Obligation IBRD-Global 7.2% ( XS2806459314 ) en USD

Société émettrice IBRD-Global
Prix sur le marché refresh price now   100 %  ⇌ 
Pays  Etats-unis
Code ISIN  XS2806459314 ( en USD )
Coupon 7.2% par an ( paiement )
Echéance 29/12/2027



Prospectus brochure de l'obligation IBRD XS2806459314 en USD 7.2%, échéance 29/12/2027


Montant Minimal /
Montant de l'émission 150 000 000 USD
Prochain Coupon 29/12/2025 ( Dans 58 jours )
Description détaillée 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 XS2806459314, paye un coupon de 7.2% par an.
Le paiement des coupons est et la maturité de l'Obligation est le 29/12/2027







Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility
for the contents of this announcement, make no representation as to its accuracy or completeness and expressly
disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the
contents of this announcement.
This announcement and the listing document referred herein are for informational purposes only as required by the
Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and are not offers to sell
or the solicitation of an offer to buy any securities in the United States or in any other jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such
jurisdiction. Neither this announcement nor anything herein (including the listing document) forms the basis for any
contract or commitment whatsoever. The securities referred to herein have not been and will not be registered under
the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent
registration or an applicable exemption from registration. Any public offering of securities to be made in the United
States will be made by means of a prospectus. Such prospectus will contain detailed information about the Issuer (as
defined below) and management, as well as financial statements. No public offer of securities is to be made by the
Issuer in the United States.
For the avoidance of doubt, the publication of this announcement and the listing document referred to herein shall
not be deemed to be an offer of securities made pursuant to a prospectus issued by or on behalf of the Issuer for the
purposes of the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong nor shall
it constitute an advertisement, invitation or document containing an invitation to the public to enter into or offer to
enter into an agreement to acquire, dispose of, subscribe for or underwrite securities for the purposes of the Securities
and Futures Ordinance (Cap. 571) of Hong Kong.
INTERNATIONAL BANK FOR
RECONSTRUCTION AND DEVELOPMENT
(the "Issuer")
ISSUANCE OF US$150,000,000 FLOATING RATE CATASTROPHE-LINKED
CAPITAL AT RISK NOTES DUE 29 DECEMBER 2027
(the "Notes", Stock Code: 4579)
PUBLICATION OF THE PROSPECTUS AND THE PROSPECTUS
SUPPLEMENT
This announcement is issued pursuant to Rule 37.39A of the Rules Governing the Listing of
Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").
Please refer to the prospectus dated 24 September 2021 (the "Prospectus") and the prospectus
supplement dated 25 April 2024 (the "Prospectus Supplement") appended herein in relation to
the issuance of the Notes. The Prospectus and the Prospectus Supplement are published in English
only. No Chinese version of the Prospectus and the Prospectus Supplement has been published.
1


Notice to Hong Kong Investors: The Issuer confirms that the Notes are intended for purchase by
professional investors (as defined in Chapter 37 of the Listing Rules) who meet the requirement
under the Insurance (Special Purpose Business) Rules (Cap. 41P of the Laws of Hong Kong) only
and have been listed on The Stock Exchange of Hong Kong Limited on that basis. Accordingly,
the Issuer confirms that the Notes are not appropriate as an investment for retail investors in Hong
Kong. Investors should carefully consider the risks involved.
Hong Kong, 6 May 2024
As at the date of this announcement, the Executive Directors of the Board of Directors of the
Issuer are Arnaud BUISSÉ, Junhong CHANG, Vel GNANENDRAN, Hideaki IMAMURA,
Michael KRAKE, Ernesto ACEVEDO, Abdulaziz AL-MULLA, Abdoul Salam BELLO, Matteo
BUGAMELLI, Marcos V. CHILIATTO, Hayrettin DEMIRCAN, Ayanda DLODLO, Dominique
FAVRE, Param IYER, Lene LIND, Roman MARSHAVIN, Floribert NGARUKO, Il Young
PARK, Roberto Daniel PIERINI, Katharine RECHICO, Eugene Philip RHUGGENAATH, Wempi
SAPUTRA and Tauqir SHAH.
2


PROSPECTUS SUPPLEMENT dated April 25, 2024


INTERNATIONAL BANK FOR
RECONSTRUCTION AND DEVELOPMENT

US$150,000,000
Floating Rate Catastrophe-Linked Capital at Risk Notes
due December 29, 2027

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 Floating Rate Catastrophe-
Linked Capital at Risk Notes due December 29, 2027 (the "Notes"). As described herein, if one or more Named Storm Events
occur with respect to the Notes, all or a portion of the Outstanding Nominal Amount of the Notes may be reduced by one or
more Principal Reductions. Any such Principal Reduction would lead to a reduction (possibly to zero) in the interest (except
with respect to days prior to the first anniversary of the Issue Date) and the Redemption Amount (if any) payable on 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, as supplemented by the Capital at
Risk Notes Prospectus Supplement dated September 24, 2021, attached hereto (as so supplemented, 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 Annex A
to this Prospectus Supplement.
Interest on the Notes will accrue on the Outstanding Nominal Amount of the Notes, except that the Risk Margin portion of
interest will accrue on the Aggregate Nominal Amount of the Notes from and including the Issue Date, to but excluding the
first anniversary of the Issue Date, and thereafter will accrue on the Outstanding Nominal Amount of the Notes (which may be
zero). Interest will be payable in arrears on each Specified Interest Payment Date. In the case of a Mandatory Redemption
Event, accrued interest will be paid on the Redemption Amount Payment Date, and no further interest will be paid with respect
to the Notes.

This Prospectus Supplement has been published for information purposes only as required by The Rules Governing the Listing
of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") and does not constitute an offer to sell nor
a solicitation of an offer to buy any securities. Neither this Prospectus Supplement forms the basis for any contract or
commitment whatsoever. For the avoidance of doubt, the publication of this Prospectus Supplement shall not be deemed to be
an offer of securities made pursuant to a prospectus issued by or on behalf of the Issuer for the purposes of the Companies
(Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32 of the Laws of Hong Kong) nor shall it constitute an
advertisement, invitation or document containing an invitation to the public to enter into or offer to enter into an agreement to
acquire, dispose of, subscribe for or underwrite securities for the purposes of the Securities and Futures Ordinance (Cap. 571
of the Laws of Hong Kong) (the "SFO").

Application will be made to The Stock Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange") for the listing
of the Notes by way of debt issuances to professional investors (as defined in Chapter 37 of the Listing Rules) (the
"Professional Investors") only. This Prospectus Supplement is for distribution to Professional Investors who meet the
requirement under the Insurance (Special Purpose Business) Rules (Cap. 41P of the Laws of Hong Kong) (the "Eligible ILS
Investors") only. By purchasing the Notes, you will be deemed to have represented that you (and any person on whose behalf
you are acting) are Eligible ILS Investors. Notice to Hong Kong investors: The Issuer confirms that the Notes are intended for
purchase by Eligible ILS Investors only and will be listed on the Hong Kong Stock Exchange on that basis. Accordingly, the
Issuer confirms that the Notes are not appropriate as an investment for retail investors in Hong Kong. Investors should carefully
consider the risks involved.



The Hong Kong Stock Exchange has not reviewed the contents of this Prospectus Supplement, other than to ensure that
the prescribed form disclaimer and responsibility statements, and a statement limiting distribution of this document to
the Eligible ILS Investors only have been reproduced in this document. Listing of the Notes on the Hong Kong Stock
Exchange is not to be taken as an indication of the commercial merits or credit quality of the Notes or IBRD, or the
quality of disclosure in this Prospectus Supplement.

Hong Kong Exchanges and Clearing Limited and the Hong Kong Stock Exchange take no responsibility for the contents
of this document, make no representation as to its accuracy or completeness and expressly disclaim any liability
whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this
document.

This document includes particulars given in compliance with the Listing Rules for the purpose of giving information with
regard to the Issuer. The Issuer accepts full responsibility for the accuracy of the information contained in this document and
confirms, having made all reasonable enquiries, that to the best of its knowledge and belief there are no other facts the omission
of which would make any statement herein misleading.

Investing in the Notes is speculative and involves a high degree of risk including the risk of a total loss of principal amount of
the Notes. See "Additional Risk Factors" beginning on page PT-21 of this Prospectus Supplement, "Risk Factors" beginning
on page 18 of the Prospectus dated September 24, 2021 and "Risk Factors" beginning on page S-3 of the Capital at Risk Notes
Prospectus Supplement dated September 24, 2021 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. NOTWITHSTANDING THE EXEMPTION FROM THE REGISTRATION REQUIREMENTS UNDER
THE SECURITIES ACT, THE NOTES WILL BE OFFERED AND SOLD ONLY TO INVESTORS WHO (I) ARE "QUALIFIED
INSTITUTIONAL BUYERS" WITHIN THE MEANING OF RULE 144A UNDER THE SECURITIES ACT ("RULE 144A"), (II) ARE
RESIDENTS OF AND PURCHASING IN, AND WILL HOLD THE NOTES IN, A PERMITTED U.S. JURISDICTION OR A PERMITTED
NON-U.S. JURISDICTION AND (III) MEET THE OTHER REQUIREMENTS SET FORTH UNDER "NOTICE TO INVESTORS" IN THIS
PROSPECTUS SUPPLEMENT. THE NOTES ARE NOT TRANSFERABLE EXCEPT IN ACCORDANCE WITH THE RESTRICTIONS
DESCRIBED UNDER "NOTICE TO INVESTORS" IN THIS PROSPECTUS SUPPLEMENT. EACH PURCHASER OF THE NOTES IN
MAKING ITS PURCHASE WILL BE DEEMED TO HAVE MADE CERTAIN ACKNOWLEDGMENTS, REPRESENTATIONS AND
AGREEMENTS AS LISTED UNDER "NOTICE TO INVESTORS" IN THIS PROSPECTUS SUPPLEMENT.


The Notes will be offered by Aon Securities LLC and Swiss Re Capital Markets Corporation, as initial purchasers of the Notes
(the "Initial Purchasers") and by Aon Securities (Hong Kong) Limited ("ASHK"), as Joint Manager (together with the Initial
Purchasers, the "Managers"), subject to receipt and acceptance by the Initial Purchasers and subject to each Initial Purchaser's
right to reject any order in whole or in part. ASHK is not acting as initial purchaser of the Notes. ASHK's role as Joint Manager
is limited to acting with respect to Hong Kong investors only. The Notes will be delivered in book-entry form against payment
therefor in immediately available funds.


Aon Securities LLC

Swiss Re Capital Markets
Joint Structuring Agent, Joint Manager
Joint Structuring Agent, Joint Manager
and Joint Bookrunner
and Joint Bookrunner
Aon Securities (Hong Kong) Limited
Joint Structuring Agent, Joint Manager and Joint Bookrunner
_______________________________________________
The date of this Prospectus Supplement is April 25, 2024.




The rate of interest applicable to the Notes for each day will be a per annum rate equal to Compounded SOFR for the
applicable Interest Period (determined as described below) plus the Funding Margin plus the Risk Margin, subject to a minimum
per annum rate equal to the Risk Margin. See "Overview--The Notes--Interest--Amounts of interest" and "Overview--The
Notes--Interest--Rate of interest".

For each Interest Period, accrued interest on the Notes will be calculated as the sum of the Daily Interest Amounts for
each day in such Interest Period.

The "Daily Interest Amount" for each Calculation Amount for the Notes shall equal:

(a) for each day from and including the Issue Date to but excluding the first anniversary of the Issue Date, one
three hundred sixtieth (1/360) times the sum of (A) and (B):

(A) the greater of (x) the fraction the numerator of which is the Outstanding Nominal Amount of the Notes
as of the first day of such Interest Period (after giving effect to any Principal Reduction on such date) and
the denominator of which is the Aggregate Nominal Amount of the Notes times US$1,000 times the sum
of (i) Compounded SOFR for such Interest Period and (ii) the Funding Margin and (y) zero (0), and

(B) the applicable Risk Margin on such day times US$1,000; and

(b) for each day on or after the first anniversary of the Issue Date to but excluding the Maturity Date, one three
hundred sixtieth (1/360) times the sum of (A) and (B):

(A) the greater of (x) the fraction the numerator of which is the Outstanding Nominal Amount of the Notes
as of the first day of such Interest Period (after giving effect to any Principal Reduction and/or Partial
Repayment on such date) and the denominator of which is the Aggregate Nominal Amount of the Notes
times US$1,000 times the sum of (i) Compounded SOFR for such Interest Period and (ii) the Funding
Margin and (y) zero (0); and

(B) the applicable Risk Margin on such day times the fraction the numerator of which is the Outstanding
Nominal Amount of the Notes as of the first day of the Interest Period (after giving effect to any
Principal Reduction and/or Partial Repayment on such date) and the denominator of which is the
Aggregate Nominal Amount of the Notes times US$1,000.
If the Outstanding Nominal Amount of the Notes is reduced to zero (US$0) on any Principal Reduction Date prior to
the Specified Interest Payment Date scheduled to occur on May 29, 2025, IBRD must pay the Residual Interest Amount for the
Notes on such Principal Reduction Date in addition to the payment of accrued interest with respect to the Interest Period ending
on such Principal Reduction Date, and no further interest will be paid with respect to the Notes.

An Extension Event may occur with respect to the Notes, pursuant to which the maturity of the Notes would be
extended. If a Partial Extension Notice is provided, the Outstanding Nominal Amount of the Notes would be redeemed in part,
on the Scheduled Maturity Date or the relevant Extended Maturity Date at a price equal to 100% of the Outstanding Nominal
Amount of the Notes to be partially redeemed (together with accrued interest, if any). See "Overview--The Notes--Redemption
Terms"

The net proceeds from the sale of the Notes will be used as described under "Use of Proceeds".

IBRD will enter into a Risk Transfer Agreement with the Government of Jamaica with respect to the Notes. If a
Principal Reduction occurs with respect to the Notes, IBRD will be obligated to pay to the Government of Jamaica, pursuant
to the Risk Transfer Agreement, an amount equal to such Principal Reduction.

It is expected that delivery of the Notes will be made against payment therefor on or about the Issue Date, which will
be five (5) business days following April 25, 2024 (the "Trade Date") (such settlement being referred to as "T+5"). You should
note that trading of the Notes on the Trade Date or the next two (2) succeeding business days may be affected by the T+5
settlement. See "Plan of Distribution".

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
iii


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 has been provided by IBRD, AIR Worldwide Corporation and the other sources
identified herein. No representation or warranty, express or implied, is made by the Managers or AIR Worldwide
Corporation (other than the AIR Expert Risk Analysis Report) 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. The Managers have not independently verified any of such
information, and the Managers do not assume any responsibility for its accuracy or completeness. Each offeree 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 CONTAINED IN APPENDIX I ("AIR EXPERT RISK ANALYSIS"),
APPENDIX II ("AIR EXPERT RISK ANALYSIS RESULTS") AND THE AIR DATA FILE (COLLECTIVELY, THE "AIR
EXPERT RISK ANALYSIS REPORT"), 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 ANY EVENT
REPORT, AND FOR ANY OTHER ACTION THAT MAY BE TAKEN BY THE EVENT CALCULATION AGENT.

AIR WORLDWIDE CORPORATION ACCEPTS RESPONSIBILITY FOR THE INFORMATION CONTAINED
IN THE AIR EXPERT RISK ANALYSIS REPORT (SUBJECT TO THE LIMITATIONS AND DISCLAIMERS IN
RESPECT THEREOF SET FORTH IN THIS PROSPECTUS SUPPLEMENT, INCLUDING, BUT NOT LIMITED TO, THE
SECTION ENTITLED "AIR DISCLAIMERS", AND THE SECTION ENTITLED "ADDITIONAL RISK FACTORS--RISKS
RELATING TO AIR AND CERTAIN OTHER RISKS" BEGINNING ON PAGE PT-27 HEREOF); AND AIR WORLDWIDE
CORPORATION HAS TAKEN REASONABLE CARE AND IS NOT AWARE OF THE OMISSION OF ANY MAJOR
CRITICAL FEATURE LIKELY TO AFFECT THE IMPORT OF SUCH INFORMATION. THE AIR EXPERT RISK
ANALYSIS REPORT IS INCLUDED IN THIS PROSPECTUS SUPPLEMENT IN THE FORM AND CONTEXT IN
WHICH IT APPEARS AND AIR WORLDWIDE CORPORATION HAS CONSENTED TO THE INCLUSION OF THE AIR
EXPERT RISK ANALYSIS REPORT IN THE FORM AND CONTEXT IN WHICH IT IS INCLUDED IN THIS
PROSPECTUS SUPPLEMENT. SUBJECT TO THE FOREGOING, AIR WORLDWIDE CORPORATION MAKES NO
REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, TO ANY PERSON, AS TO THE ACCURACY OR
COMPLETENESS OF ANY INFORMATION SET FORTH IN THIS PROSPECTUS SUPPLEMENT OR ANY
SUPPLEMENT HERETO, INCLUDING INFORMATION PROVIDED IN THE AIR EXPERT RISK ANALYSIS REPORT.

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 PRINCIPAL AMOUNT OF, AND INTEREST ON, THE
NOTES IF THERE ARE ONE OR MORE NAMED STORM EVENT(S) RESULTING IN PRINCIPAL REDUCTIONS
WITH RESPECT TO 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, INCLUDING A COMPLETE LOSS OF PRINCIPAL
AMOUNT OF THE NOTES. POTENTIAL INVESTORS IN THE NOTES ARE STRONGLY 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.


iv


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 ARE SUBJECT TO SUBSTANTIAL RESTRICTIONS ON
TRANSFER AS DESCRIBED UNDER "NOTICE TO INVESTORS".


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.


THE NOTES OFFERED HEREBY MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE
TRANSFERRED TO ANY PERSON (I) IN ANY STATE OR OTHER JURISDICTION IN THE UNITED STATES OTHER
THAN THE PERMITTED U.S. JURISDICTIONS OR (II) IN ANY JURISDICTION OUTSIDE OF THE UNITED STATES
OTHER THAN THE PERMITTED NON-U.S. JURISDICTIONS, AND IN EACH CASE, THE NOTES MAY ONLY BE
OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED TO INVESTORS THAT ARE "QUALIFIED
INSTITUTIONAL BUYERS" AS DEFINED IN RULE 144A (AND MEET THE OTHER REQUIREMENTS SET FORTH
UNDER THE "NOTICE TO INVESTORS" SECTION HEREIN), AND IN ACCORDANCE WITH ALL APPLICABLE
SECURITIES LAWS OF THE PERMITTED U.S. JURISDICTIONS AND ALL APPLICABLE SECURITIES LAWS OF
THE PERMITTED NON-U.S. JURISDICTIONS. NONE OF IBRD, ANY MANAGER OR ANY OF THEIR RESPECTIVE
AFFILIATES MAKES ANY REPRESENTATION THAT THE OFFER, SALE, PLEDGE OR TRANSFER OF THE NOTES
IS PERMITTED UNDER THE LAW OF ANY PERMITTED U.S. JURISDICTION OR ANY PERMITTED NON-U.S.
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 EVENT CALCULATION AGENT AGREEMENT AND
THE TERMS OF THE NOTES AS SET FORTH IN ANNEX A HERETO FOR COMPLETE INFORMATION WITH
RESPECT THERETO, AND SUCH DESCRIPTIONS ARE QUALIFIED IN THEIR ENTIRETY BY SUCH REFERENCE.
COPIES OF SUCH DOCUMENTS MAY BE OBTAINED AS PER THE INSTRUCTIONS SET FORTH IN THE SECTION
"AVAILABLE INFORMATION" HEREIN BY A NOTEHOLDER OR A PROSPECTIVE NOTEHOLDER (WHO IS A
PERMITTED TRANSFEREE).


THERE IS NO MARKET FOR THE NOTES AND THERE IS NO ASSURANCE THAT A MARKET WILL
DEVELOP. NO MANAGER OR ANY AFFILIATE OF ANY MANAGER IS UNDER ANY OBLIGATION TO MAKE A
MARKET IN THE NOTES AND, TO THE EXTENT THAT SUCH MARKET MAKING IS COMMENCED BY ANY
MANAGER OR ANY AFFILIATE OF ANY 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 REDEMPTION AMOUNT PAYMENT DATE.


IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF
IBRD 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. INVESTORS
AND THEIR ADVISORS, IF ANY, ARE INVITED TO ASK QUESTIONS OF, AND OBTAIN ADDITIONAL
INFORMATION CONCERNING, IBRD AND THE TERMS AND CONDITIONS OF THE INVESTMENT
CONTEMPLATED BY THIS PROSPECTUS SUPPLEMENT, AND ANY ADDITIONAL INFORMATION THAT IS
NECESSARY TO VERIFY THE ACCURACY OF THE INFORMATION PROVIDED TO SUCH INVESTORS. BY
PURCHASING NOTES EACH INVESTOR SHALL BE DEEMED TO ACKNOWLEDGE THAT IT HAS HAD A FULL
OPPORTUNITY TO ASK SUCH QUESTIONS OF, AND OBTAIN SUCH INFORMATION FROM, IBRD.


v


THE NOTES ARE NOT OBLIGATIONS OF, AND ARE NOT GUARANTEED BY, ANY PARTY OTHER THAN
IBRD. THE OUTSTANDING NOMINAL AMOUNT AND INTEREST RELATING THERETO ARE PAYABLE ONLY
BY IBRD.


ONE OR MORE NAMED STORM EVENTS COULD OCCUR AT ANY TIME DURING THE RISK PERIOD OF
THE NOTES, RESULTING IN A FULL OR PARTIAL LOSS OF AN INVESTMENT IN THE NOTES.


NONE OF IBRD, THE GOVERNMENT OF JAMAICA, THE GLOBAL AGENT, ANY MANAGER, THE EVENT
CALCULATION AGENT NOR ANY OF THEIR RESPECTIVE AFFILIATES OR 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
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.





vi


AIR DISCLAIMERS
AIR WORLDWIDE CORPORATION ("AIR") HAS PERFORMED, AND WILL PERFORM, CERTAIN
STATISTICAL MODELING AND OTHER SERVICES, AS DESCRIBED IN THIS PROSPECTUS SUPPLEMENT,
INCLUDING AS THE MODELING AGENT AND INITIAL EVENT CALCULATION AGENT FOR THE NOTES.

THE STATISTICAL DATA, MODELING AND EXPLANATIONS INCLUDED HEREIN UNDER THE SECTION
"ADDITIONAL RISK FACTORS" AND UNDER THE SECTIONS "AIR EXPERT RISK ANALYSIS", "AIR EXPERT RISK
ANALYSIS RESULTS" AND "AIR DATA FILE" (WHICH INCLUDES INFORMATION MADE AVAILABLE ON THE SITE)
(THE "AIR DATA FILE") IN APPENDIX I, APPENDIX II AND APPENDIX III, RESPECTIVELY, ATTACHED
HERETO (JOINTLY REFERRED TO HEREIN AS THE "AIR EXPERT RISK ANALYSIS REPORT") HAVE BEEN
PREPARED BY AIR AS AN EXPERT IN STATISTICAL MODELING AND THE ANALYSIS OF RISKS ASSOCIATED
WITH NAMED STORMS. INVESTORS IN THE NOTES ARE ADVISED THAT THE RISK ANALYSIS RESULTS
REPORTED BY AIR ARE BASED ON VERSION 10.1 OF THE AIR TROPICAL CYCLONE MODEL FOR THE
CARIBBEAN, AS IMPLEMENTED IN TOUCHSTONE 10.0.0 AND TOUCHSTONE RE 11.0.0 (THE "AIR MODEL").
THE AIR TROPICAL CYCLONE MODEL FOR THE CARIBBEAN WAS LAST UPDATED IN 2020. THE RISK
ANALYSIS RESULTS REPORTED IN THE AIR EXPERT RISK ANALYSIS REPORT ARE, THEREFORE, SUBJECT
TO NUMEROUS ASSUMPTIONS, UNCERTAINTIES AND THE INHERENT LIMITATIONS OF ANY STATISTICAL
ANALYSIS, AS MORE FULLY DESCRIBED HEREIN. ACTUAL LOSS EXPERIENCE IS INHERENTLY
UNPREDICTABLE. INVESTORS ARE URGED TO READ CAREFULLY THE MATERIAL CONTAINED IN THE AIR
EXPERT RISK ANALYSIS REPORT AND UNDER THE CAPTION "ADDITIONAL RISK FACTORS" FOR A
DESCRIPTION OF SUCH ASSUMPTIONS, UNCERTAINTIES AND LIMITATIONS.

THE DATA AND METHODOLOGY DESCRIBED IN THE AIR EXPERT RISK ANALYSIS REPORT, AND THE
ANALYSES, ESTIMATES AND SERVICES DESCRIBED THEREIN, ARE PROVIDED "AS IS" WITHOUT
WARRANTY OR GUARANTY OF ANY KIND TO THE INVESTORS IN THE NOTES. THESE ANALYSES AND
ESTIMATES ARE PROVIDED FOR ILLUSTRATIVE PURPOSES ONLY AND ARE NOT INTENDED TO PROVIDE,
NOR SHOULD THEY BE INTERPRETED AS PROVIDING, ANY FACTS REGARDING, OR ANY GUARANTY OR
PREDICTION OR FORECAST OF, THE LIKELIHOOD THAT INVESTORS IN THE NOTES WILL RECEIVE
PAYMENT THEREON. NOTWITHSTANDING THE ANALYSES, ESTIMATES AND ASSUMPTIONS SET FORTH IN
THIS PROSPECTUS SUPPLEMENT AND IN THE AIR EXPERT RISK ANALYSIS REPORT, ONE OR MORE NAMED
STORM EVENTS COULD OCCUR AT ANY TIME DURING THE RISK PERIOD OF THE NOTES. ANY SUCH NAMED
STORM EVENT COULD RESULT IN A FULL OR PARTIAL REDUCTION IN THE OUTSTANDING NOMINAL
AMOUNT OF, AND INTEREST ON, THE NOTES. ANY SUCH NAMED STORM EVENT MAY HAVE
CHARACTERISTICS SIMILAR TO OR DIFFERENT FROM THOSE OF SIMULATED EVENTS THAT DID NOT
QUALIFY AS NAMED STORM EVENTS IN THE AIR EXPERT RISK ANALYSIS REPORT, OR CHARACTERISTICS
NOT CONSIDERED IN THE AIR EXPERT RISK ANALYSIS REPORT.

AIR DOES NOT REPRESENT INVESTORS IN THE NOTES OR THEIR INTERESTS IN ANY WAY. AIR DOES
NOT SPONSOR, ENDORSE, OFFER, SELL, OR PROMOTE THE NOTES, NOR DOES IT MAKE ANY
REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, TO ANY PERSON, REGARDING THE
ADVISABILITY OF INVESTING IN THE NOTES OR THE LEGALITY OF AN INVESTMENT IN THE NOTES. AIR IS
NOT RESPONSIBLE FOR THE DETERMINATION OF THE STRUCTURE OR THE PRICING OF THE NOTES.
FURTHERMORE, AIR HAS NO OBLIGATION OR LIABILITY IN CONNECTION WITH THE ADMINISTRATION,
MARKETING, OR TRADING, IF ANY, OF THE NOTES OR LIABILITY FOR ANY ADVERSE FINANCIAL RESULT
OR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES WHATSOEVER. AIR
ASSUMES NO RESPONSIBILITY FOR THE CONTENT OF ANY AGREEMENTS TO WHICH IT IS NOT A
SIGNATORY, AND IN PARTICULAR (BUT NOT BY WAY OF LIMITATION) HAS NO RESPONSIBILITY FOR
ENSURING THAT THE PROCEDURES AND PROVISIONS OF ANY SUCH AGREEMENTS ARE CONSISTENT WITH
THIS PROSPECTUS SUPPLEMENT OR WITH ANY OTHER AGREEMENT EXECUTED IN CONNECTION WITH THE
NOTES.

IN THE DEVELOPMENT OF THE AIR MODEL, AIR HAS RELIED ON PUBLISHED TECHNICAL PAPERS
AND STUDIES, CATALOGS AND OTHER DATA SOURCES RELEVANT TO NAMED STORMS, AND HAS
SELECTED THOSE THAT IT BELIEVES TO REPRESENT CREDIBLE SCIENTIFIC OPINION RELATED TO NAMED
STORMS. HOWEVER, SINCE NO SCIENTIFIC CONSENSUS ON MODELS OR RISK PARAMETERS EXISTS, AIR
ACKNOWLEDGES (AND INVESTORS IN THE NOTES ARE DEEMED TO ACKNOWLEDGE) THAT OTHER
CREDIBLE, PUBLISHED MODELS AND/OR RISK PARAMETERS MAY EXIST THAT, IF USED, COULD PRODUCE
MATERIALLY DIFFERENT RESULTS. THE AIR MODEL DOES NOT PREDICT THE PROBABILISTIC
OCCURRENCE OF ANY CATASTROPHIC EVENTS. AIR HAS NOT VERIFIED THE AUTHENTICITY OR
ACCURACY OF THE ORIGINAL DATA IN THE HISTORICAL CATALOGS OR OTHER DATA SOURCES USED TO
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DEVELOP THE AIR MODEL. PRIOR TO INVESTING IN THE NOTES, INVESTORS SHOULD CONSULT THEIR OWN
EXPERT ADVISORS WHOSE CONCLUSIONS MAY DIFFER FROM THOSE OF AIR.

NO MODEL OF CATASTROPHIC EVENTS IS, OR COULD BE, AN EXACT REPRESENTATION OF REALITY.
THE AIR MODEL RELIES ON VARIOUS METHODOLOGIES AND ASSUMPTIONS (INCLUDING ASSUMPTIONS
ABOUT THE AUTHENTICITY, ACCURACY AND COMPLETENESS OF HISTORICAL DATA), SOME OF WHICH
ARE SUBJECTIVE AND SUBJECT TO UNCERTAINTY, AND WHICH MIGHT NOT BE USED IN MODELS
PRODUCED BY OTHER MODELING FIRMS. FURTHERMORE, THERE MAY BE MATERIAL DIFFERENCES IN
THE WAY IN WHICH THESE ELEMENTS ARE CONSIDERED BY OTHER MODELING FIRMS. CONSEQUENTLY,
THERE CAN BE NO ASSURANCE THAT THE AIR MODEL REPRESENTS AN ACCURATE ESTIMATION OF THE
RISK OF LOSS OR A FULL OR PARTIAL REDUCTION IN THE OUTSTANDING NOMINAL AMOUNT OF, AND
INTEREST ON, THE NOTES. ACCORDINGLY, THE EXPECTED LOSS ESTIMATES AND RELATED
PROBABILITIES PRODUCED BY THE AIR MODEL ARE THEMSELVES SUBJECT TO UNCERTAINTY. AIR
REVIEWS MODEL ASSUMPTIONS FROM TIME TO TIME IN VIEW OF NEW DATA AND OTHER INFORMATION
TO REFINE AND MODIFY ITS MODELS AS SUCH INFORMATION BECOMES AVAILABLE. AS SUCH, THE AIR
MODEL MAY NOT NECESSARILY REFLECT THE MOST CURRENT SCIENTIFIC RESEARCH OR THE MOST
CURRENT MODELS OF AIR AT ANY TIME. ESTIMATES GENERATED BY SUCH REFINED OR MODIFIED
MODELS MAY MATERIALLY DIFFER FROM THE ESTIMATES GENERATED BY THE AIR MODEL IN
CONNECTION WITH THE NOTES, AND THE USE OF SUCH MODELS IN LIEU OF THE AIR MODEL MIGHT
SIMILARLY MATERIALLY ALTER THE INFORMATION PROVIDED IN THE AIR EXPERT RISK ANALYSIS
REPORT.

THE RESULTS OF AIR'S ANALYSIS SHOULD NOT BE VIEWED AS FACTS OR FORECASTS OF FUTURE
EVENTS, OR OF THE FULL OR PARTIAL REDUCTION IN THE OUTSTANDING NOMINAL AMOUNT OF, AND
INTEREST ON, THE NOTES, AND SHOULD NOT BE RELIED UPON AS A REPRESENTATION OF THE CURRENT
OR FUTURE VALUE OF THE NOTES. THERE IS CONSIDERABLE UNCERTAINTY REGARDING THE
ASSUMPTIONS AND PARAMETERS USED IN THE AIR EXPERT RISK ANALYSIS REPORT, ARISING FROM
INSUFFICIENT DATA, LIMITED SCIENTIFIC KNOWLEDGE AND ALTERNATIVE EMPIRICAL RELATIONSHIPS,
AS WELL AS FROM THE RANDOM NATURE OF NAMED STORMS. THE AIR MODEL CANNOT INCORPORATE
ALL SOURCES OF UNCERTAINTY. FURTHERMORE, THE ASSUMPTIONS AND METHODOLOGIES USED BY
AIR DO NOT CONSTITUTE THE EXCLUSIVE SET OF REASONABLE ASSUMPTIONS AND MAY NOT BE
CORRECT. USE OF ALTERNATIVE ASSUMPTIONS AND/OR MODELS COULD YIELD RESULTS MATERIALLY
DIFFERENT FROM THOSE PRODUCED BY AIR. AIR ALSO DID NOT ELICIT FROM OTHER EXPERTS
ALTERNATIVE INTERPRETATIONS OF ITS DATA OR METHODS, NOR DID AIR RESEARCH ALL POTENTIALLY
AVAILABLE INTERPRETATIONS OF SUCH DATA AND METHODS ON THE BASIS THAT AIR CONSIDERED ITS
OWN INTERPRETATIONS TO BE MORE RELIABLE. THE MODELED PRINCIPAL REDUCTION AND RELATED
PROBABILITIES GENERATED BY THE AIR MODEL ARE NOT NECESSARILY PREDICTIVE OF FUTURE NAMED
STORMS. INVESTORS IN THE NOTES SHOULD NOT VIEW THE EXPECTED LOSS ESTIMATES AND RELATED
PROBABILITIES GENERATED BY THE AIR MODEL AS PREDICTING THE LIKELIHOOD OF THE OCCURRENCE
DURING THE RISK PERIOD OF THE NOTES OF ONE OR MORE NAMED STORM EVENTS RESULTING IN A FULL
OR PARTIAL REDUCTION IN THE OUTSTANDING NOMINAL AMOUNT OF, AND INTEREST ON, THE NOTES.
AIR HAS NOT MADE ANY EFFORT, NOR DOES IT HAVE THE ABILITY, TO PREDICT NAMED STORM EVENTS
AFFECTING THE NOTES. ACCORDINGLY, THE ACTUAL FREQUENCY AND SEVERITY OF NAMED STORM
EVENTS COULD DIFFER MATERIALLY FROM THE FREQUENCY AND SEVERITY ESTIMATED BY AIR.

THE AIR EXPERT RISK ANALYSIS REPORT IS INCLUDED HEREIN AND MADE AVAILABLE TO
INVESTORS IN RELIANCE UPON AIR AS AN EXPERT IN SUCH MATTERS. SEE "EXPERTS." THE AIR EXPERT
RISK ANALYSIS REPORT IS, AS NOTED ABOVE, BASED ON CERTAIN ASSUMPTIONS, JUDGMENTS, AND
METHODOLOGIES OF AIR, A NUMBER OF WHICH ARE CONFIDENTIAL AND PROPRIETARY TO AIR.

AS A RESULT OF ITS ONGOING PROCESS OF INTERNAL REVIEW, AIR MAY REFINE ITS MODEL
ASSUMPTIONS FROM TIME TO TIME IN LIGHT OF NEW SCIENTIFIC AND OTHER INFORMATION AS SUCH
INFORMATION BECOMES AVAILABLE. SUCH REFINEMENTS MAY MATERIALLY ALTER, AND HAVE IN THE
PAST MATERIALLY ALTERED, THE LOSS ESTIMATES GENERATED BY THE MODEL. FURTHERMORE, TO THE
EXTENT THAT AIR BECOMES AWARE OF ISSUES EITHER IN ITS MODELS OR IN THE SOFTWARE EXPRESSION
OF SUCH MODELS WHICH MAY AFFECT THEIR OUTPUT IN UNINTENDED WAYS, IT MAY, DEPENDING ON
THE MATERIALITY OF THE ISSUES, COMMUNICATE SUCH ISSUES TO ITS LICENSEES AND RESOLVE THEM
IN SUBSEQUENT VERSIONS OF ITS MODELS. AS SUCH THE AIR MODEL MAY NOT NECESSARILY REFLECT
THE MOST CURRENT MODELS OF AIR AT ANY TIME.

NONE OF IBRD, THE MANAGERS, THE GOVERNMENT OF JAMAICA OR ANY OF THEIR RESPECTIVE
AFFILIATES AND REPRESENTATIVES, OR ANY OF THEIR RESPECTIVE DIRECTORS OR OFFICERS, HAS
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