Obligation IBRD-Global 0% ( XS1225604815 ) en USD

IBRD-Global

100 % ⇌

Etats-Unis

XS1225604815 ( en USD )

15/05/2025 - Obligation échue

Prospectus brochure de l'obligation IBRD XS1225604815 en USD 0%, échue

100 000 USD

50 000 000 USD

La Banque internationale pour la reconstruction et le développement (IBRD), membre du Groupe de la Banque mondiale, fournit des prêts et des services consultatifs aux pays à revenu intermédiaire et à revenu faible pour soutenir leur développement économique.

L'Obligation émise par IBRD-Global ( Etats-Unis ) , en USD, avec le code ISIN XS1225604815, paye un coupon de 0% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/05/2025

FINAL TERMS dated May 12th, 2015
International Bank for Reconstruction and Development
Issue ofUSD 50,000,000 Notes Linked to the Ethical Europe Equity Index due
May 15th, 2025
under the Global Debt Issuance Facility
Terms used herein shall be deemed to be defined as such for the purposes of the terms and
conditions (the "Conditions") set forth in the Prospectus dated May 28, 2008. This document
constitutes the Final Terms of the Notes described herein and must be read in conjunction with such
Prospectus.
SUMMARY OF THE NOTES
1.
Issuer:
International Bank for Reconstruction and Development
("IBRD")
2. (i) Series Number:
4386
(ii) Tranche Number:
1
3.
Specified Currency or Currencies
United States Dollar ("USO")
(Condition l(d)):
4.
Aggregate Nominal Amount:
(i) Series:
USD 50,000,000
(ii) Tranche:
USD 50,000,000
5.
(i) Issue Price:
100 per cent. of the Aggregate Nominal Amount
(ii) Net Proceeds:
USD 50,000,000
6. (i) Specified Denominations
USD 100,000
(Condition l(b)):
(ii) Calculation Amount
USD 100,000
(Condition S(j)):
7.
Issue Date:
May 15th, 2015
8.
Maturity Date (Condition 6(a)):
May 151h, 2025 unless the Final Observation Date is
postponed pursuant to Term 18(a) in which case the
Maturity Date shall be postponed as described therein. For
the avoidance of doubt, no additional amounts shall be
payable by IBRD in the event that the Maturity Date is

postponed due to postponement of the Final Observation
Date due to the operation of Term 18(a).
9.
Interest Basis (Condition 5):
Zero Coupon
(further particulars specified below)
10. Redemption/Payment Basis
Index Linked Redemption
(Condition 6):
(further particulars specified below)
11. Change of Interest or
Not Applicable
Redemption/Payment Basis:
12. Call/Put Options (Condition 6):
None
13. Status of the Notes (Condition 3):
Unsecured and unsubordinated
14. Listing:
Luxembourg Stock Exchange. The settlement and
issuance of the Notes are, however, not subject to a
successful application for such listing.
15. Method of distribution:
Non-syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
16. Zero Coupon Note Provisions
Applicable for the purpose of Condition 5(c) only
(Condition 5(c)):
provided that the Early Redemption Amount of the Notes
shall be calculated as set out in Term 21
(i) Amortization Yield
Solely for purposes of calculating the Rate of Interest for
(Condition 6( c )(ii)):
any overdue principal under Condition 5(c), the
Amortization Yield shall equal 2.405 per cent. per annum.
(ii) Day Count Fraction
Solely for purposes of calculating the Rate of Interest for
(Condition 5(1):
any overdue principal under Condition 5( c ), the Day
Count Fraction shall be 30/360.
(iii) Any other formula/basis of
Not Applicable
determining amount payable:
2

PROVISIONS RELATING TO REDEMPTION
17. Final Redemption Amount of each
If no Amendment Event has occurred on or prior to the
Note (Condition 6):
Maturity Date, the Final Redemption Amount, calculated
per Calculation Amount, payable on the Maturity Date
will be an amount in USD calculated by the Calculation
Agent in accordance with the following:
USD 100,000 x (100% + Premium).
If an Amendment Event has occurred on or prior to the
Maturity Date, the Final Redemption Amount payable per
Calculation Amount on the Maturity Date will be equal to
the Specified Denomination.
Whereby:
"Amendment Event" has the meaning given to it in Term
19 below.
"Closing Level" on any Trading Day means the official
closing level of the Index or any Successor Index
published by the Index Sponsor at the Scheduled Closing
Time as determined by the Calculation Agent.
"Index" means the Ethical Europe Equity Index
(Bloomberg code: SOLEEE). The Index is a composite
index that is further described on the Index Sponsor
website:
http://www.solactive.com/en/?s=ethical%20europe%20equi
ty&index=DEOOOSLA5EE6
"PR" ( or "Participation Rate") means 145%
"Premium" means a percentage as determined by the
Calculation Agent in accordance with the following
formula:
"St or "Average Index Level", means the arithmetic
mean (rounded to the nearest four (4) decimal places,
0.00005 rounded upwards) of the Closing Levels (as
defined above) of the Index on each S; Observation Daten
as calculated by the Calculation Agent.
"S; Observation Daten" means 21 April 2023 (n = 1), 22
May 2023 (n = 2), 21 June 2023 (n = 3), 21 July 2023 (n
= 4), 21 August 2023 (n = 5), 21 September 2023 (n = 6),
23 October 2023 (n = 7), 21 November 2023 (n = 8), 21
December 2023 (n = 9), 22 January 2024 (n = 10), 21
3

February 2024 (n = 11), 21 March 2024 (n = 12), 22 April
2024 (n = 13), 21 May 2024 (n = 14), 21 June 2024 (n =
15), 22 July 2024 (n = 16), 21 August 2024 (n = 17), 23
September 2024 (n = 18), 21 October 2024 (n = 19), 21
November 2024 (n = 20), 23 December 2024 (n = 21), 21
January 2025 (n = 22), 21 February 2025 (n = 23), 21
March 2025 (n = 24) and 22 April 2025 (n = 25, being the
Final Observation Date)
(each a "Scheduled Si
Observation Date"), each such Scheduled Si Observation
Date subject to postponement in the event such Trading
Day is a Disrupted Day as per Term 18(a) below.
"So" or "Initial Index Level", means the arithmetic mean
(rounded to the nearest four ( 4) decimal places, 0.00005
rounded upwards) of the Closing Levels (as defined
above) of the Index on each So Observation Oaten, as
calculated by the Calculation Agent.
"So Observation Oaten" means 21 April 2015 (n = 1), 20
May 2015 (n = 2), 22 June 2015 (n = 3), 20 July 2015 (n
= 4), 20 August 2015 (n = 5), 21 September 2015 (n = 6)
and 20 October 2015 (n = 7) (each a "Scheduled So
Observation Date"), each such Scheduled So Observation
Date subject to postponement in the event such Trading
Day is a Disrupted Day as per Term 18(a) below.
18. Index-Related Events:
(a)
Scheduled Si Observation Date or
Scheduled So Observation Date, as applicable, is a
Di rupted Day:
If in the opinion of the Calculation Agent the Scheduled S;
Observation Date or Scheduled So Observation Date, as
applicable, occurs on a day that is a Disrupted Day, then
the Si Observation Oaten or So Observation Oaten, as
applicable, will be postponed until the first following
Trading Day that is not a Disrupted Day, unless each of the
eight consecutive Trading Days immediately following the
Scheduled Si Observation Date or Scheduled So
Observation Date, as applicable, is a Disrupted Day. In
that case, (i) the eighth such consecutive Trading Day shall
be deemed to be the Si Observation Oaten or So
Observation Oaten, as applicable, notwithstanding the fact
that such day is a Disrupted Day, and (ii) the Calculation
Agent shall determine the relevant Closing Level of the
Index on such Trading Day in accordance with the formula
for and method of calculating the Index last in effect prior
to the occurrence of the first Disrupted Day using the
exchange traded or quoted price as of the Scheduled
Closing Time on the last such consecutive Trading Day of
each Component Security ( or, if an event giving rise to a
4

Disrupted Day has occurred in respect of a Component
Security on such eight consecutive Trading Day, its good
faith estimate of the value for the relevant security as of
the Scheduled Closing Time on such eight consecutive
Trading Day).
If the Final Observation Date is postponed as set forth
above, then the Maturity Date will be postponed by an
equal number of Trading Days; provided, however, that no
interest or other payment will be payable because of any
such postponement of the Maturity Date.
(b) Successor Index and Index Cancellation:
If the Index Sponsor discontinues publication of the Index
(an "Index Cancellation") and another entity (the
"Successor Index Sponsor") publishes a successor or
substitute Index that the Calculation Agent determines, in
its sole discretion, to be comparable to the Index (a
"Successor Index"), then, the Calculation Agent will
substitute the Successor Index as calculated by the
Successor Index Sponsor for the Index.
In the event of an Index Cancellation and:
· the Calculation Agent does not select a Successor
Index, or
· the Successor Index is no longer published on any
of the relevant Trading Days,
the Calculation Agent will (but without prejudice to the
occurrence and the consequences of the occurrence of an
Amendment Event pursuant to Term 1 9) compute a
substitute level for the Index in accordance with the
procedures last used to calculate the level of the Index
before any discontinuation but using only those securities
that composed the Index prior to such discontinuation until
such time as a Successor Index is selected or the Final
Observation Date, whichever is earlier.
If in accordance with the previous paragraphs, a Successor
Index is selected or the Calculation Agent calculates a
level as a substitute for the Index as described above, the
Successor Index or level will be used as a substitute for the
Index for all purposes after such selection or substitution,
including for purposes of determining whether a Market
Disruption Event exists, even if the Index Sponsor elects
to begin republishing the Index, unless the Calculation
Agent in its sole discretion decides to use the republished
Index.
5

( c) Index Modification:
.If at any time the method of calculating the level of the
Index or the level of the Successor Index, changes in any
material respect, or if the Index or Successor Index is in
any other way modified so that the Index or Successor
Index does not, in the opinion of the Calculation Agent,
fairly represent the level of the Index had those changes or
modifications not been made, then, from and after that
time, the Calculation Agent will on each date that the
closing level of the Index is to be calculated, make any
adjustments as, in the good faith judgment of the
Calculation Agent, may be necessary in order to arrive at
a calculation of a level of a stock index comparable to the
Index or such Successor Index, as the case may be, as if
those changes or modifications had not been made, and
calculate the Closing Level with reference to the Index or
such Successor Index, as so adjusted. Accordingly, if the
method of calculating the Index or a Successor Index is
modified and has a dilutive or concentrative effect on the
level of such index (including, but not limited to a share or
stock split), then the Calculation Agent will adjust such
index in order to arrive at a level of such index as if it had
not been modified (including, but not limited to, as if a
share or stock split had not occurred).
( d) Correction of the Index:
With the exception of any corrections published after the
day which is three Trading Days prior to the Maturity
Date, if the level of the Index published on a given day and
used or to be used by the Calculation Agent to make any
determination under the Notes is subsequently corrected
and the correction is published by the relevant Index
Sponsor or (if applicable) the relevant Successor Index
Sponsor, no later than five Trading Days following the
date of the original publication, the level to be used shall
be the level of the Index as so corrected. Corrections
published after the day which is three Trading Days prior
to the Maturity Date will be disregarded by the Calculation
Agent for the purposes of determining the relevant amount
to be paid.
1 9. Amendment Event / Early Premium In the event of the occurrence of an Amendment Event, the
Amount:
Issuer shall be required to pay an amount (which may be
zero), calculated per Calculation Amount, equal to the
Early Premium Amount as soon as practicable after the
Amendment Event occurs. For the avoidance of doubt, the
occurrence of an Amendment Event shall not alter the
Issuer's obligation to pay an amount equal to the Specified
6

Denomination per Calculation Amount on the Maturity
Date.
The term "Amendment Event" means the occurrence of
either of the following events:
(i)
an Index Cancellation occurs on or before the
Final Observation Date and the Calculation Agent
determines, in its sole and absolute discretion, that the
application of the provisions of Term l 8(b) does not
achieve a commercially reasonable result; or
(ii)
the Calculation Agent determines that a
Hedging Event has occurred.
The Calculation Agent shall forthwith give notice (the
"Notice") to the Issuer and the Global Agent of a
determination made under paragraph (i) or (ii) above.
The Issuer shall give notice to the Noteholders as soon as
practicable in accordance with Condition 12(c), stating the
receipt of the Notice, giving details of the relevant
determination made by the Calculation Agent and the date
on which the Early Premium Amount will be paid.
"Early Premium Amount" means the fair market value
of the equity option embedded in each Note less the cost
to the Issuer of unwinding any hedging arrangements
related to such embedded equity option, as determined by
the Calculation Agent in its sole and absolute discretion.
The Early Premium Amount could be zero, but shall not
be less than zero.
The Early Premium Amount will be determined by the
Calculation Agent on or as soon as reasonably practicable
after the Amendment Event occurs.
"Hedging Event" means each of Change in Law, Hedging
Disruption and Increased Cost of Hedging.
"Change In Law" means that, on or after the Trade Date,
(A) due to the adoption of or any change in any applicable
law or regulation (including, without limitation, any tax
law, solvency or capital requirements), or (B) due to the
promulgation of or any change in the interpretation by any
court, tribunal or regulatory authority with competent
jurisdiction of any applicable law or regulation (including
any action taken by a taxing authority or financial
authority), or the combined effect thereof if occurring
more than once, the Issuer determines in its sole and
absolute discretion that:
7

(a)
it has become illegal for it to hold, acquire or
dispose of any relevant hedge positions relating to
the Index; or
(b)
it would incur a materially increased cost
(including, without limitation, in respect of any tax,
solvency or capital requirements) in maintaining
the Notes in issue or in holding, acquiring or
disposing of any reJevant hedge position relating to
the Index.
"Hedging Disruption" means that the Issuer is unable,
after using commercially reasonable efforts, to (A)
acquire, establish, re-establish, substitute, maintain,
unwind or dispose of any transaction(s) (including swap
transactions) or asset( s) or any futures or options
contract(s) it deems necessary to hedge the equity price
risk or any other relevant price risk including but not
limited to the currency risk of the Issuer or issuing and
performing its obligations with respect to the Notes, or (B)
freely realise, recover, remit, receive, repatriate or transfer
the proceeds of any such transaction(s) or asset(s) or
futures or option contract(s) or any relevant hedge
positions relating to the Index.
"Increased Cost of Hedging" means that the Issuer would
incur a materially increased (as compared with
circumstances existing on the Trade Date) amount of tax,
duty, expense or fee (other than brokerage commissions)
to (A) acquire, establish, re-establish, substitute, maintain,
unwind or dispose of any transaction(s) (including swap
transactions) or asset(s) it deems necessary to hedge the
market risk (including, without limitation, equity price
risk, foreign exchange risk and interest rate risk) of the
Issuer issuing and performing its obligations with respect
to the Notes, or (B) realise, recover or remit the proceeds
of any such transaction(s) or asset(s), provided that any
such materially increased amount that is incurred solely
due to the deterioration of the creditworthiness of the
Issuer and/or any of its respective affiliates shall not be
deemed an increased cost of hedging.
The Issuer shall be entitled to determine the Early
Premium Amount and to make all determinations under
"Hedging Disruption" and "Increased Cost of Hedging" in
lieu of the Calculation Agent, in the event the Calculation
Agent is unable to fulfil its obligations hereunder due to
its bankruptcy, insolvency ( or other similar proceedings),
or it becoming subject to the appointment of an
administrator or other similar official, with insolvency,
rehabilitative or regulatory jurisdiction over it.
"Trade Date" means April 2 P\ 2015
8

20. Additional Definitions:
"Calculation Agent" means BNP Paribas or such
successor calculation agent as may from time to time be
appointed by the Issuer. All determinations made by the
Calculation Agent will be at the sole discretion of the
Calculation Agent and, absent a determination of a
manifest error, will be conclusive for all purposes and
binding on the holders and beneficial owners of the
Securities. Neither the Calculation Agent nor the Issuer
will have any responsibility for good faith errors or
omissions in calculating or disseminating information
regarding the Index or any Successor Index or as to
modifications, adjustments or calculations by the Index
Sponsor or any Successor Index Sponsor in order to arrive
at the level of the Index or any Successor Index.
"Component Security" means any security comprised in
the Index.
"Disrupted Day" means a Trading Day in respect of
which the Calculation Agent has determined a Market
Disruption Event has occurred or is continuing.
"Exchange" means in respect of each Component
Security the principal stock exchange on which such
Component Security is principally traded.
"Early Closure" means the closure on any Exchange
Business Day of the Exchange in respect of any
Component Security or the Related Exchange prior to its
normally Scheduled Closing Time unless such earlier
closing time is announced by such Exchange or Related
Exchange ( as the case may be) at least one hour prior to
the earlier of (i) the actual closing time for the regular
trading session on such Exchange or Related Exchange ( as
the case may be) on such Exchange Business Day and (ii)
the submission deadline for orders to be entered into the
Exchange system for execution at the close of trading on
such Exchange Business Day.
"Exchange Business Day" means any Trading Day on
which the Index Sponsor publishes the level of the Index,
each Exchange and Related Exchange is open for business
during its regular trading session, notwithstanding any
such Exchange or Related Exchange closing prior to its
scheduled weekday closing time and the Issuer determines
in its sole and absolute discretion that it is able to hedge its
obligations in respect of the Index.
"Exchange Disruption" means any event ( other than an
Early Closure) that disrupts or impairs (as determined by
the Calculation Agent in its sole discretion) the ability of
9

market participants in general to effect transactions in or
obtain market values for (A) any Component Security on
the Exchange in respect of such Component Security or
(B) futures or options contracts relating to the Index on the
Related Exchange.
"Final Observation Date" means 22 April 2025 (n = 25,
in respect of S; Observation Daten) subject to
postponement in the event such Trading Day is a
Disrupted Day as per Term l 8(a) above.
"Index Sponsor" means Solactive AG.
"Market Disruption Event, as determined by the
Calculation Agent in its sole discretion, means in respect
of any Trading Day:
(i)
that the Index Sponsor fails to publish the level of
the Index, or
(ii)
in respect of any Component Securities, an
Exchange or any Related Exchange fails to open
for trading during its regular trading session; or
(iii)
the occurrence or existence of any of the following
events:
· a Trading Disruption in respect of such
Component Security, if the Calculation Agent
determines it is material, at any time during the one
hour period that ends at the close of trading for an
Exchange or Related Exchange on which such
Component Security is principally traded; or
· an Exchange Disruption in respect of such
Component Security, if the Calculation Agent
determines it is material, at any time during the one
hour period that ends at the close of trading for an
Exchange or Related Exchange on which such
Component Security is principally traded; or
· an Early Closure in respect of such Component
Security
and
· the aggregate of all Component Securities in
respect of which a Trading Disruption, an Exchange
Disruption or an Early Closure occurs or exists
comprises 20 per cent. or more of the level of the
Index.
For the purposes of determining whether a Market
Disruption Event exists in. respect of a Component
Security at any time, if a Market Disruption Event occurs
10