Obligation European Investment Bank (EIB) 10.5% ( XS1014703851 ) en BRL

Société émettrice European Investment Bank (EIB)
Prix sur le marché 100 %  ⇌ 
Pays  Luxembourg
Code ISIN  XS1014703851 ( en BRL )
Coupon 10.5% par an ( paiement annuel )
Echéance 21/12/2017 - Obligation échue



Prospectus brochure de l'obligation European Investment Bank (EIB) XS1014703851 en BRL 10.5%, échue


Montant Minimal 5 000 BRL
Montant de l'émission 2 775 000 000 BRL
Description détaillée La Banque européenne d'investissement (BEI) est l'institution de financement à long terme de l'Union européenne, soutenant des projets d'investissement dans les États membres de l'UE et dans les pays hors UE.

L'Obligation émise par European Investment Bank (EIB) ( Luxembourg ) , en BRL, avec le code ISIN XS1014703851, paye un coupon de 10.5% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 21/12/2017







Final Terms
EUROPEAN INVESTMENT BANK
Debt Issuance Programme
Issue Number: 2054/1300
BRL 175,000,000 10.50 per cent. Bonds due 21st December, 2017
(payable in EUR)
(to be consolidated and form a single series with the existing BRL 1,500,000,000 10.50 per cent. Bonds
due 21st December, 2017 (payable in EUR) issued on 21st January, 2014, 20th February, 2014,
9th April, 2014, 13th May, 2014, 19th May, 2014, 10th June, 2014, 30th September, 2014,
5th November, 2014, 26th November, 2014 and 5th March, 2015)
Issue Price: 100.550 per cent.
(plus 94 days' accrued interest from, and including, 21st December, 2014 to, but excluding,
25th March, 2015)
J.P. Morgan
The date of these Final Terms is 23rd March, 2015


These Final Terms, under which the bonds described herein (the Bonds) are issued, are
supplemental to, and should be read in conjunction with, the offering circular (the Offering
Circular) dated 8th December, 2014 issued in relation to the debt issuance programme of
European Investment Bank (EIB). Terms defined in the Offering Circular have the same meaning
in these Final Terms. The Bonds will be issued on the terms of these Final Terms read together
with the terms and conditions set out in the offering circular dated 22nd September, 2010.
EIB accepts responsibility for the information contained in these Final Terms which, when read
together with the Offering Circular and the offering circular dated 22nd September, 2010, contain
all information that is material in the context of the issue of the Bonds.
These Final Terms do not constitute an offer of, or an invitation by or on behalf of anyone to
subscribe or purchase any of, the Bonds.
The statements on page 8 of the Offering Circular regarding structured Bonds are drawn to the
attention of the prospective purchaser of the Bonds. Such purchaser should ensure that it
understands the nature of the terms of the Bonds and the extent of its exposure to risk, and that it
considers the suitability of the Bonds as an investment in the light of its own circumstances and
financial condition.
Unless otherwise specified or the context otherwise requires, references to Brazilian Real,
Brazilian Reais and BRL are to the lawful currency of the Federative Republic of Brazil and
references to USD are to the lawful currency of the United States of America. The Bonds are
denominated in BRL but all payments in respect of the Bonds shall be made in euro (EUR).
The European Council has mandated the setting up of a European Fund for Strategic Investments
(EFSI) within the EIB Group with the aim of mobilising around 315 billion euro in new
investments between 2015 and 2017. The European Commission will present a proposal in
January 2015, which the European Union legislators will vote on by June 2015. The EIB Group
aims to start activities by using its own funds as of January 2015.
2
Issue Number: 2054/1300


The terms of the Bonds and additional provisions relating to their issue are as follows:
GENERAL PROVISIONS
1.
Issue Number:
2054/1300 (to be consolidated and form a single
series with the existing BRL 1,500,000,000
10.50 per cent. Bonds due 21st December, 2017
(payable in EUR) issued on 21st January, 2014,
20th February, 2014, 9th April, 2014, 13th May,
2014, 19th May, 2014, 10th June, 2014, 30th
September, 2014, 5th November, 2014, 26th
November, 2014 and 5th March, 2015 from and
including the Issue Date)
2.
Security Codes:
(i)
ISIN:
XS1014703851
(ii)
Common Code:
101470385
(iii)
CUSIP:
Not Applicable
(iv)
WKN:
Not Applicable
3.
Specified Currency or Currencies:
BRL (provided that all payments will be made
in EUR)
4.
Principal Amount of Issue:
BRL 175,000,000
5.
Specified Denomination:
BRL 5,000
6.
Issue Date:
25th March, 2015
INTEREST PROVISIONS
7.
Interest Type:
Fixed Rate
(Further particulars specified below)
8.
Interest Commencement Date:
21st December, 2014
9.
Fixed Rate Provisions:
Applicable
(i)
Interest Rate:
10.50 per cent. per annum
(ii)
Interest Period End Dates:
The dates that would be Interest Payment Dates
but without adjustment for any Business Day
Convention
(iii)
Interest Payment Dates:
21st December in each year commencing 21st
December, 2015 up to, and including, the
Maturity Date subject in each case to adjustment
in accordance with the Business Day
Convention specified below
3
Issue Number: 2054/1300


(iv)
Business Day Convention:
Following
(v)
Interest Amount:
BRL 525.00 per BRL 5,000 in principal amount,
provided however, that the Interest Amounts
will be paid on the relevant Interest Payment
Date in EUR, such EUR amount obtained by
dividing the relevant Interest Amount in BRL by
the Reference Rate (as defined in the Annex)
(vi)
Broken Amount:
Not Applicable
(vii)
Day Count Fraction:
Actual/Actual ­ ICMA
(viii)
Business Day Centres:
Brazil (as defined in the Annex), London, New
York, TARGET and Luxembourg
(ix)
Other terms relating to the Not Applicable
method of calculating interest
for Fixed Rate Bonds:
10.
Floating Rate Provisions:
Not Applicable
11.
Zero Coupon Provisions:
Not Applicable
12.
Index-Linked Provisions:
Not Applicable
13.
Foreign Exchange Rate Provisions:
Not Applicable
NORMAL REDEMPTION PROVISIONS
14.
Redemption Basis:
Redemption at par, subject as provided in
paragraph 15
15.
Redemption Amount:
Principal Amount, provided however, that the
Redemption Amount will be paid on the
Maturity Date in EUR, such EUR amount
obtained by dividing the Principal Amount in
BRL by the Reference Rate
16.
Maturity Date:
21st December, 2017
17.
Business Day Convention:
Following
18.
Business Day Centres:
Brazil, London, New York, TARGET and
Luxembourg
4
Issue Number: 2054/1300


OPTIONS AND EARLY REDEMPTION PROVISIONS
19.
Unmatured Coupons to become void
Yes
upon early redemption (Bearer Bonds
only):
20.
Issuer's Optional Redemption:
Not Applicable
21.
Bondholders' Optional Redemption:
Not Applicable
22.
Redemption Amount payable on Redemption at par, provided however, that the
redemption for an Event of Default:
Redemption Amount will be paid in EUR, such
EUR amount obtained by dividing the Principal
Amount in BRL by the Reference Rate
PROVISIONS REGARDING THE FORM OF BONDS
23.
Form of Bonds:
Bearer Bonds
Permanent Global Bond which is exchangeable
for
Definitive
Bonds
in
the
limited
circumstances specified therein
24.
New Global Note:
No
25.
Intended to be held in a manner which No
would allow Eurosystem eligibility:
26.
Details relating to Partly Paid Bonds:
Not Applicable
27.
Details relating to Instalment Bonds:
Not Applicable
28.
Redenomination, renominalisation and Not Applicable
reconventioning provisions:
29.
Consolidation provisions:
Not Applicable
30.
Other terms or special conditions:
Not Applicable
DISTRIBUTION PROVISIONS
31.
Method of distribution:
Non-Syndicated
(i)
If syndicated, names of Not Applicable
Managers:
(ii)
If non-syndicated, name of J.P. Morgan Securities plc
Relevant Dealer:
(iii)
Stabilising manager (if any):
Not Applicable
5
Issue Number: 2054/1300


(iv)
Commission:
A combined management and underwriting
commission of 0.225 per cent. of the Principal
Amount of the Bonds being issued
OPERATIONAL INFORMATION AND LISTING
32.
Any clearing system(s) other than Not Applicable
Euroclear
Bank
S.A./N.V.
(Euroclear) or Clearstream Banking,
société
anonyme
(Clearstream,
Luxembourg)
and the relevant
identification number(s):
33.
Agents appointed in respect of the Fiscal Agent and principal Paying Agent
Bonds:
Citibank, N.A., London Branch
13th Floor, Citigroup Centre
Canada Square
Canary Wharf
London E14 5LB
Paying Agent and Listing Agent
Banque Internationale à Luxembourg S.A.
69, route d'Esch
L-2953 Luxembourg
Calculation Agent
JPMorgan Chase Bank, N.A.
25 Bank Street
Canary Wharf
London E14 5JP
34.
Listing:
Luxembourg
35.
Governing law:
English
EUROPEAN INVESTMENT BANK:
By:
By:
6
Issue Number: 2054/1300


ANNEX
Rate Fixing Date means, for any Interest Payment Date or the Maturity Date or date on which an
amount is payable in accordance with paragraph 22 of these Final Terms, as applicable, the fifth
Valuation Business Day prior to such date, provided however that if such date is an Unscheduled
Holiday, the Rate Fixing Date shall be the next following Valuation Business Day provided,
however, that if the next day is also an Unscheduled Holiday, the Reference Rate will be
determined by the Calculation Agent on such day in its sole discretion acting in good faith in a
commercially reasonable manner having taken into account relevant market practice and by
reference to such additional sources as it deems appropriate.
Valuation Business Day means a day (other than a Saturday or a Sunday) on which the banks
and foreign exchange markets are open for general business (including dealings in foreign
exchange and foreign currency deposits) in each of Brazil, London, Luxembourg, New York and
TARGET.
Unscheduled Holiday means any day that is not a Brazil Business Day and the market was not
aware of such fact (by means of a public announcement or by reference to other publicly available
information) until a time later than 9:00 a.m. local time in São Paulo two Brazil Business Days
prior to the relevant Rate Fixing Date.
Reference Rate with respect to an Interest Payment Date or the Maturity Date or a date on which
an amount is payable in accordance with paragraph 22 of these Final Terms, will be the product
rounded to five decimal places (0.5 being rounded down) of the applicable BRL Rate and the
applicable USD/EUR Rate, as determined on the relevant Rate Fixing Date.
(i)
Provisions relating to the BRL Rate
BRL Rate means, in respect of a Rate Fixing Date, the BRL/USD exchange rate, expressed as the
amount of BRL per one USD:
(a)
determined by the Calculation Agent on the relevant Rate Fixing Date by reference to the
applicable BRL-PTAX Rate; or
(b)
in the event that the BRL-PTAX Rate is not available on the applicable Rate Fixing Date,
determined by the Calculation Agent for the relevant Rate Fixing Date by reference to the
applicable EMTA BRL Industry Survey Rate (if such rate is available); or
(c)
in the event that both the BRL-PTAX Rate and the EMTA BRL Industry Survey Rate are
not available for the applicable Rate Fixing Date, determined by the Calculation Agent for
the relevant Rate Fixing Date in good faith and in a commercially reasonable manner,
having taken into account relevant market practice,
provided that:
(i)
if, for the applicable Rate Fixing Date, the Calculation Agent determines that a Price
Materiality has occurred for such Rate Fixing Date, the BRL Rate will be the EMTA BRL
Industry Survey Rate applicable in respect of such Rate Fixing Date; and
(ii)
if, for the applicable Rate Fixing Date, the Calculation Agent determines that an EMTA
Failure has occurred for such Rate Fixing Date, the BRL Rate will be determined by the
Calculation Agent in good faith and in a commercially reasonable manner, having taken
into account relevant market practice.
7
Issue Number: 2054/1300


BRL-PTAX Rate means, in respect of a Rate Fixing Date, the BRL/USD offered rate for USD,
expressed as the amount of BRL per one USD, for settlement in two New York and Brazil
Business Days reported by the Banco Central do Brasil on the following platforms by
approximately 1:15 p.m. São Paulo time on such Rate Fixing Date:
1.
SISBACEN Data System under transaction code PTAX-800 ("Consulta de Cambio" or
Exchange Rate Inquiry), Option 5 ("Cotacões para Contabilidade" or "Rates for
Accounting Purposes"); or
2.
Bloomberg page <BZFXPTAX Index>; or
3.
Reuters page <BRLPTAX=CBBR>
EMTA BRL Industry Survey Rate means the foreign exchange rate as specified in the ISDA
1998 FX and Currency Option Definitions (as updated from time to time) ­ Settlement Rate
Options: "EMTA BRL Industry Survey Rate (BRL12)", meaning that the spot rate for a Rate
Fixing Date will be the BRL/USD offered rate for USD, expressed as the amount of BRL per one
USD, for settlement in two New York and Brazil Business Days, calculated by EMTA (or a
service provider EMTA may in its sole discretion select) pursuant to the EMTA BRL Industry
Survey Methodology and published on EMTA's website (www.emta.org) at approximately 3:45
p.m. São Paulo time or as soon thereafter as practicable on such Rate Fixing Date.
EMTA BRL Industry Survey Methodology means a methodology, dated as of 1st March, 2004,
as amended from time to time, for a centralised industry-wide survey of financial institutions in
Brazil that are active participants in the BRL/USD spot markets for the purposes of determining
the EMTA BRL Industry Survey Rate.
Price Materiality means, in respect of a Rate Fixing Date, that the EMTA BRL Industry Survey
Rate is available on such date and that the BRL-PTAX Rate differs from the EMTA BRL Industry
Survey Rate by more than 3 per cent.
EMTA Failure means, in respect of a Rate Fixing Date, that the EMTA BRL Industry Survey
Rate, having been requested as prescribed by EMTA, is not available for any reason. For the
avoidance of doubt, an EMTA Failure may still occur notwithstanding that the BRL-PTAX Rate
is available on the applicable Rate Fixing Date.
Brazil Business Day means a day on which commercial banks and foreign exchange markets
settle payments and are open for general business (including dealing in foreign exchange and
foreign currency deposits) in any one of São Paulo, Rio de Janeiro or Brasilia and is not otherwise
declared a financial market holiday by BM&FBOVESPA.
(ii)
Provisions relating to the USD/EUR Rate
USD/EUR Rate means, in respect of a Rate Fixing Date, the USD/EUR exchange rate, expressed
as the amount of USD per one EUR for settlement in two TARGET and New York Business Days
as determined by the Calculation Agent by reference to the mid spot rate displayed on the ECB37
Reuters Page at approximately 2:00 p.m. London time on such Rate Fixing Date; provided that if
for the relevant Rate Fixing Date no such rate is displayed on such Reuters Page or if such rate as
displayed is, as determined by the Calculation Agent in its sole discretion, acting in good faith and
in a commercially reasonable manner, taking into account relevant market practice, manifestly
erroneous, the USD/EUR Rate will equal the arithmetic mean, as determined by the Calculation
Agent, of the firm quotes of exchange rates for conversion of EUR into USD determined by at
least five independent leading dealers in the USD/EUR spot FX market, selected by the
Calculation Agent (the Reference Dealers) in its sole discretion, acting in good faith and in a
commercially reasonable manner, taking into account relevant market practice; provided further
8
Issue Number: 2054/1300


that if (i) the difference between the highest and the lowest of such firm quotes of exchange rates
determined by the Reference Dealers on such date is greater than 1 per cent. or (ii) the Calculation
Agent is unable to obtain five such quotes from the Reference Dealers on such date for any
reason, the USD/EUR Rate shall be the exchange rate as determined by the Calculation Agent in
its sole discretion, acting in good faith and in a commercially reasonable manner, taking into
account relevant market practice and any information deemed relevant, on such day.
For the avoidance of doubt, the product of BRL Rate and the USD/EUR Rate may be such
that the resulting EUR amount is zero and in such event no BRL or EUR amount will be
payable.
9
Issue Number: 2054/1300


BRL and USD Rates
The BRL/USD exchange rate derived from Bloomberg, using the price history function for
BZFXPTAX <Index> and taking the offer rate listed on 20th March, 2015, was 3.24230. The
USD/EUR exchange rate derived from Reuters, using the price history function for ECB37 and
taking the mid rate listed on 20th March, 2015 was 1.07760. The product of this BRL/USD
exchange rate and this USD/EUR exchange rate is 3.49390.
The BRL/USD exchange rates as shown in the table below are derived from Bloomberg using the
price history function for BZFXPTAX <Index> and taking the offer rate listed on the last Brazil,
London, TARGET, New York and Luxembourg Business Day of each month in the relevant year.
The USD/EUR exchange rates as shown in the table below are derived from Reuters using the
price history function for ECB37 and taking the mid rate listed on the last Brazil, London,
TARGET, New York and Luxembourg Business Day of each month in the relevant year.
Product of the
BRL/USD
Exchange Rate
and the
BRL/USD
USD/EUR
USD/EUR
Date
Exchange Rate
Exchange Rate
Exchange Rate
27th February, 2015
2.87820
1.12400
3.23510
30th January, 2015
2.66230
1.13050
3.00973
31st December, 2014
2.65620
1.21410
3.22489
28th November, 2014
2.56010
1.24830
3.19577
31st October, 2014
2.44420
1.25240
3.06112
30th September, 2014
2.45100
1.25830
3.08409
30th June, 2014
2.20250
1.36580
3.00817
31st March, 2014
2.26300
1.37880
3.62624
31st December, 2013
2.34260
1.37910
3.23068
30th September, 2013
2.23000
1.35050
3.01162
28th June, 2013
2.21560
1.30800
2.89800
28th March, 2013
2.01380
1.28050
2.57867
31st December, 2012
2.04350
1.31940
2.69619
28th September, 2012
2.03060
1.29300
2.62557
29th June, 2012
2.02130
1.25900
2.54482
30th March, 2012
1.82210
1.33560
2.43360
10
Issue Number: 2054/1300


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