Obligation Andina Corporación de Desarrollo 6.875% ( US219868AN67 ) en USD

Andina Corporación de Desarrollo

100 % ⇌

Venezuela

US219868AN67 ( en USD )

6.875% par an ( paiement semestriel )

15/03/2012 - Obligation échue

Prospectus brochure de l'obligation Corporación Andina de Fomento US219868AN67 en USD 6.875%, échue

1 000 USD

539 514 000 USD

219868AN6

La Corporación Andina de Fomento (CAF) est une banque de développement multilatérale qui finance des projets d'infrastructure et de développement en Amérique latine et dans les Caraïbes.

L'Obligation émise par Andina Corporación de Desarrollo ( Venezuela ) , en USD, avec le code ISIN US219868AN67, paye un coupon de 6.875% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/03/2012

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424B5 1 w82326b5e424b5.htm CORPORACION ANDIAN DE FOMENTO

Filed Pursuant to Rule 424(b)5
Registration Statement #333-101082
Prospectus Supplement to Prospectus dated November 15, 2002.
$200,000,000
Corporación Andina de Fomento
6 7/8% Notes due 2012, Series B
We will pay interest on the notes on March 15 and September 15 of each year. The first such payment will be made
on March 15, 2003. We may not redeem the notes prior to their maturity on March 15, 2012. There is no sinking fund for
these notes. The notes will be issued only in denominations of $1,000 and integral multiples of $1,000.
On July 22, 2002, we issued $339,514,000 aggregate principal amount of our 6 7/8% Notes due 2012, Series B, with
which the $200,000,000 aggregate principal amount of notes offered by this prospectus supplement will constitute a single
series. Upon issuance and delivery of the notes offered by this prospectus supplement, the total aggregate principal amount
outstanding of our 6 7/8% Notes due 2012, Series B, will be $539,514,000.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved
of these securities or passed upon the accuracy or adequacy of this prospectus supplement or the accompanying
prospectus. Any representation to the contrary is a criminal offense.

Per Note
Total
Initial public offering price

101.315%

$202,630,000
Underwriting discount

0.65%

$
1,300,000
Proceeds, before expenses, to Corporación Andina de
Fomento

100.665%

$201,330,000
The initial public offering price set forth above does not include accrued interest. Interest on the notes will accrue
from September 15, 2002 and accrued interest must be paid by the purchaser through the date prior to the date of delivery
of the notes.
The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository Trust
Company against payment in New York, New York on or about January 14, 2003.
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Goldman, Sachs & Co.
Prospectus Supplement dated January 7, 2003.

TABLE OF CONTENTS

Page
Prospectus Supplement
About This Prospectus Supplement

S-2
Forward-Looking Information

S-2
Summary of the Offering

S-3
Use of Proceeds

S-5
Recent Developments

S-5
Description of the Notes

S-7
Taxation
S-11
Underwriting
S-12
Validity of the Notes
S-13
Prospectus
About this Prospectus

2
Forward-Looking Information

2
Corporación Andina De Fomento

3
Legal Status of CAF

3
Use of Proceeds

4
Capitalization

4
Capital Structure

5
Selected Financial Information

8
Management's Discussion and Analysis of Financial

Condition and Results of Operations
9
Operations of CAF

15
Funded Debt

27
Debt Record

29
Asset and Liability Management

29
Administration

30
Litigation

33
The Andean Community

33
Description of the Debt Securities

35
Description of the Guarantees

39
Taxation

39
Plan of Distribution

43
Validity of the Debt Securities

44
Validity of the Guarantees

44
Independent Auditors

44
Authorized Representative

44
Where You Can Find More Information

44
Index to Financial Statements

F-1
Independent Auditor's Report

F-2
Audited Financial Statements

F-3
Unaudited Interim Financial Information
F-26
Supplementary Information
F-31
You should rely only on the information contained or incorporated by reference in this prospectus supplement and the
accompanying prospectus. We have not, and the underwriter has not, authorized any other person to provide you with
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different information. If anyone provides you with different or inconsistent information, you should not rely on it. We are
not, and the underwriter is not, making an offer to sell these securities in any jurisdiction where the offer or sale is not
permitted. You should assume that the information appearing in this prospectus supplement and the accompanying
prospectus is accurate only as of their respective dates. Our business, financial condition, results of operations and
prospects may have changed since those dates.
S-1

ABOUT THIS PROSPECTUS SUPPLEMENT
The notes described in this prospectus supplement are debt securities of Corporación Andina de Fomento, or CAF,
that are being offered under a registration statement filed with the Securities and Exchange Commission under the
Securities Act of 1933. The prospectus is part of that registration statement.
The prospectus provides you with a general description of the debt securities that we may issue, and this prospectus
supplement contains specific information about the terms of this offering and the notes. This prospectus supplement also
may add, update or change information provided in the prospectus. Consequently, before you invest, you should read this
prospectus supplement together with the prospectus.
The registration statement, any post-effective amendments to the registration statement and their various exhibits
contain additional information about CAF, the notes and other matters. All these documents may be inspected at the
offices of the Securities and Exchange Commission. Certain terms that we use but do not define in this prospectus
supplement have the meanings we give them in the prospectus.
CAF, having made all reasonable inquiries, confirms that this prospectus supplement and the accompanying
prospectus contain all information regarding CAF and the notes which is (in the context of the issue of the notes) material;
that such information is true and accurate in all material respects and is not misleading in any material respect; and that
this prospectus supplement and the accompanying prospectus does not omit to state any material fact necessary to make
such information not misleading in any material respect. CAF accepts responsibility for the information contained in this
prospectus supplement and the accompanying prospectus.
Except as otherwise specified, all amounts in this prospectus supplement are expressed in United States dollars
("dollars," "$," "US$" or "U.S. dollars").
Laws in certain jurisdictions may restrict the distribution of this prospectus supplement and the prospectus and the
offering of our notes. You should inform yourself about and observe these restrictions. See "Underwriting" in this
prospectus supplement.
FORWARD-LOOKING INFORMATION
This prospectus supplement and the prospectus may contain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Statements that are not
historical facts, including statements about our beliefs and expectations, are forward-looking statements. These statements
are identified by words such as "believe", "expect", "anticipate", "should" and words of similar meaning.
Forward-looking statements are inherently subject to risks and uncertainties, many of which cannot be predicted with
accuracy and some of which might not even be anticipated. Future events and actual financial and other results may differ
materially from the results discussed in the forward-looking statements. Therefore, you should not place undue reliance on
them. Factors that might cause such a difference include, but are not limited to, those discussed in this prospectus
supplement and the prospectus, such as the effects of economic turmoil in one or more of our member countries.
S-2
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SUMMARY OF THE OFFERING
You should read the following summary information in conjunction with the more detailed information appearing
elsewhere in this prospectus supplement and the prospectus.

Issuer
Corporación Andina de Fomento

Securities Offered
6 7/8% Notes due 2012, Series B

Interest Payments
You will be paid interest twice a year on March 15 and September 15 if you are a holder
listed in the fiscal agent's records on the preceding March 1 and September 1. The first
interest payment will be made on March 15, 2003 and will include interest from
September 15, 2002.

Not Redeemable
We may not redeem the notes prior to their maturity on March 15, 2012.

Form and Denominations
The notes will be issued in the form of a global note held by the depositary. You will
hold your interest in the global note through a financial institution that has an account
with the depositary. Generally, you will not be entitled to have notes registered in your
name, you will not be entitled to certificates representing your notes and you will not be
considered a holder of a note under the fiscal agency agreement. You may hold your
interest in the global note in denominations of $1,000 and greater multiples of $1,000.
(See "Description of the Notes -- Form and Denominations" on page S-7 of this
prospectus supplement.)

Payment of Principal
You will be paid interest and the principal amount of your notes in U.S. dollars. As long
and Interest
as the notes are in the form of the global note, you will be paid interest and principal
through the facilities of the depositary. (See "Description of the Notes -- Payments on
the Notes" on page S-9 of this prospectus supplement.)

Additional Amounts
We will make payments to you without withholding or deducting taxes, duties or other
similar governmental charges imposed by the countries of the Andean Community or any
of their political subdivisions or agencies having the power to tax, unless the withholding
or deduction of those taxes, duties or assessments is required by law. In that event, with
certain exceptions, we will pay such additional amounts as may be necessary so that the
net amount you receive after such withholding or deduction will equal the amount that
you would have received without a withholding or deduction. (See "Description of the
Debt Securities -- Additional Payments by CAF" on page 37 in the prospectus.) Under
the Constitutive Agreement, we are exempt from all taxes and tariffs on income,
properties or assets, and from any liability involving payment, withholding or collection
of any taxes in the Andean Community countries. (See "Legal Status of CAF" on page 3
in the prospectus.)
S-3

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Status
The notes are not secured by any of our property or assets. Accordingly, your ownership
of our notes means you are one of our unsecured creditors. The notes rank equally with
all of our other unsecured indebtedness, as described in the prospectus. (See "Description
of the Debt Securities -- General" on page 35 in the prospectus.)

Negative Pledge
The notes will contain a restriction on our ability to pledge or mortgage our assets. (See
"Description of the Debt Securities -- Negative Pledge" on page 37 in the prospectus.)

Default
You will have certain rights if an event of default occurs and is not cured by us as
described in the prospectus, including the right to declare your note to be immediately
due and payable. (See "Description of the Debt Securities -- Default; Acceleration of
Maturity" on page 37 in the prospectus.)

Fiscal Agent
The notes will be issued under a fiscal agency agreement between CAF and JPMorgan
Chase Bank, which serves as fiscal agent, paying agent, transfer agent and registrar.

Taxation
For a discussion of the Andean Community and United States tax consequences of the
notes, see "Taxation" on page S-11 in the prospectus supplement and "Taxation --
Andean Community Country Taxation" on page 39 in the prospectus and "Taxation --
United States Taxation" on page 40 in the prospectus. You should consult your own tax
advisors to determine the foreign and U.S. federal, state, local and any other tax
consequences to you in connection with your purchase, ownership and disposition of the
notes.

Governing Law
The notes will be governed by the laws of the State of New York.
S-4

USE OF PROCEEDS
We will use the net proceeds of the sale of the notes to fund our lending operations.
RECENT DEVELOPMENTS
Capital Structure
As of September 30, 2002, CAF's paid-in and receivable capital was US$1,408.6 million, of which
US$1,168.8 million was paid-in capital and $239.8 million was capital receivable in installments.
In September 2002, the Spanish government approved Spain's February 2002 subscription to paid-in capital of
$100.0 million and callable capital of $200.0 million, and in October 2002, such subscription became effective. Spain
made its initial payment of US$33.3 million in January 2003, making Spain a non-regional stockholder. The balance will
be due in two equal annual installments.
Recent Issuances
On December 6, 2002, we issued £175,000,000 aggregate principal amount of our 7.625% Notes due 2010.
On October 25, 2002, we issued $70,000,000 aggregate principal amount of our 7 7/8% Notes due 2022, and on
October 29, 2002 we issued an additional $15,000,000 aggregate principal amount of our 7 7/8% Notes due 2022. The two
issuances constitute a single series.
On August 8, 2002, we issued 100,000,000 aggregate principal amount of floating rate notes due August 2004.
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On March 21, 2002, we issued $350,000,000 aggregate principal amount of unregistered 6 7/8% Notes due 2012,
Series A. On July 22, 2002, we issued $339,514,000 aggregate principal amount of our registered 6 7/8% Notes due 2012,
Series B, in exchange for a like amount of the unregistered, Series A notes. Upon issuance and delivery of the
$200,000,000 aggregate principal amount of notes offered by this prospectus supplement, the total amount outstanding of
our 6 7/8% Notes due 2012, Series B, will be $539,514,000 and the two issues of notes will constitute a single series.
On June 18, 2002, we issued 350,000,000 aggregate principal amount of 6.375% Notes due 2009.
S-5

Credit Policies
The Credit Committee recommends approvals of loans. The members of the Credit Committee are the Business Vice
Presidents, the Chief Legal Counsel and the Heads of Credit Administration and Risk Administration. The committee is
chaired by the Head of Credit Administration. The Executive President, upon the recommendation of the Credit
Committee, may approve loans of up to $25.0 million and equity investments of up to $5.0 million. In excess of these
amounts, loans of up to $40.0 million and equity investments of up to $10.0 million require the approval of the Executive
Committee of CAF's Board of Directors. Loans in excess of $40.0 million and equity investments in excess of
$10.0 million require the approval of CAF's Board of Directors.
Client Relationship Management
In 2002, we increased our number of client relationship management departments from four to five by adding the
department of Investment Banking and Financial Consulting. This department is responsible for developing investment
banking strategies and activities in conjunction with other departments and is headed by Peter Vonk, Vice President of
Investment Banking and Financial Consulting.
Summary of Results
During the first 11 months of 2002, the aggregate economic performance of the Andean Region was adversely
affected by the economic contraction in Venezuela. In addition, the economic situation in Venezuela has been further
adversely affected by a general strike that commenced on December 2, 2002 and continues as of the date of this prospectus
supplement. As of November 2002, the annualized percentage change in GDP compared to the end of 2001 for each of the
region's countries has been estimated as follows: Bolivia, 1.5%; Colombia, 1.5%; Ecuador, 3.1%; and Peru, 4.2%. The
most recent data for Venezuela available at this time is for September 30, 2002, and at that date Venezuela reflected a
GDP change of -6.4%. As of the date of this prospectus supplement, the Central Bank of Venezuela has not published the
year-end estimated figures.
To date, these developments have not had a material adverse effect on our results of operations or financial condition.
We cannot give assurances, however, that the situation of the emerging market economies, including the economies of our
member countries, will have no material adverse effect on CAF in the future.
S-6

DESCRIPTION OF THE NOTES
This prospectus supplement describes the terms of the notes in greater detail than the prospectus and may
provide information that differs from the prospectus. If the information in this prospectus supplement differs from
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the prospectus, you should rely on the information in this prospectus supplement.
General
We describe the price, interest and payment terms of the notes on the cover and in the summary of this prospectus
supplement.
We will issue the notes under a fiscal agency agreement, dated as of March 17, 1998, between us and JPMorgan
Chase Bank, N.A., as fiscal agent.
This description of the notes includes summaries of our understanding of certain customary rules and operating
procedures of The Depository Trust Company, or DTC, that affect transfers of interests in the global note. DTC may
amend its customary rules and operating procedures after the date of this prospectus supplement.
The notes are not secured by any of our property or assets. Accordingly, your ownership of notes means you are one
of our unsecured creditors. The notes are not subordinated in right of payment to any of our other debt obligations and
therefore they rank equally with all our other unsecured and unsubordinated indebtedness. "Indebtedness" means all
indebtedness of CAF in respect of monies borrowed by us and guarantees given by us for monies borrowed by others.
Form and Denominations
The Global Note
We will issue the notes in the form of one or more global debt securities (which we refer to as the global note)
registered in the name of Cede & Co., as nominee of DTC. The global note will be issued:
· only in fully registered form, and

· without interest coupons.
You may hold beneficial interests in the global note directly through DTC if you have an account at DTC, or indirectly
through organizations that have accounts at DTC. Organizations that have such accounts at DTC include Euroclear Bank,
as operator of the Euroclear System ("Euroclear") and Clearstream Banking, société anonyme ("Clearstream"), and
therefore participants in Euroclear and Clearstream will hold beneficial interests in the notes indirectly at DTC.
What is a Global Security? A global security (such as the global note) is a special type of security held in the form of
a certificate by a depositary for the investors in a particular issue of securities. The aggregate principal amount of the
global security equals the sum of the principal amounts of the issue of securities it represents. The depositary or its
nominee is the sole legal holder of the global security. The beneficial interests of investors in the issue of securities are
represented in book-entry form in the computerized records of the depositary. If investors want to purchase securities
represented by a global security, they must do so through brokers, banks or other financial institutions that have an account
with the depositary. In the case of the notes, DTC will act as depositary and Cede & Co. will act as DTC's nominee.
Special Investor Considerations for Global Securities. Because you, as an investor, will not be a registered legal
holder of the global note, your rights relating to the global note will be governed by the account rules of your bank or
broker and of the depositary, DTC, as well as general laws relating to securities transfers. We will not recognize a typical
investor as a legal owner of the
S-7

notes and instead will deal only with the fiscal agent and DTC, the depositary that is the registered legal holder of the
global note.
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You should be aware that as long as the notes are issued only in the form of a global security:
· You cannot get the notes registered in your own name.
· You cannot receive physical certificates for your interests in the notes.
· You will not be a registered legal holder of the notes and must look to your own bank or broker for payments on the
notes and protection of your legal rights relating to the notes.
· You may not be able to sell interests in the notes to some insurance companies and other institutions that are required by
law to own their securities in the form of physical certificates.
· As an owner of beneficial interests in the global note, you may not be able to pledge your interests to anyone who does
not have an account with DTC, or to otherwise take actions in respect of your interests, because you cannot get physical
certificates representing those interests.
· DTC's policies will govern payments of principal and interest, transfers, exchanges and other matters relating to your
interest in the global note. We and the fiscal agent have no responsibility for any aspect of DTC's actions or for its records
of ownership interests in the global note. Also, we and the fiscal agent do not supervise DTC in any way.
· DTC will require that interests in the global note be purchased or sold within its system using same-day funds.
Description of DTC. DTC has informed us that:
DTC is a limited purpose trust company organized under the laws of the State of New York, a member of the Federal
Reserve System, a "clearing corporation" within the meaning of the Uniform Commercial Code and a "clearing agency"
registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934.
DTC was created to hold securities for financial institutions that have accounts with it, and to facilitate the clearance
and settlement of securities transactions between the account holders through electronic book-entry changes in their
accounts, thereby eliminating the need for physical movement of certificates. DTC account holders include securities
brokers and dealers, banks, trust companies and clearing corporations. Indirect access to the DTC system is also available
to banks, brokers, dealers and trust companies that clear through or maintain a custodial relationship with a DTC account
holder, either directly or indirectly.
DTC's rules are on file with the Securities and Exchange Commission.
DTC's records reflect only the identity of the account holder to whose accounts beneficial interests in the global note
are credited. These account holders may or may not be the owners of the beneficial interests so recorded. The account
holders will be responsible for keeping account of their holdings on behalf of the beneficial owners.
Definitive Notes
In a few special situations described in the next paragraph, the global note will terminate and your interests in it will
be exchanged for physical certificates representing the notes. After that exchange, the choice of whether to hold the notes
directly or in "street name" (in computerized book-entry form) will be up to you. You must consult your own bank or
broker to find out how to have your interests in the notes transferred to your own name, if you wish to be a direct legal
holder of the notes.
S-8

We will cause definitive notes to be issued in exchange for the global note if DTC notifies us that:
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· it is unwilling, unable or no longer qualified to continue acting as the depositary for the global note; or
· it has ceased to be a clearing agency registered under the Securities Exchange Act of 1934 at a time when it is required to
be so registered; and
· we do not appoint a successor depositary within 90 days; or
· an event of default with respect to the notes represented by the global note has occurred and is continuing as described
under "Description of the Debt Securities -- Default; Acceleration of Maturity" on page 37 in the prospectus; or
· we decide in our sole discretion not to have any of the notes represented by the global note.
We would issue definitive notes in this way:
· in fully registered form;

· without interest coupons; and

· in denominations of multiples of $1,000.
Any definitive notes issued in this way would be registered in the names and denominations requested by DTC.
Payments on the Notes
The Global Note. The fiscal agent will make payments of principal of, and interest on, the global note to Cede & Co.,
the nominee for DTC, as the registered owner. The principal of, and interest on, the notes will be payable in immediately
available funds in U.S. dollars.
We understand that it is DTC's current practice, upon DTC's receipt of any payment of principal of, or interest on,
global securities such as the global note, to credit the accounts of DTC account holders with payment in amounts
proportionate to their respective beneficial interests in the principal amount of the global note as shown on the records of
DTC. Payments by DTC account holders to owners of beneficial interests in the global note held through these account
holders will be the responsibility of the account holders, as is now the case with securities held for the accounts of
customers registered in "street name."
Neither we nor the fiscal agent will have any responsibility or liability for any aspect of DTC's or its account holders'
records relating to, or payments made on account of, beneficial ownership interests in the Global Note or for maintaining,
supervising or reviewing any records relating to these beneficial ownership interests.
"Street name" and other owners of beneficial interests in the global note should consult their banks or brokers for
information on how they will receive payments.
Definitive Notes. Payment of the principal of definitive notes, if any exist, may be made at the office of the fiscal
agent. Payment of the interest on definitive notes will be paid by check mailed to you if you are a registered holder of
definitive notes. At the request of a registered holder of more than $1,000,000 principal amount of definitive notes,
payments of principal or interest may be made to that holder by wire transfer.
S-9

Transfer and Exchange of the Notes
The Global Note. Except as described below, the global note may be transferred, in whole and not in part, only to
DTC, to another nominee of DTC or to a successor of DTC or its nominee.
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Beneficial Interests in the Global Note. Beneficial interests in the global note will be represented, and transfers of
such beneficial interests will be made, through accounts of financial institutions acting on behalf of beneficial owners
either directly as account holders, or indirectly through account holders, at DTC. Beneficial interests will be in multiples of
$1,000.
Definitive Notes. You may present definitive notes, if any exist, for registration of transfer or exchange at the
corporate trust office of the fiscal agent in the City of New York, which we have appointed as the security registrar and
transfer agent for the notes.
Exercise of Legal Rights Under the Notes
DTC may grant proxies or otherwise authorize DTC account holders (or persons holding beneficial interests in the
notes through DTC account holders) to exercise any rights of a legal holder of the global note or take any other actions that
a holder is entitled to take under the fiscal agency agreement or the notes. Under its usual procedures, as soon as possible
after a record date, DTC would mail an omnibus proxy to us assigning Cede & Co.'s consenting or voting rights to those
DTC account holders to whose accounts the notes are credited on such record date. Accordingly, in order to exercise any
rights of a holder of notes, as an owner of a beneficial interest in the global note you must rely on the procedures of DTC
and, if you are not an account holder, on the procedures of the account holder through which you own your interest.
We understand that, under existing industry practice, in the event that you, as an owner of a beneficial interest in the
global note, desire to take any action that Cede & Co., as the holder of the global note, is entitled to take, Cede & Co.
would authorize the relevant DTC account holder to take the action, and the account holder would authorize you, as an
owner of a beneficial interest in the global note, through its accounts, to take the action or would otherwise act upon the
instructions of beneficial owners owning through it.
Although DTC has agreed to the procedures described above in order to facilitate transfers of notes among DTC
account holders, DTC is under no obligation to perform or continue to perform such procedures, and these procedures may
be modified or discontinued at any time.
"Street name" and other owners of beneficial interests in the global note should consult their banks or brokers for
information on how to exercise and protect their rights in the notes represented by the global note.
Notices
Notices will be sent by mail to the registered holders of the notes. If the notes are represented by a global note, any
such notices will be delivered to DTC.
Certain Other Provisions
You should refer to the accompanying prospectus under the heading "Description of the Debt Securities" for a
description of certain other provisions of the notes and the fiscal agency agreement.
S-10

TAXATION
United States Holders
Pre-Issuance Accrued Interest
When you purchase a note in the offering, you must pay an amount in addition to the offering price that is attributable
to interest accrued before the date of delivery of the notes. We believe that you may choose to treat a portion of the first
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