Form DSTRBRPT EUROPEAN BANK FOR RECONS

Article

FREE Breaking News Alerts from StreetInsider.com!

StreetInsider.com Top Tickers, 7/25/2026

1. INTC
2. DECK
3. AMD
4. META
5. INFY

6. RNG
7. SPY
8. TMUS
9. UNP
10. GOOGL

Top News Most Read Special Reports

April 14, 2025 4:10 PM EDT

E-mail

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

100 F Street, N.E.

Washington, D.C. 20549

REPORT OF

EUROPEAN BANK FOR RECONSTRUCTION AND DEVELOPMENT

In respect of the issue of
BRL 200,000,000 8.00 per cent. Notes due 8 January 2030 (payable in United States Dollars) (to be consolidated and form a single series with the Bank’s BRL 200,000,000 8.00 per cent. Notes due 8 January 2030 (payable in United States Dollars) issued on 8 August 2024 and BRL 200,000,000 8.00 per cent. Notes due 8 January 2030 (payable in United States Dollars) issued on 21 January 2025)

by the European Bank for Reconstruction and Development pursuant to its

EUR 60,000,000,000 Global Medium Term Note Programme

Filed pursuant to Rule 3 of Regulation EBRD

Dated 14 April 2025

The following information is filed pursuant to Rule 3 of Regulation EBRD in respect of the issue of the Brazilian Real (“BRL”) 200,000,000 8.00 per cent. Notes due 8 January 2030 (payable in United States Dollars) (the “Notes”) (to be consolidated and form a single series with the Bank’s BRL 200,000,000 8.00 per cent. Notes due 8 January 2030 (payable in United States Dollars) issued on 8 August 2024 and BRL 200,000,000 8.00 per cent. Notes due 8 January 2030 (payable in United States Dollars) issued on 21 January 2025) of the European Bank for Reconstruction and Development (the “Bank”) pursuant to the Bank’s EUR 60,000,000,000 Global Medium Term Note Programme. As authorized by Rule 4 of Regulation EBRD, certain information is to be provided in the form of an Offering Circular dated 3 July 2012, as supplemented by the Supplementary Offering Circular dated 22 July 2019, the Supplementary Offering Circular dated 13 June 2024 and a Pricing Supplement dated 14 April 2025 (together, the “Offering Circular”).

Item 1.

Description of Obligations

The Notes, the terms of which are described in the Offering Circular, will constitute direct and unsecured obligations of the Bank and will rank pari passu without any preference among themselves, and, subject to certain conditions set forth in the Offering Circular, equally with all its other unsecured and unsubordinated obligations. Citibank, N.A. (the “Agent”) will act as Agent and Registrar of the Bank in respect of the Notes.

Item 2.

Distribution of Obligations

Further to a Purchaser’s Confirmation dated 14 April 2025 (the “Purchaser’s Confirmation”) provided by Morgan Stanley & Co. International plc (“Morgan Stanley”) pursuant to a Programme Agreement dated 3 July 2012 (the “Programme Agreement”), Morgan Stanley has agreed to purchase the Notes. The obligations of Morgan Stanley are subject to certain conditions as set forth in the Purchaser’s Confirmation and the Programme Agreement.

Item 3.

Distribution Spread

	Price to the Public	Selling Discounts and Commissions	Net Proceeds to the Bank
Per Unit	82.25%	N/A	82.25%
Total	BRL 164,500,000⁽¹⁾	N/A	BRL 164,500,000⁽¹⁾

(1)

Plus 98 days’ accrued interest on the principal amount of the Notes from and including 8 August 2024 to but excluding 16 April 2025, in the amount of BRL 4,356,482.08, such that the aggregate net proceeds to the Bank will be BRL 168,856,482.08 payable in United States Dollars in the amount of USD 27,876,065.98.

Item 4.

Discounts and Commissions to Sub-Underwriters and Other Dealers

None.

Item 5.

Other Expenses of Distribution

Morgan Stanley has agreed to pay the fees and expenses of its own legal advisers; the fees and expenses of the registrar and Agent and any paying agents; the fees and expenses of Cleary Gottlieb Steen & Hamilton LLP, legal advisers to the Bank in connection with the necessary United States filing; all expenses in connection with the issue, authentication, packaging and initial delivery of the Notes and the preparation of the registered notes, the preparation and printing of the Notes (except definitive notes), the relevant Pricing Supplement and any amendments or supplements thereto, if any; and the cost of any publicity agreed by the Bank in connection with the issue of the Notes, as set forth in the Purchaser’s Confirmation.

Item 6.

Application of Proceeds

The net proceeds to the Bank from the sale of the Notes will be included in the ordinary capital resources of the Bank and used in its ordinary operations as described in the Offering Circular.

Item 7.

Exhibits

(a)

The Deed of Covenant dated 3 July 2012.*

(b)

Copy of an opinion of counsel as to the legality of the Notes dated 3 July 2012.*

(c)

(i)

The Programme Agreement dated 3 July 2012.*

(ii)

The Purchaser’s Confirmation dated 14 April 2025.

(iii)