Bond ICF 0.425% ( US45950VPG58 ) in USD

ICF

100 % ⇌

United States

US45950VPG58 ( in USD )

0.425% per year ( payment 2 times a year)

19/11/2024 - Bond has expired

Prospectus brochure of the bond IFC US45950VPG58 in USD 0.425%, expired

10 000 USD

50 000 000 USD

45950VPG5

IFC, or Industry Foundation Classes, is an open specification developed by buildingSMART for the interoperability of digital building information models.

The Bond issued by ICF ( United States ) , in USD, with the ISIN code US45950VPG58, pays a coupon of 0.425% per year.
The coupons are paid 2 times per year and the Bond maturity is 19/11/2024

DSTRBRPT
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DSTRBRPT 1 d94262ddstrbrpt.htm DSTRBRPT
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
100 F Street, N.E.
Washington, D.C. 20549
REPORT OF
INTERNATIONAL FINANCE CORPORATION
In respect of its
U.S. $50,000,000 0.425 per cent. Fixed Rate Notes due 19 November 2024
under its
Global Medium-Term Note Program
FILED PURSUANT TO RULE 3 OF REGULATION IFC
Dated: 19 November 2020
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The following information regarding an issue of U.S. $50,000,000 0.425 per cent. Fixed Rate Notes due November 19, 2024 (the "Notes") by
International Finance Corporation (the "Corporation") under its Global Medium-Term Note Program is being filed pursuant to Rule 3 of Regulation
IFC. As authorized by Rule 4 of Regulation IFC, certain information may be provided in the form of a Prospectus and other comparable documents. In
the case of the Notes, the relevant issuing documentation is the Information Statement dated October 7, 2020 (the "Information Statement"), the
Prospectus dated June 3, 2008 (the "Prospectus"), the Amended and Restated Program Agreement and Standard Provisions dated as of June 3, 2008 (the
"Program Agreement"), the Amended and Restated Global Agency Agreement the Corporation and Citibank, N.A., London Branch, ("Citibank") dated
as of June 3, 2008 (the "Global Agency Agreement"), the Final Terms dated November 17, 2020 (the "Final Terms"), and the Terms Agreement dated
November 17, 2020 (the "Terms Agreement"), each of which is either attached as an Exhibit hereto or incorporated by reference from previous SEC
filings made by the Corporation.
Item 1. Description of Obligations
See, generally, Final Terms.
(a)
Title and Date. U.S. $50,000,000 0.425 per cent. Fixed Rate Notes due November 19, 2024.
The Notes will be issued in registered form represented by a registered global certificate deposited with a custodian for DTC. Citibank is
the Global Agent for Notes held through DTC. Citibank has direct custodial and depositary linkages with, and will act as custodian for
Global Certificates held by DTC. See Prospectus.
(b)
Interest Rate/Interest Payment Date. 0.425 per cent. per annum payable semi-annually in arrears on May 19 and November 19 of each year
beginning May 19, 2021 and ending on the Maturity Date. See, Final Terms, Item 15.
(c)
Maturity Date. November 19, 2024.
(d)
Redemption Provisions/Amortization Provisions. The Notes are not redeemable prior to maturity. See Prospectus, Terms and Conditions of
the Notes, Condition 5.
(e)
Kind and Priority of Liens. Not applicable.
(f)
Priority of Obligations. The Notes will constitute direct, unconditional, general and unsecured obligations of the Corporation and will rank
pari passu and without any preference among themselves and pari passu with all other outstanding unsecured and unsubordinated
obligations for borrowed money of the Corporation. See Prospectus, Terms and Conditions of the Notes, Condition 3.
(g)
Amendment of Terms.
The Corporation shall only permit any modification of, or any waiver or authorization of any breach or proposed breach of or any failure
to comply with, the Global Agency Agreement or the Terms and Conditions of the Notes, as modified, supplemented and amended by the
Final Terms, if to do so could not reasonably be expected to be materially prejudicial to the interests of the Noteholders. See Prospectus at
p. 37.
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(h)
Other Material Provisions. Not applicable.
(i)
Fiscal/Paying Agent. The Global Agent is Citibank, N.A., London Branch, Citigroup Centre, Canada Square, Canary Wharf, London E14
5LB, England.
Item 2. Distribution of Obligations
(a)
Plan of Distribution. See, generally, Prospectus, cover page, pp. 45-47, the Program Agreement, and the Terms Agreement.
The Dealer, party to the Terms Agreement, has agreed to purchase the Notes at an aggregate purchase price of 99.95 per cent. of the
aggregate nominal amount of the Notes. See p. 1 of the Terms Agreement.
(b)
Stabilization Provisions. Not applicable.
(c)
Responsibility of Each Underwriter/Withholding of Commissions. See generally Program Agreement and Terms Agreement.
Item 3. Distribution Spread. See Final Terms, "Distribution".
Item 4. Discounts and Commissions to Sub-Underwriters and Dealers. See Item 2(a) above.
Item 5. Other Expenses of Distribution Not applicable.
Item 6. Application of Proceeds. The net proceeds will be used for general operations of the Corporation in accordance with its Articles of
Agreement.
Item 7. Exhibits
A.
Information Statement (dated October 7, 2020);1
B.
Prospectus (June 3, 2008);2
C.
Amended and Restated Program Agreement and Standard Provisions (as of June 3, 2008);2
D.
Resolution No. IFC 2014-0018 adopted May 9, 2014 by the Board of Directors of the Corporation;3
E.
Global Agency Agreement (dated as of June 3, 2008);2
F.
Final Terms (November 17, 2020); and
G.
Terms Agreement (November 17, 2020).
1
Incorporated by reference from filing pursuant to Rule 2(a)(3) of Regulation IFC dated October 7, 2020
2
Filed on September 17, 2008.
3
Filed on July 10, 2014
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EXHIBIT F
EXECUTION VERSION
Final Terms dated November 17, 2020
International Finance Corporation
Issue of
U.S.$ 50,000,000 0.425 per cent. Fixed Rate Notes due 19 November 2024
under its
Global Medium-Term Note Program
PART A CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Prospectus dated June 3, 2008. This
document constitutes the Final Terms of the Notes described herein and must be read in conjunction with the Prospectus. Full information on
International Finance Corporation (the "Corporation") and the offer of the Notes is only available on the basis of the combination of this Final Terms
and the Prospectus. The Prospectus may be obtained (without charge) from the office of the Corporation at 2121 Pennsylvania Avenue, N.W.,
Washington D.C. 20433, U.S.A. and is available for viewing at the website of the Corporation (www.ifc.org) and copies may be obtained from the
website of the Luxembourg Stock Exchange (www.bourse.lu).
THE NOTES ARE NOT AN OBLIGATION OF THE INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT OR OF
ANY GOVERNMENT.
1.Issuer:
International Finance Corporation
2.(i) Series Number:
2272
(ii)Tranche Number:
1
3.Specified Currency or Currencies:
United States Dollars (U.S.$)
4.Aggregate Nominal Amount:
(i)Series:
U.S.$ 50,000,000
(ii)Tranche:
U.S.$ 50,000,000
5.Issue Price:
100.00 per cent. of the Aggregate Nominal Amount
6.(i) Specified Denominations:
U.S.$ 10,000 and integral multiples thereof
(ii)Calculation Amount:
U.S.$ 10,000
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7.Issue Date:
November 19, 2020
8.Maturity Date:
November 19, 2024
9.Interest Basis:
0.425 per cent. Fixed Rate (further particulars specified below)
10.Redemption/Payment Basis:
Redemption at par
11.Change of Interest or Redemption/Payment Basis:
Not Applicable
12.Put/Call Options:
Not Applicable
13.Status of the Notes:
Senior
14.Method of distribution:
Non-syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
15.Fixed Rate Note Provisions:
Applicable
(i)Rate of Interest:
0.425 per cent. per annum
(ii)Interest Payment Date(s):
May 19 and November 19 in each year, from and including May 19,
2021 to and including the Maturity Date.
(iii)Fixed Coupon Amount:
U.S.$ 21.25 per Calculation Amount
(iv)Broken Amount:
Not Applicable
(v)Day Count Fraction:
30/360 (unadjusted)
(vi)Determination Dates:
Not Applicable
(vii)Other terms relating to the method of calculating interest for
Not Applicable
Fixed Rate Notes:
16.Floating Rate Note Provisions:
Not Applicable
17.Zero Coupon Note Provisions:
Not Applicable
18.Index Linked Interest Note/other variable-linked interest Note
Not Applicable
Provisions:
19.Dual Currency Note Provisions:
Not Applicable
PROVISIONS RELATING TO REDEMPTION
20.Call Option I:
Not Applicable
CallOption II (Automatic):
Not Applicable
21.Put Option:
Not Applicable
22.Final Redemption Amount of each Note:
U.S.$ 10,000 per Calculation Amount
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23.Early Redemption Amount:
Early Redemption Amount(s) of each Note payable on redemption for
U.S.$ 10,000 per Calculation Amount
taxation reasons or on event of default or other early redemption and/or
the method of calculating the same (if required or if different from that
set out in the Conditions):
GENERAL PROVISIONS APPLICABLE TO THE NOTES
24.Form of Notes:
Registered Notes:
DTC Global Certificate available on Issue Date
25.New Global Note (NGN):
No
26.Financial Centre(s) or other special provisions relating to payment dates: London and New York
27.Talons for future Coupons or Receipts to be attached to Definitive Notes No
(and dates on which such Talons mature):
28.Details relating to Partly Paid Notes:
Not Applicable
29.Details relating to installment Notes: amount of each installment, date on Not Applicable
which each payment is to be made:
30.Redenomination, renominalization and reconventioning provisions:
Not Applicable
31.Consolidation provisions:
Not Applicable
32.Additional terms:
Applicable
(i)Governing law:
New York
DISTRIBUTION
33.(i) If syndicated, names and addresses of Managers and underwriting
Not Applicable
commitments:
(ii)Date of Terms Agreement:
November 17, 2020
(iii)Stabilizing Manager(s) (if any):
Not Applicable
34.If non-syndicated, name and address of Dealer:
Wells Fargo Securities, LLC
550 South Tryon Street, 4th Floor
MAC D1086-041
Charlotte, NC 28202-4200
Attention: Agency Trading Desk
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35.Total commission and concession:
0.05 per cent of the Aggregate Nominal Amount
36.Additional selling restrictions:
Not Applicable
RESPONSIBILITY
The Corporation accepts responsibility for the information contained in this Final Terms.
Signed on behalf of the Corporation:
By: /s/ Tom Ceusters
Duly authorized
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ART B OTHER INFORMATION
LISTING
(i)Listing:
Not Applicable
(ii)Admission to trading:
Not Applicable
RATINGS
Notes to be issued have been rated:
S&P: AAA
Moody's: Aaa
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save as discussed in "Plan of Distribution" in the Prospectus, so far as the Corporation is aware, no person involved in the offer of the Notes has
an interest material to the offer.
OPERATIONAL INFORMATION
Intended to be held in a manner which would allow Eurosystem
No
eligibility:
ISIN Code:
US45950VPG58
Common Code:
Not Applicable
CUSIP:
45950VPG5
Any clearing system(s) other than Euroclear Bank S.A./N.V.,
Not Applicable
Clearstream Banking, société anonyme and The Depository Trust
Company and the relevant identification number(s):
Delivery:
Delivery against payment
Names and addresses of additional Paying Agent(s) (if any):
Not Applicable
GENERAL
Applicable TEFRA exemption:
Not Applicable
UNITED STATES TAXATION
The following supplements the discussion under "Tax Matters" in the Prospectus and is subject to the limitations and exceptions set forth therein.
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The Notes will be issued with a de minimis amount of original issue discount ("OID"). While a U.S. Holder is generally not required to include de
minimis OID in income prior to the sale or maturity of the notes, under recently enacted legislation, U.S. Holders that maintain certain types of financial
statements and that are subject to the accrual method of tax accounting may be required to include de minimis OID on the notes in income no later than
the time upon which they include such amounts in income on their financial statements. U.S. Holders that maintain financial statements should consult
their tax advisors regarding the tax consequences to them of this legislation.
Capital Gains
As discussed in the Prospectus under "Tax Matters--United States Federal Income Taxation--Purchase, Sale and Retirement of the Notes", a U.S.
Holder will generally recognize capital gain or loss. This capital gain or loss will generally equal the difference, if any, between (i) the amount realized
on the disposition (other than amounts attributable to accrued but unpaid interest, which would be treated as such) and (ii) the U.S. Holder's adjusted tax
basis in the Note. A U.S. Holder's adjusted tax basis in a Note generally will equal the cost of the Note to the U.S. Holder. Capital gain of a
non-corporate U.S. Holder is generally taxed at preferential rates (which may exceed the 15% rate referenced in the Prospectus) where the property is
held for more than one year.
Medicare Tax
A U.S. Holder that is an individual or estate, or a trust that does not fall into a special class of trusts that is exempt from such tax, is subject to a
3.8% tax (the "Medicare tax") on the lesser of (1) the U.S. Holder's "net investment income" (or "undistributed net investment income" in the case of an
estate or trust) for the relevant taxable year and (2) the excess of the U.S. Holder's modified adjusted gross income for the taxable year over a certain
threshold (which in the case of individuals is between $125,000 and $250,000, depending on the individual's circumstances). A holder's net investment
income generally includes its interest income and its net gains from the disposition of Notes, unless such interest income or net gains are derived in the
ordinary course of the conduct of a trade or business (other than a trade or business that consists of certain passive or trading activities). U.S. Holders
that are individuals, estates or trusts are urged to consult their tax advisors regarding the applicability of the Medicare tax to their income and gains in
respect of their investments in the Notes.
Information with Respect to Foreign Financial Assets
Owners of "specified foreign financial assets" with an aggregate value in excess of $50,000 (and in some circumstances, a higher threshold) may
be required to file an information report with respect to such assets with their tax returns. "Specified foreign financial assets" may include financial
accounts maintained by foreign financial institutions, as well as the following, but only if they are held for investment and not held in accounts
maintained by financial institutions: (i) stocks and securities issued by non-United States persons, (ii) financial instruments and contracts that have
non-United States issuers or counterparties, and (iii) interests in foreign entities. Holders are urged to consult their tax advisors regarding the application
of this reporting requirement to their ownership of the Notes.
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EXHIBIT G
EXECUTION VERSION
TERMS AGREEMENT NO. 2272 TRANCHE 1 UNDER
THE STANDARD PROVISIONS
November 17, 2020
International Finance Corporation
2121 Pennsylvania Avenue, N.W.
Washington, D.C. 20433
1
The undersigned agree to purchase from you (the "Corporation") the Corporation's U.S.$ 50,000,000 0.425 per cent. Fixed Rate Notes due
19 November 2024 (the "Notes") described in the Final Terms, dated as of the date hereof in the form of Annex I hereto (the "Final Terms") at
11:00 a.m. New York City time on November 19, 2020 (the "Settlement Date") at an aggregate purchase price of U.S.$ 49,975,000 (which is
99.95% of the aggregate nominal amount of the Notes) on the terms set forth herein and in the Standard Provisions, dated as of June 3, 2008 (as
amended from time to time, the "Standard Provisions"), incorporated herein by reference. In so purchasing the Notes, the undersigned
understands and agrees that it is not acting as an agent of the Corporation in the sale of the Notes.
2
When used herein and in the Standard Provisions as so incorporated, the term "Notes" refers to the Notes as defined herein, the term "Time of
Sale" refers to November 12, 2020, 2:35 p.m. New York City time and the term "Dealers" refers to the undersigned. All other terms defined in the
Prospectus, the Final Terms relating to the Notes and the Standard Provisions shall have the same meaning when used herein.
3
The Corporation represents and warrants to the undersigned that the representations, warranties and agreements of the Corporation set forth in
Clause 2 of the Standard Provisions (with the term "Prospectus" revised to read the "Prospectus as amended and supplemented with respect to
Notes at the date hereof") are true and correct on the date hereof.
4
The obligation of the undersigned to purchase Notes hereunder is subject to the accuracy, on the date hereof and on the Settlement Date, of the
Corporation's representations and warranties contained in Clause 2 of the Standard Provisions and to the Corporation's performance and
observance of all applicable covenants and agreements contained therein, in each case with respect to the Notes. The obligation of the undersigned
to purchase Notes hereunder is further subject to the receipt by the undersigned of an officer's certificate of the Corporation substantially in the
form referred to in Clause 6.1 of the Standard Provisions, dated as of the Settlement Date.
5
The Corporation agrees that it will issue the Notes and the undersigned agrees to purchase the Notes at the purchase price specified above. The
purchase price specified above will be paid by undersigned by wire transfer in same-day funds to the Corporation for value on the Settlement
Date.
6
The Corporation hereby appoints the undersigned as a Dealer under the Standard Provisions solely for the purpose of the issue of Notes to which
this Terms Agreement relates. The undersigned accepts such appointment, whereupon it shall be vested, solely with respect to this issue of Notes,
with all authority, rights and powers of a Dealer purchasing Notes as principal set out in the Standard Provisions, a copy of which it acknowledges
it has received.
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