Obbligazione Japan International Cooperation Bank 2.375% ( XS1716246498 ) in USD

Emittente Japan International Cooperation Bank
Prezzo di mercato 100 USD  ⇌ 
Paese  Giappone
Codice isin  XS1716246498 ( in USD )
Tasso d'interesse 2.375% per anno ( pagato 2 volte l'anno)
Scadenza 16/11/2022 - Obbligazione è scaduto



Prospetto opuscolo dell'obbligazione Japan Bank for International Cooperation XS1716246498 in USD 2.375%, scaduta


Importo minimo 200 000 USD
Importo totale 1 500 000 000 USD
Descrizione dettagliata La Japan Bank for International Cooperation (JBIC) è un'istituzione finanziaria governativa giapponese che fornisce finanziamenti e investimenti per progetti di sviluppo e cooperazione internazionale.

The Obbligazione issued by Japan International Cooperation Bank ( Japan ) , in USD, with the ISIN code XS1716246498, pays a coupon of 2.375% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 16/11/2022







PROSPECTUS SUPPLEMENT TO SEC BASE PROSPECTUS DATED
July 5, 2017
Japan Bank for International Cooperation
(Incorporated under the Japan Bank for International Cooperation Act)
U.S.$1,500,000,000 2.125% Guaranteed Bonds Due November 16, 2020
U.S.$1,500,000,000 2.375% Guaranteed Bonds Due November 16, 2022
U.S.$1,500,000,000 2.750% Guaranteed Bonds Due November 16, 2027
Unconditionally and Irrevocably Guaranteed
as to Payment of Principal and Interest by
Japan
We will pay interest on the $1,500,000,000 2.125% guaranteed bonds due November 16, 2020 (the "3-year bonds"), the $1,500,000,000
2.375% guaranteed bonds due November 16, 2022 (the "5-year bonds") and the $1,500,000,000 2.750% guaranteed bonds due November 16,
2027 (the "10-year bonds", and together with the 3-year bonds and the 5-year bonds, the "bonds") semi-annually in arrears in equal payments
on May 16 and November 16 of each year, commencing May 16, 2018. The 3-year bonds will mature on November 16, 2020, the 5-year
bonds will mature on November 16, 2022 and the 10-year bonds will mature on November 16, 2027. We may redeem all, but not less than all,
of the bonds in the event of certain tax law changes. The redemption terms are described in this prospectus supplement dated November 16,
2017 (this "Supplement") under "Description of the Bonds and Guarantee--Redemption". The bonds will be issued only in registered form in
denominations of $200,000 and integral multiples of $2,000 in excess thereof. See "Description of the Bonds and Guarantee".
As provided under the heading "Luxembourg Stock Exchange Approved Prospectus" starting on page S-4 of this Supplement, subject to
approval by the Luxembourg Stock Exchange, certain parts (but not all) of this Supplement and the accompanying prospectus dated July 5, 2017
starting after page S-43 (the "SEC Base Prospectus"), as well as the documents incorporated by reference into this Supplement or the SEC Base
Prospectus, constitute a "prospectus" for the purposes of the Luxembourg Act dated July 10, 2005, as amended, relating to prospectuses for securities
(the "Luxembourg Act"). The parts of this Supplement and the SEC Base Prospectus and those documents incorporated by reference into this
Supplement that together constitute a "prospectus" for the purposes of the Luxembourg Act are referred to herein as the "LSE Approved Prospectus"
and are identified under the heading "Luxembourg Stock Exchange Approved Prospectus" starting on page S-4 of this Supplement.
Application has been made to admit the bonds to the official list of the Luxembourg Stock Exchange and application has been made to
admit the bonds to trading on the Luxembourg Stock Exchange's Euro MTF Market (the "Euro MTF Market"). The Euro MTF Market is not
a regulated market for the purposes of Directive 2004/39/EC of the European Parliament and of the Council on markets in financial
instruments. References in this prospectus to the bonds being "listed" (and all related references) shall mean that the bonds have been
admitted to the official list of the Luxembourg Stock Exchange and admitted to trading on the Euro MTF Market.
Our credit ratings have been issued by Moody's Japan K.K. ("Moody's") and S&P Global Ratings Japan Inc. ("S&P"), neither of which are
established or registered in the European Union and neither of which are registered under Regulation (EC) No. 1060/2009 of the European
Parliament and of the Council of September 16, 2009 on credit rating agencies (the "CRA Regulation"), but such credit ratings have been endorsed
by Moody's Investors Service Ltd. ("Moody's Europe") and Standard & Poor's Credit Market Services Europe Limited ("S&P Europe"),
respectively, each of which is an entity established in the European Union and registered under the CRA Regulation. Under the CRA Regulation,
certain investors may generally only use a credit rating for regulatory purposes in the European Union if the credit rating is issued by a credit rating
agency in the European Union and registered in accordance with the CRA Regulation (or is endorsed and published or distributed by subscription by
such a credit rating agency in accordance with the CRA Regulation), unless the credit rating is issued by a credit rating agency operating in the
European Union before June 7, 2010 which has submitted an application for registration under the CRA Regulation that has not been refused.
Neither the United States Securities and Exchange Commission (the "Commission") nor any other regulatory body has approved
or disapproved of these securities or passed upon the accuracy or adequacy of this Supplement or the SEC Base Prospectus. Any
representation to the contrary is a criminal offense.
Prospective investors should consider carefully the factors described under the section headed "Risk Factors" in this
Supplement.
Per 3-year
Per 5-year
Per 10-year
Bond
Bond
Bond
Total
Price to Public(1) . . . . . . . . . . . . . . . . . . . . . . . .
99.781%
99.836%
99.922%
$4,493,085,000
Underwriting Discount . . . . . . . . . . . . . . . . . . .
0.100%
0.125%
0.175%
$
6,000,000
Proceeds, before expenses, to JBIC(1)(2) . . . . . .
99.681%
99.711%
99.747%
$4,487,085,000
(1) Plus accrued interest, if any, from November 16, 2017, if settlement occurs after that date.
(2) See "Underwriting".
The underwriters are offering the bonds subject to various conditions. The underwriters expect to deliver the bonds through the book-
entry facilities of The Depository Trust Company ("DTC"), Euroclear Bank SA/NV ("Euroclear") and Clearstream Banking S.A.
("Clearstream"), against payment on or about November 16, 2017.
J.P. Morgan
Barclays
Daiwa Capital Markets Europe
Goldman Sachs International
Prospectus Supplement dated November 16, 2017.


TABLE OF CONTENTS
Supplement
Page
Foreign Exchange Considerations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-6
Incorporation by Reference . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-7
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-8
Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-11
Recent Developments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-13
Summary Financial Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-19
Use of Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-23
Description of the Bonds and Guarantee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-24
Global Clearance and Settlement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-31
Taxation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-34
Underwriting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-37
Validity of Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-40
Authorized Agents in the United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-40
General Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-41
SEC Base Prospectus
About This Prospectus . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ii
Where You Can Find More Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1
Japan Bank for International Cooperation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2
Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
26
Use of Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
68
Description of the Debt Securities and Guarantee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
69
Plan of Distribution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
78
Authorized Agents in the United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
79
Validity of Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
79
Further Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
79
S-2


The bonds have not been and will not be registered under the Financial Instruments and Exchange
Act of Japan (Act No. 25 of 1948, as amended) and the bonds are subject to the Act on Special Measures
Concerning Taxation of Japan (Act No. 26 of 1957, as amended). The bonds may not be offered or
sold in Japan or to, or for the benefit of, residents of Japan or Japanese corporations, except pursuant
to an exemption from the registration requirements of, and otherwise in compliance with, the
Financial Instruments and Exchange Act of Japan and any other applicable laws, regulations and
ministerial guidelines of Japan (see "Underwriting" below). The bonds are not, as part of the initial
distribution at any time, to be offered or sold to, or for the benefit of, any person other than a beneficial
owner that is, (i) for Japanese tax purposes, neither (x) an individual resident of Japan or a Japanese
corporation, nor (y) an individual non-resident of Japan or a non-Japanese corporation that in either
case is a person having a special relationship with JBIC (that is, in general terms, a person who directly
or indirectly controls or is directly or indirectly controlled by, or is under direct or indirect common
control with, JBIC) as described in Article 6, Paragraph (4) of the Act on Special Measures Concerning
Taxation of Japan (a "Specially-Related Party of JBIC") or (ii) a Japanese financial institution,
designated in Article 6, Paragraph (9) of the Act on Special Measures Concerning Taxation of Japan.
BY SUBSCRIBING FOR THE BONDS, AN INVESTOR WILL BE DEEMED TO HAVE
REPRESENTED IT IS A PERSON WHO FALLS INTO THE CATEGORY OF (i) OR (ii) ABOVE.
In addition, interest payments on the bonds will generally be subject to Japanese withholding tax
unless it is established that bonds are held by or for the account of a beneficial owner that is (i) for
Japanese tax purposes, neither (x) an individual resident of Japan or a Japanese corporation, nor (y) an
individual non-resident of Japan or a non-Japanese corporation that in either case is a Specially-Related
Party of JBIC, (ii) a designated Japanese financial institution described in Article 6, Paragraph (9) of the
Act on Special Measures Concerning Taxation of Japan which complies with the requirement for tax
exemption under that paragraph, or (iii) a public corporation, a financial institution or a financial
instruments business operator, etc. described in Article 3-3, Paragraph (6) of the Act on Special Measures
Concerning Taxation of Japan which complies with the requirement for tax exemption under that
paragraph.
You should rely only on the information contained or incorporated by reference in this Supplement
and the SEC Base Prospectus and, for the purposes of the LSE Approved Prospectus, the documents
incorporated by reference therein. We have not authorized anyone to provide you with different
information. We are not making an offer of these securities in any jurisdiction where the offer is not
permitted. You should not assume that the information contained in or incorporated by reference in the
LSE Approved Prospectus or otherwise in this Supplement or the SEC Base Prospectus is accurate as of
any date other than the date on the front page of this Supplement or, with respect to information
incorporated by reference, as of the date of such information.
In this Supplement, "we", "our", "us" and "JBIC" refer to Japan Bank for International
Cooperation.
The spot buying rate for U.S. dollars quoted on the Tokyo foreign exchange market on November 7, 2017,
as reported by the Bank of Japan (the "BOJ") at 5:00 p.m., Tokyo time, was ¥114.16 = $1.00, and the noon
buying rate on November 3, 2017 for cable transfers in New York City payable in yen, as reported by the Federal
Reserve Bank of New York, was $1.00 = ¥114.25.
References in this Supplement to Japanese fiscal years ("JFYs") are to 12-month periods commencing in
each case on April 1 of the year indicated and ending on March 31 of the following year. References to years not
specified as being JFYs are to calendar years. References to "¥"or "yen" are to Japanese yen and references to
"$" are to U.S. dollars.
S-3


IN THE UNITED KINGDOM, THIS SUPPLEMENT AND THE SEC BASE PROSPECTUS ARE
FOR DISTRIBUTION ONLY TO PERSONS WHO (I) HAVE PROFESSIONAL EXPERIENCE IN
MATTERS RELATING TO INVESTMENTS WHO FALL WITHIN ARTICLE 19(5) OF THE
FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005, AS
AMENDED (THE "ORDER") OR (II) ARE PERSONS WHO FALL WITHIN ARTICLE 49(2)(A)-(D) OF
THE ORDER (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS "RELEVANT
PERSONS"). IN THE UNITED KINGDOM THIS SUPPLEMENT AND THE SEC BASE PROSPECTUS
AND ANY OF THEIR CONTENTS ARE DIRECTED ONLY AT RELEVANT PERSONS AND MUST
NOT BE ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. IN THE
UNITED KINGDOM, ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS
SUPPLEMENT AND THE SEC BASE PROSPECTUS RELATE IS AVAILABLE ONLY TO
RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS.
IN CONNECTION WITH THE ISSUE OF THE 5-YEAR BONDS AND 10-YEAR BONDS,
BARCLAYS BANK PLC (THE "5-YEAR AND 10-YEAR STABILIZING MANAGER") (OR ANY
PERSONS ACTING ON BEHALF OF THE 5-YEAR AND 10-YEAR STABILIZING MANAGER) MAY
OVERALLOT THE 5-YEAR BONDS OR THE 10-YEAR BONDS OR EFFECT TRANSACTIONS
WITH A VIEW TO SUPPORTING THE MARKET PRICE OF THE 5-YEAR BONDS OR THE
10-YEAR BONDS AT A LEVEL HIGHER THAN THAT WHICH MIGHT OTHERWISE PREVAIL. IN
CONNECTION WITH THE ISSUE OF THE 3-YEAR BONDS, DAIWA CAPITAL MARKETS EUROPE
LIMITED (THE "3-YEAR STABILIZING MANAGER", TOGETHER WITH THE 5-YEAR AND
10-YEAR STABILIZING MANAGER, THE "STABILIZING MANAGERS") (OR ANY PERSONS
ACTING ON BEHALF OF THE 3-YEAR STABILIZING MANAGER) MAY OVER-ALLOT THE
3-YEAR BONDS OR EFFECT TRANSACTIONS WITH A VIEW TO SUPPORTING THE MARKET
PRICE OF THE 3-YEAR BONDS AT A LEVEL HIGHER THAN THAT WHICH MIGHT
OTHERWISE PREVAIL. HOWEVER, THERE IS NO ASSURANCE THAT THE STABILIZING
MANAGERS (OR PERSONS ACTING ON BEHALF OF THE STABILIZING MANAGERS) WILL
UNDERTAKE STABILIZATION ACTION. ANY STABILIZATION ACTION MAY BEGIN ON OR
AFTER THE DATE ON WHICH ADEQUATE PUBLIC DISCLOSURE OF THE TERMS OF THE
OFFER OF THE BONDS IS MADE AND, IF BEGUN, MAY BE ENDED AT ANY TIME, BUT IT MUST
END NO LATER THAN THE EARLIER OF 30 DAYS AFTER THE ISSUE DATE OF THE BONDS
AND 60 DAYS AFTER THE DATE OF THE ALLOTMENT OF THE BONDS. ANY STABILIZATION
ACTION OR OVER-ALLOTMENT MUST BE CONDUCTED BY THE RELEVANT STABILIZING
MANAGER (OR PERSONS ACTING ON BEHALF OF THE RELEVANT STABILIZING MANAGER)
IN ACCORDANCE WITH ALL APPLICABLE LAWS AND RULES.
Luxembourg Stock Exchange Approved Prospectus
Subject to approval by the Luxembourg Stock Exchange, this Supplement and the SEC Base Prospectus
starting after page S-43 including the following documents incorporated by reference:
·
the Annual Report on Form 18-K of Japan for the year ended March 31, 2017 (the "Japan 18-K 2017"); and
·
JBIC's Annual Report on Form 18-K for the year ended March 31, 2017 (the "JBIC 18-K 2017")
which is otherwise incorporated into this Supplement and the SEC Base Prospectus;
but excluding the following:
·
the section "Where You Can Find More Information" in the SEC Base Prospectus,
together comprise the LSE Approved Prospectus and for the purpose of giving information with regard to us,
Japan and our bonds which, according to the particular nature of us, Japan and our bonds, is necessary to enable
investors to make an informed assessment of our and Japan's assets and liabilities, financial position, profit and
S-4


losses and prospects, and of the rights attaching to our bonds and the guarantee. This LSE Approved Prospectus
may only be used for this foregoing purpose.
Responsibility for Statements
We accept responsibility for the information contained in the LSE Approved Prospectus. To the best of our
knowledge (having taken all reasonable care to ensure that such is the case) the information contained in the LSE
Approved Prospectus is in accordance with the facts and contains no omission likely to affect its import.
Japan accepts responsibility for the information contained in the LSE Approved Prospectus relating to Japan
and the guarantee. To the best of Japan's knowledge (having taken all reasonable care to ensure that such is the
case) the information contained in the LSE Approved Prospectus relating to Japan and the guarantee is in
accordance with the facts and contains no omission likely to affect its import.
S-5


FOREIGN EXCHANGE CONSIDERATIONS
For an investor that is not resident in the United States or does not conduct business or activities in the
United States, an investment in the bonds, which are denominated in, and all payments in respect of which are to
be made in, U.S. dollars entails significant risks not associated with a similar investment in a security
denominated in the investor's home currency (i.e., the currency of the country in which the investor is resident or
the currency in which the investor conducts its business or activities). These include the possibility of:
·
significant changes in rates of exchange between the home currency and the U.S. dollar; and
·
the imposition or modification of foreign exchange controls with respect to the U.S. dollar.
We have no control over a number of factors affecting this type of bond, including economic, financial and
political events that are important in determining the existence, magnitude and longevity of these risks and their
results. In recent years, rates of exchange for certain currencies, including the U.S. dollar, have been volatile and
this volatility may be expected to continue in the future. Fluctuations in any particular exchange rate that have
occurred in the past are not necessarily indicative of fluctuations in the rate that may occur during the term of the
bonds. Depreciations of the U.S. dollar against the investor's home currency could result in a decrease in the
investor's effective yield of the bonds below the coupon rate, and in certain circumstances, could result in a loss
to such purchaser on a home currency basis.
The description of foreign currency risks does not describe all the risks of an investment in securities
denominated in a currency other than your home currency. Prospective investors should consult their own
financial and legal advisors as to the risks involved in an investment in such bonds.
S-6


INCORPORATION BY REFERENCE
The Japan 18-K 2017 and JBIC 18-K 2017 are hereby incorporated by reference and form part of this
Supplement.
Any statement contained in a document which is incorporated by reference in the LSE Approved Prospectus
or otherwise in this Supplement or the SEC Base Prospectus shall be deemed to be modified or superseded for
the purpose of the LSE Approved Prospectus or this Supplement to the extent that a statement contained herein
or another document incorporated by reference herein modifies or supersedes such earlier statement (whether
expressly, by implication or otherwise). Any statement so modified or superseded shall not be deemed, except as
so modified or superseded, to constitute a part of the LSE Approved Prospectus or this Supplement. Copies of the
documents incorporated by reference in the LSE Approved Prospectus or otherwise in this Supplement or the
SEC Base Prospectus are available free of charge at the office of the fiscal agent in London, and will also be
available at the website of the Luxembourg Stock Exchange (www.bourse.lu).
The following audited financial statements of JBIC for the fiscal year ended March 31, 2017, prepared in
accordance with accounting principles generally accepted in Japan ("Japanese GAAP"), appear on the pages of
the JBIC 18-K 2017 as set forth below:
(a) statement of operations
Set forth on page 2 of Exhibit 2 of the JBIC 18-K 2017
(b) balance sheet
Set forth on page 1 of Exhibit 2 of the JBIC 18-K 2017
(c) statement of cash flow
Set forth on page 5 of Exhibit 2 of the JBIC 18-K 2017
For the purposes of the LSE Approved Prospectus, the information incorporated by reference from the
Japan 18-K 2017 includes the following items in relation to Japan (the page numbers below are those of Exhibit 1
to such Annual Report):
Items
Japan 18-K 2017 - Exhibit 1 (Description of Japan)
Geographical location and legal form
"General--Area and Population", "General--
Government" and "General--Political Parties" on
pages 4-5
Description of the economy
"The Economy" on pages 8-19
Description of the political system and government
"General--Government" and "General--Political
Parties" on pages 4-5
Tax and budgetary systems
"Government Finance" on pages 30-36
Gross public debt and debt record
"Debt Record", "Japan's Public Debt", "Internal
Debt" and "External Debt" on pages 36-42
Foreign trade and balance of payments
"Foreign Trade and Balance of Payments--Foreign
Trade" and "Foreign Trade and Balance of
Payments--Balance of Payments" on pages 20-23
Foreign exchange reserves
"Foreign Trade and Balance of Payments--Balance
of Payments--Official Foreign Exchange Reserves"
on page 23
Financial position and resources
"Government Finance" on pages 30-36
Income and expenditure figures
"Government Finance" on pages 30-36
Auditing Procedures
"Government Finance" on page 30-31
S-7


INTRODUCTION
The following is an abstract of certain information contained elsewhere in this Supplement or the SEC Base
Prospectus or incorporated by reference herein. More detailed information is contained elsewhere in this
Supplement or the SEC Base Prospectus or incorporated by reference herein. You should read carefully this
entire Supplement, the SEC Base Prospectus and the other documents we refer to for a complete understanding
of this offering.
Issuer . . . . . . . . . . . . . . . . . . . . . . . . . . . Japan Bank for International Cooperation.
Issue Date . . . . . . . . . . . . . . . . . . . . . . . . The issue date is November 16, 2017.
Securities Offered . . . . . . . . . . . . . . . . . $1,500,000,000 principal amount of 2.125% Guaranteed Bonds Due
November 16, 2020
$1,500,000,000 principal amount of 2.375% Guaranteed Bonds Due
November 16, 2022
$1,500,000,000 principal amount of 2.750% Guaranteed Bonds Due
November 16, 2027
Guarantee . . . . . . . . . . . . . . . . . . . . . . . . Payments of principal of and interest on the bonds are unconditionally
and irrevocably guaranteed by Japan.
Maturity Date . . . . . . . . . . . . . . . . . . . . 3-year bonds: November 16, 2020
5-year bonds: November 16, 2022
10-year bonds: November 16, 2027
Interest Payment Dates . . . . . . . . . . . . . Semi-annually on May 16 and November 16 of each year, commencing
May 16, 2018.
Interest Rate . . . . . . . . . . . . . . . . . . . . . . The 3-year bonds, the 5-year bonds and the 10-year bonds will bear
interest at a rate of 2.125%, 2.375% and 2.750%, respectively, per
annum, accruing from November 16, 2017. We will pay interest on the
bonds semi-annually in arrears in equal payments. Whenever it is
necessary to compute any amount of interest in respect of the bonds,
that interest will be calculated on the basis of a 360-day year of twelve
30-day months.
Ranking . . . . . . . . . . . . . . . . . . . . . . . . . The bonds will be our direct, unsecured debt securities obligations and
rank pari passu and be payable without any preference among
themselves and at least equally with all of our other unsecured debt
securities obligations from time to time outstanding, which rank senior
to our unsecured general obligations not represented by debt securities,
provided, however, that certain obligations in respect of national and
local taxes and certain preferential rights granted by, among others, the
Japanese Civil Code to certain specified types of creditors, such as
preferential rights of employees to wages, will have preference.
Additional Amounts . . . . . . . . . . . . . . . If certain taxes, as described under "Description of the Bonds and
Guarantee", are payable on the bonds, we will, subject to certain
exceptions, pay such additional amounts on the bonds as will result,
after deduction or withholding of such taxes, in the payment of the
amounts that would have been payable on the bonds if no such
deduction or withholding had been required. For further detail on the
payment of these additional amounts, see "Description of the Bonds
and Guarantee--Additional Amounts".
Redemption . . . . . . . . . . . . . . . . . . . . . . We may redeem all, but not less than all, of the bonds in the event of
certain changes relating to Japanese taxation at 100% of the principal
amount thereof plus accrued interest thereon and any additional
amounts we are required to pay, as described under "Description of the
Bonds and Guarantee--Redemption".
S-8


Markets . . . . . . . . . . . . . . . . . . . . . . . . . . We are offering the bonds for sale only in those jurisdictions other than
Japan (subject to certain exceptions) where it is legal to make such
offers. See "Underwriting" for a description of applicable selling
restrictions.
Listing . . . . . . . . . . . . . . . . . . . . . . . . . . . We have applied to the Luxembourg Stock Exchange for the bonds to
be listed on its official list and for the bonds to be admitted to trading
on its Euro MTF Market.
Form and Settlement . . . . . . . . . . . . . . . All bonds will be in registered form, without interest coupons attached.
Bonds held outside the United States, referred to as the international
bonds, will be represented by beneficial interests in the international
global bond, which will be registered in the name of the nominee of the
common depositary for, and in respect of interests held through,
Euroclear and Clearstream. Bonds held within the United States,
referred to as the DTC bonds, will be represented by beneficial interests
in one or more DTC global bonds, which will be registered in the name
of Cede & Co., as the nominee of DTC. Except as described in this
Supplement, beneficial interests in the global bonds will be represented
through book-entry accounts of financial institutions acting on behalf of
beneficial owners as direct and indirect participants in DTC, Euroclear
and Clearstream, and owners of beneficial interests in the global bonds
will not be entitled to have bonds registered in their names, will not
receive or be entitled to receive bonds in definitive form and will not be
considered holders of bonds under the fiscal agency agreement relating
to the bonds. The bonds will be sold only in denominations of $200,000
and integral multiples of $2,000 in excess thereof. For further
information on book-entry procedures, see "Description of the Bonds
and Guarantee--Form, Denominations and Registration".
Investors electing to hold their bonds through DTC will follow the
settlement practices applicable to U.S. corporate debt obligations. The
securities custody accounts of investors will be credited with their
holdings against payment in same-day funds on the settlement date.
Investors electing to hold their bonds through Euroclear or
Clearstream accounts will follow the settlement procedures applicable
to conventional eurobonds in registered form. Bonds will be credited
to the securities custody accounts of Euroclear holders and of
Clearstream holders against payment in same-day funds on the
settlement date. For information on secondary market trading, see
"Global Clearance and Settlement--Secondary Market Trading".
Fiscal Agent, Principal Paying Agent
and Transfer Agent . . . . . . . . . . . . . . The Bank of Tokyo-Mitsubishi UFJ, Ltd., London Branch, also acting
through MUFG Union Bank, N.A.
The security numbers for the bonds are:
For the DTC global bond:
3-year
5-year
10-year
bonds
bonds
bonds
CUSIP No.: . . . . . . . . . . . . . . . . . . . . . . . . . . . .
471048 BN7
471048 BP2
471048 BQ0
ISIN: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . US471048BN74 US471048BP23 US471048BQ06
Common Code: . . . . . . . . . . . . . . . . . . . . . . . . .
171694388
171694400
171694426
S-9


For the international global bond:
3-year
5-year
10-year
bonds
bonds
bonds
ISIN: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . XS1716246142
XS1716246498
XS1716246571
Common Code: . . . . . . . . . . . . . . . . . . . . . . . . .
171624614
171624649
171624657
S-10