Issue of Debt

Inter-American Development Bank

25 September 2024

 

PRICING SUPPLEMENT

Inter-American Development Bank

Global Debt Program

Series No: 939

U.S.$100,000,000 Multi Callable 5.00 percent Notes due September 25, 2054 (the "Notes")

Issue Price: 100.00 percent

No application has been made to list the Notes on any stock exchange.

Wells Fargo Securities

The date of this Pricing Supplement is September 19, 2024.

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 July 28, 2020 (the "Prospectus") (which for the avoidance of doubt does not constitute a prospectus for the purposes of Part VI of the United Kingdom ("UK") Financial Services and Markets Act 2000 or a base prospectus for the purposes of Regulation (EU) 2017/1129 (as amended, the "Prospectus Regulation") or the Prospectus Regulation as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("EUWA")).  This Pricing Supplement must be read in conjunction with the Prospectus.  This document is issued to give details of an issue by the Inter-American Development Bank (the "Bank") under its Global Debt Program and to provide information supplemental to the Prospectus.  Complete information in respect of the Bank and this offer of the Notes is only available on the basis of the combination of this Pricing Supplement and the Prospectus.

Terms and Conditions

The following items under this heading "Terms and Conditions" are the particular terms which relate to the issue the subject of this Pricing Supplement. Together with the applicable Conditions (as defined above), which are expressly incorporated hereto, these are the only terms that form part of the form of Notes for such issue.

1.	Series No.:	939
2.	Aggregate Principal Amount:	U.S.$100,000,000
3.	Issue Price:	U.S.$100,000,000, which is 100.00 percent of the Aggregate Principal Amount
4.	Issue Date:	September 25, 2024
5.	Form of Notes (Condition 1(a)):	Registered only
6.	New Global Note:	Not Applicable
7.	Authorized Denomination(s) (Condition 1(b)):	U.S.$10,000 and integral multiples thereof
8.	Specified Currency (Condition 1(d)):	United States Dollars (U.S.$) being the lawful currency of the United States of America
9.	Specified Principal Payment Currency (Conditions 1(d) and 7(h)):	U.S.$
10.	Specified Interest Payment Currency (Conditions 1(d) and 7(h)):	U.S.$
11.	Maturity Date (Condition 6(a); Fixed Interest Rate and Zero Coupon):	September 25, 2054
12.	Interest Basis (Condition 5):	Fixed Interest Rate (Condition 5(I))
13.	Interest Commencement Date (Condition 5(III)):	Issue Date (September 25, 2024)
14.	Fixed Interest Rate (Condition 5(I)):
	(a)  Interest Rate:	5.00 percent per annum
	(b)  Fixed Rate Interest Payment Date(s):	Annually in arrear on September 25 in each year, commencing on September 25, 2025, up to and including the Maturity Date. Each Fixed Rate Interest Payment Date is subject to the Business Day Convention, but with no adjustment to the amount of interest otherwise calculated.
	(c)  Business Day Convention:	Following Business Day Convention
	(d) Fixed Rate Day Count Fraction(s):	30/360
15.	Relevant Financial Center:	New York
16.	Relevant Business Days:	New York
17.	Issuer's Optional Redemption (Condition 6(e)):	Yes, in whole but not in part
	(a)  Notice Period:	No less than five (5) Relevant Business Days prior to the Optional Redemption Dates
	(b)  Amount:	100.00 percent per Authorized Denomination
	(c)  Date(s):	September 25 and March 25 in each year, commencing on September 25, 2026, up to and including March 25, 2053.
	(d) Early Redemption Amount Bank:	100.00 percent of the Aggregate Principal Amount
18.	Redemption at the Option of the Noteholders (Condition 6(f)):	No
19.	Governing Law:	New York
Other Relevant Terms
1.	Listing:	None
2.	Details of Clearance System Approved by the Bank and the Global Agent and Clearance and Settlement Procedures:	The Depository Trust Company (DTC); Euroclear Bank SA/NV; Clearstream Banking S.A.
3.	Syndicated:	No
4.	Commissions and Concessions:	U.S.$10,000
5.	Estimated Total Expenses:	The Dealer has agreed to pay for all material expenses related to the issuance of the Notes.
6.	Codes:
	(a)  CUSIP:	45818WFY7
	(b)  ISIN:	US45818WFY75
	(c)  COMMON CODE:	290617286
7.	Identity of Dealer:	Wells Fargo Securities, LLC
8.	Provision for Registered Notes:
	(a)  Individual Definitive Registered Notes Available on Issue Date:	No
	(b)  DTC Global Note(s):	Yes, issued in accordance with the Amended and Restated Global Agency Agreement, dated as of July 28, 2020, between the Bank, Citibank, N.A., London Branch as Global Agent, and the other parties thereto.
	(c)  Other Registered Global Notes:	No
9.	Intended to be held in a manner which would allow Eurosystem eligibility:	Not Applicable
10.	Selling Restrictions: (a)        United States:	Under the provisions of Section 11(a) of the Inter-American Development Bank Act, the Notes are exempted securities within the meaning of Section 3(a)(2) of the U.S. Securities Act of 1933, as amended, and Section 3(a)(12) of the U.S. Securities Exchange Act of 1934, as amended.
	(b)        United Kingdom:	The Dealer represents and agrees that (a) it has only communicated or caused to be communicated and will only communicate or cause to be communicated an invitation or inducement to engage in investment activity (within the meaning of Section 21 of the Financial Services and Markets Act 2000 (the "FSMA")) received by it in connection with the issue or sale of the Notes in circumstances in which Section 21(1) of the FSMA does not apply to the Bank, and (b) it has complied and will comply with all applicable provisions of the FSMA with respect to anything done by it in relation to such Notes in, from or otherwise involving the UK.
	(c)        Singapore:	In the case of the Notes being offered into Singapore in a primary or subsequent distribution, and solely for the purposes of its obligations pursuant to Section 309B of the Securities and Futures Act (Chapter 289) of Singapore (the "SFA"), the Issuer has determined, and hereby notifies all relevant persons (as defined in Section 309A of the SFA) that the Notes are "prescribed capital markets products" (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018 of Singapore) and Excluded Investment Products (as defined in MAS Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products).
	(d)       General:	No action has been or will be taken by the Issuer that would permit a public offering of the Notes, or possession or distribution of any offering material relating to the Notes in any jurisdiction where action for that purpose is required.  Accordingly, the Dealer agrees that it will observe all applicable provisions of law in each jurisdiction in or from which it may offer or sell Notes or distribute any offering material.

General Information

Additional Information Regarding the Notes

1.         The language set out under the heading "Use of Proceeds" in the Prospectus shall be deleted in its entirety and replaced by the following:

            The Bank's mission is to improve lives in Latin America and the Caribbean countries by contributing to the acceleration of the process of economic and social development and by supporting efforts to reduce poverty and inequality in a sustainable, climate friendly way. All projects undertaken by the Bank go through the Bank's rigorous sustainability framework. The framework tracks measurable results, adherence to lending targets and the effectiveness of its environmental and social safeguards.

            The net proceeds from the sale of the Notes will be included in the ordinary capital resources of the Bank, used in its ordinary operations, and will not be committed or earmarked for lending to, or financing of, any specific loans, projects, or programs.

            The Bank's administrative and operating expenses are currently covered entirely by the Bank's various sources of revenue, consisting primarily of net interest margin and investment income (as more fully described in the Information Statement).

2.         Additional Investment Considerations

            Although the net proceeds from the sale of the Notes will be included in the ordinary capital resources of the Bank, used in its ordinary operations, the Notes may not satisfy an investor's requirements if the investor seeks to invest in assets with certain sustainability characteristics.  No assurance is or can be given to investors that the use of proceeds will satisfy, whether in whole or in part, any present or future investor expectations or requirements regarding any investment criteria or guidelines applicable to any investor or its investments.  In addition, no assurance is or can be given to investors that any projects undertaken by the Bank will meet any or all investor expectations regarding "sustainable" or other equivalently-labelled performance objectives or that any adverse environmental, social and/or other impacts will not occur during the implementation by the borrower or any other implementing entity of any projects. Furthermore, it should be noted that there is currently no clearly-defined definition (legal, regulatory or otherwise) of, nor market consensus as to what constitutes, a "sustainable" or an equivalently-labelled project or as to what precise attributes are required for a particular project to be defined as "sustainable" or such other equivalent label and if developed in the future, Notes may not comply with any such definition or label. 

There can be no assurance that the net proceeds from the sale of any particular tranche of Notes will be totally or partially disbursed for any projects undertaken by the Bank within the term of such Notes.  Not all projects undertaken by the Bank will be completed within the specified period or with the results or outcome as originally expected or anticipated by the Bank and some planned projects might not be completed at all.  Each potential purchaser of the Notes should determine for itself the relevance of the information contained in this Prospectus regarding the use of proceeds and its purchase of the Notes should be based upon such investigation as it deems necessary.

INTER-AMERICAN DEVELOPMENT BANK

 

END