Filed pursuant to Rule 433
Registration No. 333-238461
October 13, 2021
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Final Term Sheet
USD 3,000,000,000 1.000% Global Notes due 2026
(Green Bond)
Terms:
Issuer: | KfW |
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Guarantor: | Federal Republic of Germany |
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Aggregate Principal Amount: | USD 3,000,000,000 |
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Denomination: | USD 1,000 |
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Maturity: | October 1, 2026 |
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Redemption Amount: | 100% |
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Interest Rate: | 1.000% per annum, payable semi-annually in arrears |
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Date of Pricing: | October 13, 2021 |
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Closing Date: | October 20, 2021 |
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Interest Payment Dates: | April 1 and October 1 in each year |
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First Interest Payment Date: | April 1, 2022 (for interest accrued from, and including, October 20, 2021 to, but excluding, April 1, 2022) |
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Interest Payable on First Interest Payment Date: | USD 13,416,666.67 (for aggregate principal amount of USD 3,000,000,000) |
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Currency of Payments: | USD |
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Price to Public/Issue Price: | 99.458% |
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Underwriting Commissions: | 0.125% |
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Proceeds to Issuer: | 99.333% |
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Format: | SEC-registered global notes |
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Listing: | Luxembourg Stock Exchange (regulated market) |
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Business Day: | New York |
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Business Day Convention: | Following, unadjusted |
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Day Count Fraction: | 30/360 |
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Governing Law/Jurisdiction: | German law; District Court Frankfurt am Main |
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Gross-Up: | No gross-up if tax deduction or withholding is imposed |
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Cross-Default: | None |
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Clearing System: | DTC (deliverable through CBL and Euroclear) |
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ISIN: | US500769JQ84 |
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CUSIP: | 500769 JQ8 |
Selling Restrictions: | European Economic Area, UK, Japan, Canada, Hong Kong |
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Ratings of Issuer:1 | Aaa by Moody’s Investors Service, AAA by Scope Ratings and AAA by S&P Global Ratings |
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Managers: | BofA Securities HSBC TD Securities |
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Stabilization Manager: | The Toronto-Dominion Bank |
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Registrar: | The Bank of New York Mellon SA/NV, Luxembourg Branch |
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Paying Agent: | The Bank of New York Mellon |
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Additional Paying Agent: | The Bank of New York Mellon, Filiale Frankfurt am Main |
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Use of Proceeds: | The net proceeds from the sale of the notes will be used in the general business of the issuer. However, upon issuance, the issuer will enter an amount equal to the net proceeds of the notes, converted into Euros, into an internal register (the “Green Issuance Amount”). Amounts matching requests for disbursements under one of KfW’s loan programs mentioned below will also be recorded in such register and contrasted with the Green Issuance Amount. For these purposes, any such requests made since the beginning of the calendar year in which the notes are issued will be considered. The issuer will provide allocation reports on an annual basis on its website. Any information available on or accessible through the issuer’s website is not incorporated herein by reference. KfW’s loan program “Erneuerbare Energien - Standard” (“Renewable Energies - Standard”) aims to promote the development of electricity and heat from renewable resources. Measures financed through this program may include (but are not limited to) the following project types: · Photovoltaic panels; · Wind energy (on- and offshore); · Hydropower (excluding plants with an installed power exceeding 20MW); · Electricity and heat generated in combined heat and power stations from solid biomass (up to a size of 2MW), biogas or geothermal energy; · Biogas energy; and · Grids and plants for the storage of heat or power produced from renewable energy. |
1 A security rating is not a recommendation to buy, sell or hold securities. Ratings are subject to revision or withdrawal at any time by the assigning rating organization. Each rating should be evaluated independently of any other rating.
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| KfW’s loan program “Energieeffizient Bauen” (“Energy-efficient Construction”) aims to promote the construction of new energy-efficient residential buildings in Germany. This program mainly promotes energy-efficient buildings with a primary energy consumption of 75% or less compared to the requirements of the German Energy Act for Buildings (Gebäudeenergiegesetz, GEG 2020). The common objective of all projects under these two programs is to counter climate change, in particular by reducing greenhouse gas emissions. Payment of principal and interest on the notes will be made from the issuer’s general funds and will not be linked to the performance of any projects financed under KfW’s programs mentioned above. If the issuer’s use of the net proceeds from the notes is a factor in your decision to invest in the notes, you should consider the foregoing discussion and consult with your counsel or other advisors before making an investment in the notes. |
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Website at www.sec.gov.
The prospectus supplement relating to the notes is available under the following link:
https://www.sec.gov/Archives/edgar/data/821533/000119312520205362/d889048d424b3.htm.
KfW’s base prospectus relating to the notes is available through the following link:
https://www.sec.gov/Archives/edgar/data/821533/000119312520205348/d889037d424b3.htm.
Alternatively, The Toronto-Dominion Bank will arrange to send you the prospectus, which you may request by calling toll-free +1-855-495-9846.
Notice by BofA Securities Europe SA and HSBC Continental Europe to Distributors regarding MiFID II Product Governance
BofA Securities Europe SA and HSBC Continental Europe (the “EU Manufacturers”) acting in their capacity as manufacturers of the notes in the meaning of Directive 2014/65/EU and implementing legislation (as amended, “MiFID II”) hereby inform prospective distributors for the purpose of the product governance rules under MiFID II that the target market assessment made by the EU Manufacturers in respect of the notes in accordance with the product governance rules under MiFID II has led the EU Manufacturers to the conclusion that: (i) the target market for the notes is eligible counterparties, professional clients and retail clients each as defined in MiFID II; and (ii) all channels for distribution of the notes are appropriate. Any distributor should take into consideration the EU Manufacturers’ target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the notes (by either adopting or refining the EU Manufacturers’ target market assessment), determining appropriate distribution channels and performing the suitability and appropriateness assessment with respect to each client.
Notice by The Toronto-Dominion Bank to Distributors regarding UK MiFIR Product Governance
The Toronto-Dominion Bank (the “UK Manufacturer”), acting in its capacity as manufacturer of the notes for the purposes of the FCA Handbook Product Intervention and Product Governance Sourcebook (the “UK MiFIR Product Governance Rules”), hereby informs prospective distributors for the purpose of the UK MiFIR Product Governance Rules that the target market assessment made by the UK Manufacturer in respect of the notes in accordance with the UK MiFIR Product Governance Rules has led the UK Manufacturer to the conclusion that: (i) the target market for the notes is eligible counterparties, professional clients and retail clients, each as defined in Regulation 600/2014 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (“UK MiFIR”); and (ii) all channels for distribution of the notes are appropriate. Any distributor should take into consideration the target market assessment of the UK Manufacturer; however, a distributor subject to 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 target market assessment of the UK Manufacturer), determining appropriate distribution channels and performing the suitability and appropriateness assessment with respect to each client.