paye un coupon de 2.75% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 26/07/2034

Final Terms dated 23 July 2024

International Bank for Reconstruction and Development

Issue of CNY 350,000,000 2.75 per cent. Notes due 26 July 2034

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 September 24, 2021. This document constitutes the Final Terms
of the Notes described herein and must be read in conjunction with such Prospectus.
UK MiFIR product governance / Professional investors and ECPs target market See Term 29 below.

SUMMARY OF THE NOTES
1. Issuer:
International Bank for Reconstruction and Development
("IBRD")
2. (i)
Series number:
102049
(ii)
Tranche number:
1
3. Specified Currency or Currencies
Chinese Renminbi ("CNY")
(Condition 1(d)):
4. Aggregate Nominal Amount

(i)
Series:
CNY 350,000,000
(ii)
Tranche:
CNY 350,000,000
5. (i)
Issue Price:
99.741 per cent. of the Aggregate Nominal Amount
(ii)
Net proceeds:
CNY 349,093,500
6. Specified Denominations
CNY 1,000,000
(Condition 1(b)):
7. Issue Date:
26 July 2024
8. Maturity Date (Condition 6(a)):
26 July 2034
9. Interest basis (Condition 5):
2.75 per cent. Fixed Rate
(further particulars specified below)
10. Redemption/Payment basis
Redemption at par
(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

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
16. Fixed Rate Note provisions
Applicable
(Condition 5(a)):
(i)
Rate(s) of Interest:
2.75 per cent. per annum payable annually in arrear
(ii)
Interest Payment Date(s):
26 July in each year, from and including 26 July 2025 to and
including the Maturity Date, not subject to adjustment in
accordance with a Business Day Convention
(iii)
Interest Period Date(s):
Each Interest Payment Date
(iv)
Business Day Convention:
Not Applicable
(v)
Day Count Fraction
Actual/365 (Fixed)
(Condition 5(l)):
(vi)
Other terms relating to the
Not Applicable
method of calculating
interest for Fixed Rate
Notes:
PROVISIONS RELATING TO REDEMPTION
17. Final Redemption Amount of each
CNY 1,000,000 per Specified Denomination
Note (Condition 6):
18. Early Redemption Amount
As set out in the Conditions
(Condition 6(c)):
GENERAL PROVISIONS APPLICABLE TO THE NOTES
19. Form of Notes (Condition 1(a)):
Registered Notes:

Global Registered Certificate available on Issue Date
20. New Global Note / New
No
Safekeeping Structure:
21. Financial Centre(s) or other special
Beijing, Hong Kong, London and New York
provisions relating to payment dates
(Condition 7(h)):
22. Governing law (Condition 14):
English
23. Additional risk factors:
An investment in the Notes is subject to the risks described
below, as well as the risks described under "Risk Factors"
in the accompanying Prospectus.
The CNY is not freely convertible; there are significant
restrictions on remittance of CNY into and outside the PRC
The CNY is not freely convertible at present. The PRC
government continues to regulate conversion between the
CNY and foreign currencies, including the Hong Kong dollar,
despite the significant reduction over the years by the PRC
government of control over routine foreign exchange
transactions under current accounts.
There can be no assurance that the PRC government will
continue to gradually liberalise its control over cross-border
CNY remittances in the future or that new PRC regulations will
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not be promulgated in the future which have the effect of
restricting or eliminating the remittance of CNY into or outside
the PRC. In the event that the Issuer is not able to repatriate
funds outside the PRC in CNY, the Issuer will need to source
CNY offshore to finance its obligations under the Notes, and
its ability to do so will be subject to the overall availability of
CNY outside the PRC.
There is only limited availability of CNY outside the PRC,
which may affect the liquidity of the Notes
As a result of the restrictions imposed by the PRC government
on cross-border CNY fund flows, the availability of CNY
outside of the PRC is limited.
Although it is widely expected that the offshore CNY market
will continue to grow in depth and size, its growth is subject to
many constraints as a result of PRC laws and regulations on
foreign exchange. There is no assurance that new PRC
regulations will not be promulgated in the future which will
have the effect of restricting availability of CNY offshore. The
limited availability of CNY outside the PRC may affect the
liquidity of the Notes. To the extent the Issuer is required to
source CNY in the offshore market to service the Notes, there
is no assurance that the Issuer will be able to source such CNY
on satisfactory terms, if at all.
Noteholders may be exposed to exchange rate risks
In limited circumstances set out in Condition 7(i), relating to
the unavailability of CNY offshore, the Issuer is entitled to
make payments in respect of the Notes in U.S. Dollars and the
Noteholders will be exposed to currency exchange rate risks
with respect to such currencies. Changes in exchange rates
relating to any of the currencies involved may result in a
decrease in the effective yield of the Notes and, in certain
circumstances, could result in a loss of all or a substantial
portion of the principal of the Notes. For example, if, on the
Determination Date, CNY has appreciated in value against
U.S. Dollars, the payment in U.S. Dollars will be higher.
Conversely, a depreciation in value of CNY against U.S.
Dollars will have the opposite impact. In specific
circumstances set out in Condition 7(i), IBRD may be required
to exercise discretion in determining the relevant exchange rate
and the interests of IBRD in making such determination may
be adverse to the interests of Noteholders.
Exchange rate movements for a particular currency are volatile
and are the result of numerous factors. A Noteholder's net
exposure will depend on the extent to which U.S. Dollar
strengthens or weakens against CNY.
In addition, the Noteholders whose financial activities are
denominated principally in a currency (the "Investor's
Currency") other than CNY and/or U.S. Dollars will also be
exposed to currency exchange rate risk that are not associated
with a similar investment in a security denominated or paid in
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that Investor's Currency. For more information, please see
"Risk FactorsNotes are subject to exchange rate and
exchange control risks if the investor's currency is different
from the Specified Currency" in the accompanying Prospectus.
24. Other final terms:
Condition 7(i) will be replaced by the following: "Currency
of Payment: If the Specified Currency is no longer used by the
government of the People's Republic of China ("PRC") for the
payment of public and private debts or used for settlement of
transactions by public institutions in the PRC or, in the
reasonable opinion of the Calculation Agent, is not expected to
be available, when any payment on this Note is due as a result
of circumstances beyond the control of IBRD, IBRD shall be
entitled to satisfy its obligations in respect of such payment by
making such payment in U.S. dollars on the basis of the Spot
Rate on the second Valuation Business Day prior to such
payment (the "Determination Date"). Any payment made
under such circumstances in U.S. dollars will constitute valid
payment and will not constitute a default in respect of this
Note.
Whereby:
"Beijing 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 Beijing.
"Calculation Agent" means Citibank, N.A., London Branch,
or its duly appointed successor.
"Spot Rate" means, in respect of the Determination Date, the
USD/CNY official fixing rate, expressed as the amount of
CNY per one USD, for settlement in two Beijing Business
Days, as reported by the Treasury Markets Association, Hong
Kong (www.tma.org.hk) as its USD/CNY (HK) spot rate at
approximately 11:30 a.m., Hong Kong time, with respect to
such Determination Date ("CNY CNHHK" or "CNY03").
If it becomes impossible to obtain the USD/CNY official fixing
rate on the Determination Date as outlined in the previous
paragraph, the Spot Rate shal be the USD/CNY official fixing
rate, expressed as the amount of CNY per one USD, for
settlement in two Beijing Business Days, authorized by the
People's Bank of China of the People's Republic of China for
reporting by the China Foreign Exchange Trade System
(CFETS) (www.chinamoney.com.cn) at approximately 9:15
a.m., Beijing time, with respect to such Determination Date
("CNY SAEC" or "CNY01").
If it becomes impossible to obtain the USD/CNY official fixing
rate on the Determination Date as outlined in the previous
paragraphs, the Spot Rate shall be the USD/CNY exchange
rate, expressed as the amount of CNY per one USD, for
settlement in two Beijing Business Days, as published on the
website of the Singapore Foreign Exchange Market Committee
4

("SFEMC") (www.sfemc.org) at approximately 3:30 p.m.,
Singapore time, or as soon thereafter as practicable, with
respect to such Determination Date. The USD/CNY exchange
rate will be calculated by SFEMC (or a service provider
SFEMC may select in its sole discretion) pursuant to the
SFEMC CNY Indicative Survey Rate Methodology (which
means a methodology, dated as of 1 December 2004, as
amended from time to time, for a centralized industry-wide
survey of financial institutions that are active participants in
the USD/CNY markets for the purpose of determining the
SFEMC CNY Indicative Survey Rate) ("SFEMC CNY
INDICATIVE SURVEY RATE" or "CNY02").
If it becomes impossible to obtain the USD/CNY official fixing
rate or exchange rate on the Determination Date as outlined in
the previous paragraphs, IBRD will determine the Spot Rate
for the Determination Date, acting in good faith and in a
commercially reasonable manner, having taken into account
relevant market practice and any information which it deems
relevant.
If Annex A to the 1998 FX and Currency Option Definitions
published by the International Swaps and Derivatives
Association, Inc., the Emerging Markets Traders Association
and the Foreign Exchange Committee (the "FX Definitions")
is amended such that CNY01, CNY02 or CNY03 is replaced
by a successor price source for the USD/CNY exchange rate in
such Annex A to the FX Definitions (each, a "Successor Price
Source Definition"), the Spot Rate for the Determination Date
will be determined in accordance with the relevant Successor
Price Source Definition without changing the order of the Spot
Rate determination described above.
The Calculation Agent shall notify the Issuer as soon as
reasonably practicable that the Spot Rate is to be so
determined.
"Valuation Business Day" means a day (other than a Saturday
or a Sunday) on which commercial banks are open for general
business (including dealings in foreign exchange) in Beijing,
Hong Kong, London, New York and Singapore.
DISTRIBUTION
25. (i)
If syndicated, names of
Not Applicable
Managers and underwriting
commitments:
(ii)
Stabilizing Manager(s) (if
Not Applicable
any):
26. If non-syndicated, name of Dealer:
Merrill Lynch International
27. Total commission and concession:
Not Applicable
28. Additional selling restrictions:
People's Republic of China:
The Notes are not being offered or sold and may not be offered
or sold, directly or indirectly, in the PRC (for such purposes,
5

excluding Hong Kong Special Administrative Region of the
PRC and Macao Special Administrative Region of the PRC and
Taiwan, China).
Hong Kong Special Administrative Region of the PRC
("Hong Kong"):
(a) The Dealer has not offered or sold and will not offer
or sell in Hong Kong, by means of any document, any
Notes other than (i) to "professional investors" as
defined in the Securities and Futures Ordinance (Cap.
571) of Hong Kong and any rules made under that
Ordinance; or (ii) in other circumstances which do not
result in the document being a "Prospectus" as defined
in the Companies Ordinance (Cap. 32) of Hong Kong
or which do not constitute an offer to the public within
the meaning of that Ordinance; and
(b) the Dealer has not issued or had in its possession for
the purposes of issue, and will not issue or have in its
possession for the purposes of issue, whether in Hong
Kong or elsewhere, any advertisement, invitation or
document relating to the Notes, which is directed at,
or the contents of which are likely to be accessed or
read by, the public of Hong Kong (except if permitted
to do so under the securities laws of Hong Kong) other
than with respect to the Notes which are or are
intended to be disposed of only to persons outside
Hong Kong or only to "professional investors" as
defined in the Securities and Futures Ordinance (Cap.
571 of Hong Kong) and any rules made under that
Ordinance.
29. UK MiFIR product governance /
Regulation (EU) No 600/2014 as it forms part of domestic
Professional investors and ECPs
law by virtue of the European Union (Withdrawal) Act
target market:
2018 ("UK MiFIR") 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 only
eligible counterparties (as defined in the United Kingdom
Financial Conduct Authority (the "FCA") Handbook Conduct
of Business Sourcebook ("COBS")) and professional clients
(as defined in UK MiFIR); 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, each distributor subject to the FCA Handbook
Product Intervention and Product Governance Sourcebook (the
"UK MiFIR Product Governance Rules") 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.
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For the purposes of this Term 29, "manufacturer" means the
Dealer.
IBRD does not fall under the scope of application of UK
MiFIR. Consequently, IBRD does not qualify as an
"investment firm", "manufacturer" or "distributor" for the
purposes of UK MiFIR.
OPERATIONAL INFORMATION
30. Legal Entity Identifier of the Issuer: ZTMSNXROF84AHWJNKQ93
31. ISIN Code:
XS2868924189
32. Common Code:
286892418
33. Delivery:
Delivery versus payment
34. Registrar and Transfer Agent (if
Citibank, N.A., London Branch
any):
35. Intended to be held in a manner
No. Whilst the designation is specified as "no" at the date of
which would allow Eurosystem
these Final Terms, should the Eurosystem eligibility criteria be
eligibility:
amended in the future such that the Notes are capable of
meeting them the Notes may then be deposited with one of the
ICSDs as common safekeeper and registered in the name of a
nominee of one of the ICSDs acting as common safekeeper.
Note that this does not necessarily mean that the Notes will
then be recognized as eligible collateral for Eurosystem
monetary policy and intra-day credit operations by the
Eurosystem at any time during their life. Such recognition will
depend upon the ECB being satisfied that Eurosystem
eligibility criteria have been met.
GENERAL INFORMATION
IBRD's most recent Information Statement was issued on October 2, 2023.
SPECIAL ACCOUNT
An amount equal to the net proceeds of the issue of the Notes will be credited to a special account that will
support IBRD's lending for Eligible Projects. So long as the Notes are outstanding and the special account has a
positive balance, periodically and at least at the end of every fiscal quarter, funds will be deducted from the
special account and added to IBRD's lending pool in an amount equal to all disbursements from that pool made
during such quarter in respect of Eligible Projects.

ELIGIBLE PROJECTS
"Eligible Projects" means all projects funded, in whole or in part, by IBRD that promote the transition to
low-carbon and climate resilient growth in the recipient country, as determined by IBRD. Eligible Projects may
include projects that target (a) mitigation of climate change including investments in low-carbon and clean
technology programs, such as energy efficiency and renewable energy programs and projects ("Mitigation
Projects"), or (b) adaptation to climate change, including investments in climate-resilient growth ("Adaptation
Projects").

7

Examples of Mitigation Projects include, without limitation:
· Rehabilitation of power plants and transmission facilities to reduce greenhouse gas emissions;
· Solar and wind installations;
· Funding for new technologies that permit significant reductions in GHG emissions;
· Greater efficiency in transportation, including fuel switching and mass transport;
· Waste management (methane emission) and construction of energy-efficient buildings; and
· Carbon reduction through reforestation and avoided deforestation.

Examples of Adaptation Projects include, without limitation:
· Protection against flooding (including reforestation and watershed management);
· Food security improvement and stress-resilient agricultural systems which slow down deforestation; and
· Sustainable forest management and avoided deforestation.

The above examples of Mitigation Projects and Adaptation Projects are for illustrative purposes only and no
assurance can be provided that disbursements for projects with these specific characteristics will be made by
IBRD during the term of the Notes. Payment of principal and interest, if any, on the Notes will be made from
IBRD's general funds and will not be directly linked to the performance of any Eligible Projects.
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.
RESPONSIBILITY
IBRD accepts responsibility for the information contained in these Final Terms.
Signed on behalf of IBRD:

By: ..........................................................

Name:
Title:

Duly authorized

8