Obbligazione IBRD-Global 1.75% ( US459058LC51 ) in USD

Emittente IBRD-Global
Prezzo di mercato refresh price now   100 USD  ⇌ 
Paese  Stati Uniti
Codice isin  US459058LC51 ( in USD )
Tasso d'interesse 1.75% per anno ( pagato volte l'anno)
Scadenza 31/01/2031



Prospetto opuscolo dell'obbligazione IBRD US459058LC51 en USD 1.75%, scadenza 31/01/2031


Importo minimo /
Importo totale 100 000 000 USD
Coupon successivo 31/01/2026 ( In 90 giorni )
Descrizione dettagliata La Banca Internazionale per la Ricostruzione e lo Sviluppo (IBRD), parte del Gruppo Banca Mondiale, fornisce prestiti a tassi agevolati a paesi a medio reddito per progetti di sviluppo.

L'obbligazione con codice ISIN US459058LC51, emessa negli Stati Uniti dall'IBRD (Banca Internazionale per la Ricostruzione e lo Sviluppo), entitā fondamentale del Gruppo Banca Mondiale dedicata alla riduzione della povertā e al sostegno dello sviluppo, si presenta sul mercato al 100% del suo valore nominale in USD, offrendo un tasso di interesse dell'1,75% su un ammontare complessivo dell'emissione di 100.000.000, con scadenza al 31 gennaio 2031 e frequenza di pagamento non specificata.











PROSPECTUS SUPPLEMENT dated January 26, 2024



INTERNATIONAL BANK FOR
RECONSTRUCTION AND DEVELOPMENT

USD 100,000,000
Plastic Waste Reduction-Linked Notes
due January 31, 2031

This prospectus supplement (this "Prospectus Supplement") is issued to provide information with respect to the proposed
issuance by International Bank for Reconstruction and Development ("IBRD" or "Issuer") of the USD 100,000,000 Plastic
Waste Reduction-Linked Notes due January 31, 2031 (the "Notes").
This Prospectus Supplement supplements the terms and conditions in, and incorporates by reference, the accompanying
Prospectus dated September 24, 2021, and all documents incorporated by reference therein (the "Prospectus") and should be
read in conjunction with the Prospectus. Unless otherwise defined in this Prospectus Supplement, terms used herein have the
same meaning as in the accompanying Prospectus. For a detailed description of the terms of the Notes, see the Annex to this
Prospectus Supplement.
The Notes are expected, on issue, to be rated AAAp by S&P Global Ratings. A security rating is not a recommendation to buy,
sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency.
Investing in the Notes is speculative and involves a high degree of risk including, but not limited to, the risk of a partial or total
loss of the Plastic Credits Linked Interest Amount and/or the VCU Linked Interest Amount (each as defined in the Final Terms)
on the Notes. See "Additional Risk Factors" beginning on page PT-6 of this Prospectus Supplement and "Risk Factors"
beginning on page 11 of the Prospectus for a discussion of certain factors to be considered in connection with an investment
in the Notes.


THE NOTES ARE EXEMPTED SECURITIES UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE
"SECURITIES ACT"), AND THEREFORE THE NOTES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER
THE SECURITIES ACT OR ANY STATE OR FOREIGN SECURITIES LAWS.

The Notes will be offered by Citigroup Global Markets Limited, as initial purchaser of the Notes (the "Lead Manager"). The
Notes will be delivered in book-entry form against payment therefor in immediately available funds.


Citigroup
Lead Manager
_______________________________________________
The date of this Prospectus Supplement is January 26, 2024.


This Prospectus Supplement has been prepared for use in connection with the proposed offering of Notes, which is
exempt from registration under the Securities Act, solely for purposes of enabling an investor to consider the purchase
of the Notes offered hereby. Its use for any other purpose is not authorized. Any reproduction or distribution of this
Prospectus Supplement, in whole or in part, or any disclosure of its contents, or the use of any information contained
herein for any purposes other than considering an investment in the Notes, is prohibited. The information contained in
this Prospectus Supplement (other than information relating to Plastic Collective (as defined below), Plastic Collective
UK (as defined below), the Projects, the Forward Flow Counterparty, the Forward Flow Agreement (each as defined in
the Final Terms) and the Offtake Agreements and the Project Documents (as defined below)) has been provided by
IBRD. No representation or warranty, express or implied, is made by the Lead Manager or the Forward Flow
Counterparty as to the accuracy or completeness of such information, and nothing contained in this Prospectus
Supplement is, or shall be relied upon as, a promise or representation by any such person, whether as to the past or the
future. Neither the Lead Manager nor the Forward Flow Counterparty have independently verified any such
information, and neither the Lead Manager nor the Forward Flow Counterparty assume any responsibility for its
accuracy or completeness. The information contained in this Prospectus Supplement relating to the Offtake Agreements
included in "Additional Risk Factors" and "Summary of the Offtake Agreements" below and relating to the Forward
Flow Counterparty has been provided by the Forward Flow Counterparty. No representation or warranty, express or
implied, is made by IBRD as to the accuracy or completeness of such information, and nothing contained in this
Prospectus Supplement is, or shall be relied upon as, a promise or representation by IBRD, whether as to the past or
the future. IBRD has not independently verified any such information, and IBRD does not assume any responsibility
for its accuracy or completeness. No representation, warranty or undertaking, express or implied, is made and no
responsibility is accepted by IBRD, the Lead Manager or the Forward Flow Counterparty or any of their respective
affiliates as to the accuracy, completeness and timeliness of information concerning Plastic Collective, Plastic Collective
UK, the Projects or the Forward Flow Agreement. Each potential investor of the Notes, by accepting delivery of this
Prospectus Supplement, agrees to the foregoing.

IBRD ACCEPTS RESPONSIBILITY FOR THE INFORMATION CONTAINED IN THIS PROSPECTUS SUPPLEMENT,
EXCEPT FOR THE INFORMATION RELATING TO THE OFFTAKE AGREEMENTS AND PROJECT DOCUMENTS
INCLUDED IN "ADDITIONAL RISK FACTORS" AND INFORMATION UNDER THE HEADINGS "PLASTIC
COLLECTIVE AND PLASTIC COLLECTIVE UK", "THE PROJECTS", "THE FORWARD FLOW COUNTERPARTY",
"SUMMARY OF THE FORWARD FLOW AGREEMENT", "SUMMARY OF THE OFFTAKE AGREEMENTS" AND
"SUMMARY OF THE PROJECT DOCUMENTS", AND, TO THE BEST KNOWLEDGE AND BELIEF OF IBRD (WHICH
HAS TAKEN ALL REASONABLE CARE TO ENSURE THAT SUCH IS THE CASE), SUCH INFORMATION IS IN
ACCORDANCE WITH THE FACTS AND DOES NOT OMIT ANYTHING LIKELY TO AFFECT THE IMPORT OF SUCH
INFORMATION.

IBRD EXPRESSLY DISCLAIMS RESPONSIBILITY FOR THE CONTENTS OF THE OFFTAKE AGREEMENTS
AND THE PROJECT DOCUMENTS, AND FOR ANY ACTION THAT MAY BE TAKEN BY THE PARTIES
THEREUNDER.

THE PROJECTS ARE NOT FINANCED BY IBRD AND THEREFORE IBRD'S POLICIES AND PROCEDURES
RELATED TO PROJECTS IT FINANCES DO NOT APPLY TO EITHER PROJECT.

THIS PROSPECTUS SUPPLEMENT CONTAINS FORWARD LOOKING STATEMENTS WHICH MAY BE
IDENTIFIED BY SUCH TERMS AS "ANTICIPATES", "BELIEVES", "EXPECTS", "INTENDS" OR WORDS OF
SIMILAR MEANING. SUCH STATEMENTS INVOLVE A NUMBER OF ASSUMPTIONS AND ESTIMATES THAT
ARE BASED ON CURRENT EXPECTATIONS AND THAT ARE SUBJECT TO RISKS AND UNCERTAINTIES
BEYOND IBRD'S, THE FORWARD FLOW COUNTERPARTY'S OR THE LEAD MANAGER'S CONTROL.
CONSEQUENTLY, ACTUAL FUTURE RESULTS COULD DIFFER MATERIALLY FROM THOSE CURRENTLY
ANTICIPATED.

AN INVESTMENT IN THE NOTES OFFERED HEREBY INVOLVES A HIGH DEGREE OF RISK. SEE "ADDITIONAL
RISK FACTORS" HEREIN. THE NOTES ARE SPECULATIVE AND INVESTORS BEAR THE RISK THAT THEY
COULD LOSE ALL OR A PORTION OF THE PLASTIC CREDITS LINKED INTEREST AMOUNT AND/OR THE VCU
LINKED INTEREST AMOUNT (THE "LINKED INTEREST AMOUNTS") ON THE NOTES.

THE NOTES ARE COMPLEX INSTRUMENTS AND ARE INTENDED FOR SALE ONLY TO INVESTORS CAPABLE
OF UNDERSTANDING THE RISKS ENTAILED IN SUCH INSTRUMENTS. ALL INVESTORS SHOULD HAVE
SUFFICIENT KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS TO BE CAPABLE OF
EVALUATING THE MERITS AND RISKS OF INVESTING IN AND HOLDING THE NOTES. AN INVESTMENT IN
THE NOTES SHOULD BE MADE ONLY BY INVESTORS WHO ARE ABLE AND PREPARED TO BEAR THE
SUBSTANTIAL RISKS OF INVESTING THEREIN. POTENTIAL INVESTORS IN THE NOTES ARE STRONGLY
ii



ENCOURAGED TO CONSULT WITH THEIR FINANCIAL, LEGAL, TAX AND OTHER ADVISORS BEFORE MAKING
ANY INVESTMENT DECISION.

THIS PROSPECTUS SUPPLEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN
OFFER TO BUY ANY SECURITY OTHER THAN THE NOTES OFFERED HEREBY, NOR DOES IT CONSTITUTE AN
OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY OF THE NOTES, TO ANY PERSON IN ANY
JURISDICTION IN WHICH IT IS UNLAWFUL TO MAKE SUCH AN OFFER OR SOLICITATION TO SUCH PERSON.
NEITHER THE DELIVERY OF THIS PROSPECTUS SUPPLEMENT, NOR ANY SALE MADE HEREUNDER OR
THEREUNDER, SHALL UNDER ANY CIRCUMSTANCE CREATE ANY IMPLICATION THAT THE INFORMATION
CONTAINED HEREIN IS CORRECT AS OF ANY DATE SUBSEQUENT TO THE DATE HEREOF.

THE NOTES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT, OR ANY U.S.
STATE OR FOREIGN SECURITIES LAWS.

THE NOTES OFFERED HEREBY HAVE NOT BEEN RECOMMENDED BY ANY UNITED STATES FEDERAL OR
STATE OR FOREIGN SECURITIES COMMISSION, INSURANCE OR OTHER REGULATORY AUTHORITY.
FURTHERMORE, THE FOREGOING AUTHORITIES HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED
THE ADEQUACY OF THIS PROSPECTUS SUPPLEMENT. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

NONE OF IBRD, THE LEAD MANAGER OR ANY OF THE LEAD MANAGER'S AFFILIATES MAKES ANY
REPRESENTATION THAT THE OFFER, SALE, PLEDGE OR TRANSFER OF THE NOTES IS PERMITTED UNDER
THE LAW OF ANY JURISDICTION.

THIS PROSPECTUS SUPPLEMENT CONTAINS DESCRIPTIONS BELIEVED TO BE ACCURATE WITH RESPECT TO
THE MATERIAL TERMS OF CERTAIN DOCUMENTS, BUT REFERENCE IS MADE TO THE ACTUAL DOCUMENTS,
INCLUDING WITHOUT LIMITATION THE FORWARD FLOW AGREEMENT, THE OFFTAKE AGREEMENTS, THE
PROJECT DOCUMENTS AND THE TERMS OF THE NOTES AS SET FORTH IN THE ANNEX HERETO FOR
COMPLETE INFORMATION WITH RESPECT THERETO, AND SUCH DESCRIPTIONS ARE QUALIFIED IN THEIR
ENTIRETY BY SUCH REFERENCE.

THERE IS NO MARKET FOR THE NOTES AND THERE IS NO ASSURANCE THAT A MARKET WILL DEVELOP.
NEITHER THE LEAD MANAGER NOR ANY AFFILIATE OF THE LEAD MANAGER IS UNDER ANY OBLIGATION
TO MAKE A MARKET IN THE NOTES AND, TO THE EXTENT THAT SUCH MARKET MAKING IS COMMENCED
BY THE LEAD MANAGER OR ANY AFFILIATE OF THE LEAD MANAGER, IT MAY BE DISCONTINUED AT ANY
TIME. GIVEN THE RISKS ASSOCIATED WITH AN INVESTMENT IN THE NOTES, THE HIGH MINIMUM
DENOMINATIONS AND THE RESTRICTIONS ON TRANSFER, THERE IS NO ASSURANCE THAT A SECONDARY
TRADING MARKET FOR THE NOTES WILL DEVELOP AND INVESTORS MUST BE ABLE TO BEAR THE RISKS
OF HOLDING THE NOTES UNTIL THEIR MATURITY DATE.

IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF IBRD,
PLASTIC COLLECTIVE, PLASTIC COLLECTIVE UK, THE PROJECTS AND THE FORWARD FLOW
COUNTERPARTY AND THE TERMS OF THE NOTES AND THE PARTICULAR OFFERING THEREOF, INCLUDING
THE MERITS AND RISKS INVOLVED. BY ACCEPTING DELIVERY OF THIS PROSPECTUS SUPPLEMENT,
INVESTORS WILL BE DEEMED TO HAVE ACKNOWLEDGED THE NEED TO CONDUCT THEIR OWN THOROUGH
INVESTIGATION AND EXERCISE THEIR OWN DUE DILIGENCE BEFORE MAKING AN INVESTMENT IN THE
NOTES.

THE NOTES ARE NOT OBLIGATIONS OF, AND ARE NOT GUARANTEED BY, ANY PARTY OTHER THAN IBRD,
IN THE CIRCUMSTANCES DETAILED HEREIN. THE OUTSTANDING PRINCIPAL AMOUNT IS PAYABLE ONLY
BY IBRD, SUBJECT TO THE TERMS SET OUT IN THE FINAL TERMS.

NONE OF IBRD, THE GLOBAL AGENT, THE LEAD MANAGER, THE FORWARD FLOW COUNTERPARTY NOR
ANY OF THEIR RESPECTIVE AFFILIATES NOR ANY OF THEIR RESPECTIVE REPRESENTATIVES MAKES ANY
REPRESENTATION TO ANY INVESTOR IN THE NOTES REGARDING THE LEGALITY OF AN INVESTMENT
UNDER LEGAL INVESTMENT OR SIMILAR LAWS. INVESTORS ARE NOT TO CONSTRUE THE CONTENTS OF
THIS PROSPECTUS SUPPLEMENT AS INVESTMENT, TAX, ACCOUNTING OR LEGAL ADVICE. THIS
PROSPECTUS SUPPLEMENT, AS WELL AS THE NATURE OF AN INVESTMENT IN THE NOTES, SHOULD BE
REVIEWED BY EACH INVESTOR AND ITS INVESTMENT, TAX OR OTHER ADVISERS, AND ITS ACCOUNTANTS
AND LEGAL COUNSEL. INVESTORS SHOULD SATISFY THEMSELVES THAT AN INVESTMENT IN THE NOTES
iii



IS NOT IN VIOLATION OF THE LAWS OF ANY JURISDICTION RELEVANT TO THEM, INCLUDING APPLICABLE
INSURANCE LAWS.

NO DEALER, SALESPERSON OR OTHER PERSON IS AUTHORIZED TO GIVE ANY INFORMATION OR TO
REPRESENT ANYTHING NOT CONTAINED IN THE PROSPECTUS OR THIS PROSPECTUS SUPPLEMENT. YOU
MUST NOT RELY ON ANY UNAUTHORIZED INFORMATION OR REPRESENTATIONS. THIS PROSPECTUS
SUPPLEMENT IS AN OFFER TO SELL ONLY THE NOTES OFFERED HEREBY, BUT ONLY UNDER
CIRCUMSTANCES AND IN JURISDICTIONS WHERE IT IS LAWFUL TO DO SO. THE INFORMATION CONTAINED
IN THIS PROSPECTUS SUPPLEMENT IS CURRENT ONLY AS OF ITS DATE.

UK MIFIR PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ECPS ONLY TARGET MARKET.
SOLELY FOR THE PURPOSES OF CITIGROUP GLOBAL MARKETS LIMITED'S (THE "MANUFACTURER")
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, AS
DEFINED IN THE FINANCIAL CONDUCT AUTHORITY ("FCA") HANDBOOK CONDUCT OF BUSINESS
SOURCEBOOK ("COBS"), AND PROFESSIONAL CLIENTS, AS DEFINED IN REGULATION (EU) NO 600/2014 AS
IT FORMS PART OF DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("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, A 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.


No person has been authorized to give any information or make any representations other than those contained in this
Prospectus Supplement and the documents incorporated by reference herein and, if given or made, such information
or representations must not be relied upon as having been authorized. This Prospectus Supplement does not constitute
an offer to sell or the solicitation of an offer to buy any securities other than the Notes to which such documents relate
or an offer to sell or the solicitation of an offer to buy such securities by any person in any circumstances in which such
offer or solicitation is unlawful. Neither the delivery of this Prospectus Supplement nor any offer or sale made hereunder
or thereunder shall, under any circumstances, create any implication that there has been no change in the affairs of
IBRD, Plastic Collective UK, the Projects, the Forward Flow Counterparty, the Lead Manager or any of their respective
affiliates, or any of their respective directors, officers or agents since the date hereof or that the information herein is
correct as of any time subsequent to its date.



iv



AVAILABLE INFORMATION

Unless otherwise specifically stated in this Prospectus Supplement or the accompanying Prospectus, the
information on any internet site mentioned in this Prospectus Supplement or the Prospectus, or any internet
site directly or indirectly linked to any internet site mentioned in this Prospectus Supplement or the
Prospectus, is not a part of, or incorporated by reference into, this Prospectus Supplement or the Prospectus.

IBRD is not subject to the informational requirements of the U.S. Securities Exchange Act of 1934.
v






CONTENTS

Page
OVERVIEW .............................................................................................................................. PT-2
ADDITIONAL RISK FACTORS .............................................................................................. PT-6
USE OF PROCEEDS ............................................................................................................... PT-13
PLASTIC COLLECTIVE AND PLASTIC COLLECTIVE UK ............................................. PT-14
THE PROJECTS ...................................................................................................................... PT-15
THE FORWARD FLOW COUNTERPARTY ........................................................................ PT-18
SUMMARY OF THE FORWARD FLOW AGREEMENT ................................................... PT-19
SUMMARY OF THE OFFTAKE AGREEMENTS................................................................ PT-24
SUMMARY OF THE PROJECT DOCUMENTS ................................................................... PT-28
U.S. FEDERAL INCOME TAX TREATMENT ..................................................................... PT-33
PLAN OF DISTRIBUTION .................................................................................................... PT-35
NOTICE TO INVESTORS ...................................................................................................... PT-36
RELATED PARTIES .............................................................................................................. PT-37
ANNEX - FINAL TERMS ...................................................................................................... PT-38
ANNEX - PROSPECTUS ...................................................................................................... D-II-57


PT-1







OVERVIEW
The following description of the Notes is qualified in its entirety by, and should be read in conjunction with, the more detailed
information appearing elsewhere in this Prospectus Supplement forming part of this offering, including the Annex hereto.
When a term is defined in this Prospectus Supplement, it is printed in bold-faced type. Certain capitalised terms used but not
defined in this summary are used herein as defined elsewhere in this Prospectus Supplement.

The Notes will be governed by English law.

Unless otherwise mentioned or unless the context requires otherwise, all references in this Prospectus Supplement to "IBRD,"
the "Issuer," "we," "us" and "our" or similar references mean International Bank for Reconstruction and Development.

The Notes are to be issued by IBRD under its Global Debt Issuance Facility. This summary does not contain all information
that is important to you and is subject in its entirety to the terms and conditions of the Notes as set forth in the Prospectus and
the Annex to this Prospectus Supplement. You should carefully read this Prospectus Supplement and the Prospectus to fully
understand the terms of the Notes and the tax and other considerations that are important to you in making a decision about
whether to invest in the Notes.

You should carefully review the section "Additional Risk Factors" in this Prospectus Supplement, beginning on PT-6, and
the Prospectus, which highlight certain risks associated with an investment in the Notes, to determine whether an investment
in the Notes is appropriate for you. This Prospectus Supplement amends and supersedes the Prospectus to the extent that
the information provided in this Prospectus Supplement is different from the terms set forth in the Prospectus.


Offering of Notes

Issuer
IBRD.
Notes Offered
USD 100,000,000 Plastic Waste Reduction-Linked Notes due January 31,
2031 (the "Notes").
Issue Price
The "Issue Price" will be 100 per cent. of the Aggregate Nominal Amount.
Trade Date
January 24, 2024.
Issue Date
The date on which the Notes are issued, which will be on January 31, 2024
("Issue Date").
Maturity Date
January 31, 2031.
Specified Currency
United States Dollars ("USD").
Use of Proceeds
The net proceeds from the sale of the Notes will be used as described under
"Use of Proceeds".
Calculation Agent
Citigroup Global Markets Limited.
Global Agent, Paying Agent and Transfer
Citibank, N.A., London Branch.
Agent
Listing
Luxembourg Stock Exchange.
PT-2


The Notes

This Overview of the Notes is qualified in its entirety by reference to the Annex (which sets forth the final terms of the
Notes (the "Final Terms")).
Aggregate Nominal Amount
USD 100,000,000



The Aggregate Nominal Amount reflects the initial principal amount of the
Notes.
Interest Period
The period beginning on (and including) the Issue Date and ending on (but
excluding) the first Interest Payment Date and each successive period
beginning on (and including) an Interest Payment Date and ending on (but
excluding) the next succeeding Interest Payment Date, not subject to
adjustment in accordance with a Business Day Convention.
Specified Interest Payment Dates
January 31 in each year, from and including January 31, 2025 to and
including the Maturity Date, not subject to adjustment in accordance with a
Business Day Convention.
Note Determination Dates
In respect of an Interest Accrual Period, each date falling ten (10) Business
Days prior to the Specified Interest Payment Date for such Interest Accrual
Period.
Calculation of Interest Amounts
For each Interest Accrual Period, the Interest Amount per Calculation
Amount payable in arrear on the Specified Interest Payment Date for such
Interest Accrual Period shall be calculated by the Calculation Agent on the
relevant Note Determination Date as an amount equal to the sum of:
(Fixed Interest Amount + VCU Linked Interest Amount + Plastic Credits
Linked Interest Amount + Shortfall Catch Up Amount)
Any Shortfall Catch Up Amount shall be payable only in accordance with
"Deferral of Plastic Credits Linked Interest Amount". See Term 23(xi) of
the Final Terms for further details.
Additionally, with regards to the Interest Payment Date immediately
following the earlier of the Project Registration Deadline and the date on
which a Forward Flow Termination occurs, the Interest Amount per
Calculation Amount shall also include an amount equal to any Forward
Flow Deficit (which may be zero).
The "Forward Flow Deficit" shall be an amount in USD equal to the
greater of (i) zero and (ii) quotient of (a) the sum of the Tranche Amounts
(as defined in the Forward Flow Agreement) which, as at the earlier of the
Project Registration Deadline and the date on which a Forward Flow
Termination occurs, have not been paid (and are not due to be paid) by
IBRD as Party B Payment Amounts (as defined in the Forward Flow
Agreement) as a result of one or both Projects not being registered with the
Verra Registry by the Project Registration Deadline; divided by (b) 1,000,
as calculated by the Calculation Agent on the relevant Note Determination
Date.
"Project Registration Deadline" means December 31, 2026.
See Terms 23(ii) ­ (iv) of the Final Terms for further details.
PT-3




Noteholders should note that they are only entitled to receive Plastic
Credits Linked Interest Amounts, VCU Linked Interest Amounts and
Shortfall Catch Up Amounts in the circumstances set out in Term 23(ii)
­ (iv) of the Final Terms.
Plastic Credits Receipt Condition
IBRD's obligations to pay any amounts in respect of any Plastic Credits
Linked Interest Amount or any Shortfall Catch Up Amount on any Interest
Payment Date or any Additional Redemption Amount on the Maturity Date
will be conditional upon IBRD having received equivalent amounts from
the Forward Flow Counterparty under the Forward Flow Agreement no
later than the date falling three (3) Business Days prior to such Interest
Payment Date or the Maturity Date, as applicable.
IBRD shall have no obligation to make payment in relation to any Plastic
Credits Linked Interest Amount or any Shortfall Catch Up Amount on any
Interest Payment Date or any Additional Redemption Amount on the
Maturity Date in respect of any amounts not received from the Forward
Flow Counterparty (irrespective of the cause of such failure) and no person
will have any claim against IBRD in respect of the non-payment of any such
amounts by IBRD.
See Term 23(ix) of the Final Terms for further details.
VCU Receipt Condition
IBRD's obligations to pay any amounts in respect of any VCU Linked
Interest Amount on any Interest Payment Date will be conditional upon
IBRD having received equivalent amounts from the Forward Flow
Counterparty under the Forward Flow Agreement no later than the date
falling three (3) Business Days prior to such Interest Payment Date.
IBRD shall have no obligation to make payment in relation to the VCU
Linked Interest Amounts in respect of any amounts not received from the
Forward Flow Counterparty (irrespective of the cause of such failure) and
no person will have any claim against IBRD in respect of the non-payment
of any such amounts by IBRD.
See Term 23(x) of the Final Terms for further details.
Forward Flow Agreement Termination:
Following the termination of the Forward Flow Agreement, no further
Plastic Credits Linked Interest Amounts, VCU Linked Interest Amounts or
Shortfall Catch Up Amounts shall be payable and all Plastic Credits Linked
Interest Amounts and VCU Linked Interest Amounts shall be cancelled.
In the event that a Forward Flow Termination occurs on or prior to the Final
Note Determination Date, no Additional Redemption Amount shall be
payable.
See Term 23(xii) of the Final Terms for further details.
Redemption
Redemption at par plus the Additional Redemption Amount (if any).
Manner of Offering

Specified Denomination
USD 100,000
Form of Notes
Registered Notes
ISIN
US459058LC51
PT-4



CUSIP
459058 LC5
Common Code
275449008
Tax Consequences
As specified herein under "U.S. Federal Income Tax Treatment" beginning
on page PT-33 and "Tax Matters" beginning on page 46 in the
accompanying Prospectus.
Rating
The Notes are expected, on issue, to be rated AAAp by S&P Global Ratings.
A security rating is not a recommendation to buy, sell or hold securities and
may be subject to suspension, reduction or withdrawal at any time by the
assigning rating agency.
Risk Factors
Prospective investors should consider carefully the information set forth
under the caption "Additional Risk Factors" beginning on page PT-6 herein
and all other information set forth in this Prospectus Supplement before
making any investment in the Notes.
Certain Information Made Available to Plastic Collective UK intends to publish an annual plastic waste reduction
Noteholders
report (the "Plastic Waste Reduction Report") on its website
(https://www.plasticcollective.co/) as soon as possible after each Interest
Payment Date, up to and including the Maturity Date, that outlines the
allocation and impact of the Tranche Amounts on the Projects.
The Plastic Waste Reduction Report will report on the allocation of the
Tranche Amounts, the progress of the Projects, alongside direct impact
indicators, such as tons of waste collected, jobs supported etc., in addition
to identifying project outcomes for environmental and social impact,
community outreach and education, economic viability, policy influence,
challenges and lessons learned, long term sustainability, plus future goals
and recommendations.
Promptly following each Interest Payment Date the Issuer shall provide a
copy of the Periodic Interest Confirmation (as defined in "Summary of the
Forward Flow Agreement") to Noteholders.


PT-5



Document Outline