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Inter-American Dev - Issue of Debt

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RNS Number : 7497I  Inter-American Development Bank  17 June 2026

 

PRICING SUPPLEMENT

Inter-American Development Bank

Global Debt Program

Series No.: 1082

 

U.S.$3,000,000,000 4.250 percent Notes due August 11, 2031 (the "Notes")

Issue Price:  99.898 percent

 

Application has been made for the Notes to be admitted to the

Official List of the Financial Conduct Authority and

to trading on the London Stock Exchange plc's

UK Regulated Market

 

BNP PARIBAS

Scotiabank

BofA Securities

Wells Fargo Securities

Barclays

BMO Capital Markets

Citigroup

Daiwa Capital Markets

Deutsche Bank

HSBC

J.P. Morgan

Morgan Stanley

RBC Capital Markets

TD Securities

 

 

 

The date of this Pricing Supplement is June 8, 2026.

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 base prospectus for the purposes of Regulation (EU) 2017/1129 (as
amended, the "Prospectus Regulation"), the Public Officers and Admissions to
Trading Regulations 2024, or the Prospectus Rules: Admission to Trading on a
Regulated Market sourcebook).  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.

UK MiFIR product governance / Retail investors, professional investors and
ECPs target market - See "General Information-Additional Information Regarding
the Notes-Matters relating to UK MiFIR" below.

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.  The Uniform Fiscal Agency
Agreement, dated as of July 20, 2006, as may be amended, restated, superseded
or otherwise modified from time to time, between the Bank and the Federal
Reserve Bank of New York, as fiscal and paying agent, has been superseded by
the Uniform Fiscal Agency Agreement, dated as of December 19, 2024 (the "New
Fiscal Agency Agreement"), as may be amended, restated, superseded or
otherwise modified from time to time, between the Bank and the 12 Federal
Reserve Banks. All references to the "Fiscal Agency Agreement" under the
heading "Terms and Conditions of the Notes" and elsewhere in the Prospectus
shall be deemed references to the New Fiscal Agency Agreement.

 1.            Series No.:                                                    1082
 2.            Aggregate Principal Amount:                                    U.S.$3,000,000,000
 3.            Issue Price:                                                   U.S.$2,996,940,000 which is 99.898 percent of the Aggregate Principal Amount

 4.            Issue Date:                                                    June 10, 2026
 5.            Form of Notes                                                  Book-entry only (not exchangeable for Definitive Fed Registered Notes,

(Condition 1(a)):                                             Conditions 1(a) and 2(b) notwithstanding)

 6.            Authorized Denomination(s)                                     U.S.$1,000 and integral multiples thereof

(Condition 1(b)):
 7.            Specified Currency

(Condition 1(d)):

                                                                              United States Dollars (U.S.$) being the lawful currency of the United States
                                                                              of America

 8.            Specified Principal Payment Currency                           U.S.$

(Conditions 1(d) and 7(h)):
 9.            Specified Interest Payment Currency                            U.S.$

(Conditions 1(d) and 7(h)):
 10.           Maturity Date

(Condition 6(a); Fixed Interest Rate and Zero Coupon):

                                                                              August 11, 2031
 11.           Interest Basis                                                 Fixed Interest Rate (Condition 5(I))

(Condition 5):
 12.           Interest Commencement Date                                     Issue Date (June 10, 2026)

(Condition 5(III)):
 13.           Fixed Interest Rate (Condition 5(I)):                          4.250 percent per annum

               (a)        Interest Rate:
               (b)        Fixed Rate Interest Payment Date(s):

                                                                              Semi-annually in arrear on February 11 and August 11 in each year, commencing
                                                                              with a long first coupon on February 11, 2027, 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)       Initial Broken Amount:                               USD 28.45 per minimum Authorized Denomination

               (e)        Fixed Rate Day Count Fraction(s):

                                                                              30/360
 14.           Relevant Financial Center:                                     New York
 15.           Relevant Business Day:                                         New York
 16.           Issuer's Optional Redemption (Condition 6(e)):                 No
 17.           Redemption at the Option of the Noteholders (Condition 6(f)):  No
 18.           Governing Law:                                                 New York
 Other Relevant Terms
 1.            Listing:                                                       Application has been made for the Notes to be admitted to the Official List of
                                                                              the Financial Conduct Authority and to trading on the London Stock Exchange
                                                                              plc's UK Regulated Market

 2.            Details of Clearance System Approved by the Bank and the

Global Agent and Clearance and

Settlement Procedures:

                                                                              Federal Reserve Bank of New York; Euroclear Bank SA/NV; Clearstream Banking
                                                                              S.A.

 3.            Syndicated:                                                    Yes
 4.            If Syndicated:
               (a)        Liability:                                          Several
               (b)        Lead Managers:                                      BNP PARIBAS

                                                                              The Bank of Nova Scotia, London Branch

                                                                              Merrill Lynch International

                                                                              Wells Fargo Securities, LLC
 5.            Commissions and Concessions:                                   0.125 percent of the Aggregate Principal Amount

 6.            Estimated Total Expenses:                                      The Lead Managers have agreed to pay for all material expenses related to the
                                                                              issuance of the Notes, except the Issuer will pay for the London Stock
                                                                              Exchange listing fees, if applicable.
 7.            Codes:
               (a)        Common Code:                                        340383257
               (b)        ISIN:                                               US4581X0FA13
               (c)        CUSIP:                                              4581X0FA1
 8.            Identity of Managers:                                          BNP PARIBAS

                                                                              The Bank of Nova Scotia, London Branch

                                                                              Merrill Lynch International

                                                                              Wells Fargo Securities, LLC

                                                                              Barclays Bank PLC

                                                                              BMO Capital Markets Corp.

                                                                              Citigroup Global Markets Limited

                                                                              Daiwa Capital Markets Europe Limited

                                                                              Deutsche Bank AG, London Branch

                                                                              HSBC Bank plc

                                                                              J.P. Morgan Securities plc

                                                                              Morgan Stanley & Co. International plc

                                                                              RBC Capital Markets, LLC

                                                                              The Toronto-Dominion Bank

 9.            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:                                     Each of the Managers 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:                                          Each of the Managers represents, warrants and agrees, that it has not offered
                                                                              or sold any Notes or caused the Notes to be made the subject of an invitation
                                                                              for subscription or purchase and will not offer or sell any Notes or cause the
                                                                              Notes to be made the subject of an invitation for subscription or purchase,
                                                                              and has not circulated or distributed, nor will it circulate or distribute the
                                                                              Prospectus, this Pricing Supplement or any other document or material in
                                                                              connection with the offer or sale, or invitation for subscription or purchase,
                                                                              of the Notes, whether directly or indirectly, to any person in Singapore other
                                                                              than: (i) to an institutional investor (as defined in Section 4A of the SFA)
                                                                              pursuant to Section 274 of the SFA or (ii) to an accredited investor (as
                                                                              defined in Section 4A of the SFA) pursuant to and in accordance with the
                                                                              conditions specified in Section 275 of the SFA and (where applicable)
                                                                              Regulation 3 of the Securities and Futures (Classes of Investors) Regulations
                                                                              2018 of Singapore.

                                                                              Investors should note that there may be restrictions on the secondary sale of
                                                                              the Notes under Section 276 of the SFA.

                                                                              Any reference to the SFA is a reference to the Securities and Futures Act 2001
                                                                              of Singapore and a reference to any term that is defined in the SFA or any
                                                                              provision in the SFA is a reference to that term or provision as amended or
                                                                              modified from time to time including by such of its subsidiary legislation as
                                                                              may be applicable at the relevant time.

                                                                              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 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, each of the Managers 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.         Matters relating to UK MiFIR

The Bank does not fall under the scope of application of the UK MiFIR
regime.  Consequently, the Bank does not qualify as an "investment firm",
"manufacturer" or "distributor" for the purposes of UK MiFIR.

 

            UK MiFIR product governance / Retail investors,
professional investors and ECPs target market - Solely for the purposes of
each UK manufacturer's product approval process, the target market assessment
in respect of the Notes has led to the conclusion that: (i) the target market
for the Notes is retail clients and eligible counterparties, each as defined
in COBS, and professional clients, as defined in UK MiFIR; and (ii) all
channels for distribution of the Notes are appropriate, including investment
advice, portfolio management, non-advised sales and pure execution services.
Any person subsequently offering, selling or recommending the Notes (a
"distributor") should take into consideration the UK manufacturers' target
market assessment; however, a distributor subject to the UK MiFIR Product
Governance Rules is responsible for undertaking its own target market
assessment in respect of the Notes (by either adopting or refining the UK
manufacturers' target market assessment) and determining appropriate
distribution channels, subject to the distributor's suitability and
appropriateness obligations under COBS, as applicable.

 

            For the purposes of this provision, (i) the expression
"UK manufacturers" means BNP PARIBAS, The Bank of Nova Scotia, London Branch
and Merrill Lynch International, (ii) the expression "COBS" means the FCA
Handbook Conduct of Business Sourcebook, (iii) the expression "UK MiFIR" means
Regulation (EU) No 600/2014 as it forms part of UK domestic law by virtue of
the European Union (Withdrawal) Act 2018, as amended, and (iv) the expression
"UK MiFIR Product Governance Rules" means the FCA Handbook Product
Intervention and Product Governance Sourcebook.

 

2.         Use of Proceeds

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

 

3.         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

 

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