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Important Notice IMPORTANT NOTICE THE PROSPECTUS IS AVAILABLE ONLY: (1) TO QUALIFIED INSTITUTIONAL BUYERS (AS DEFINED BELOW) OR (2) OUTSIDE OF THE U.S. IMPORTANT: You must read the following before continuing. The following applies to the Prospectus following this notice, and you are therefore advised to read this carefully before reading, accessing or making any other use of the Prospectus. In accessing the Prospectus, you agree to be bound by the following terms and conditions, including any modifications to them any time you receive any information from Ethiopia and the Joint Lead Managers (each as defined in the Prospectus) as a result of such access. NOTHING IN THIS ELECTRONIC TRANSMISSION CONSTITUTES AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. THE SECURITIES DESCRIBED IN THE PROSPECTUS HAVE NOT BEEN AND WILL NOT BE, REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 (THE ‘‘SECURITIES ACT’’) OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTIONS OF THE U.S. AND MAY NOT BE OFFERED OR SOLD WITHIN THE U.S. (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT (‘‘REGULATION S’’)) EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE OR LOCAL SECURITIES LAWS. THE PROSPECTUS MAY ONLY BE COMMUNICATED TO PERSONS IN THE UNITED KINGDOM IN CIRCUMSTANCES WHERE SECTION 21(1) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 DOES NOT APPLY. THE PROSPECTUS MAY NOT BE FORWARDED OR DISTRIBUTED TO ANY OTHER PERSON AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER. ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THIS TRANSMISSION IN WHOLE OR IN PART IS UNAUTHORISED. FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS. IF YOU HAVE GAINED ACCESS TO THIS TRANSMISSION CONTRARY TO ANY OF THE FOREGOING RESTRICTIONS, YOU ARE NOT AUTHORISED AND WILL NOT BE ABLE TO PURCHASE ANY OF THE SECURITIES DESCRIBED THEREIN. Confirmation of your representation: In order to be eligible to view the Prospectus or make an investment decision with respect to the securities, investors must be either: (1) Qualified Institutional Buyers (‘‘QIBs’’) (within the meaning of Rule 144A under the Securities Act) or (2) outside the United States. This transmission is being sent at your request and by accepting the email and accessing the Prospectus, you shall be deemed to have represented to Ethiopia and the Joint Lead Managers that (1) you and any customers you represent are either (a) QIBs or (b) outside the U.S., (2) unless you are a QIB, the electronic mail address that you gave the sender of this transmission and to which this transmission has been delivered is not located in the U.S., (3) you are a person who is permitted under applicable law and regulation to receive the Prospectus and (4) you consent to delivery of the Prospectus by electronic transmission. You are reminded that the Prospectus has been delivered to you on the basis that you are a person into whose possession the Prospectus may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located and you may not, nor are you authorised to, deliver the Prospectus to any other person. The Prospectus does not constitute, and may not be used in connection with, an offer or solicitation in any place where offers or solicitations are not permitted by law. If a jurisdiction requires that an offering of securities described herein be made by a licensed broker or dealer and any Joint Lead Manager or any affiliate of any Joint Lead Manager is a licensed broker or dealer in that jurisdiction, the offering shall be deemed to be made by such Joint Lead Manager or such affiliate on behalf of Ethiopia or holders of the applicable securities in such jurisdiction. The Prospectus has been sent to you in an electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of electronic transmission and consequently neither Ethiopia, the Joint Lead Managers nor any person who controls them nor any director, officer, employee nor agent of them or affiliate of any such person accepts any liability or responsibility whatsoever in respect of any difference between the Prospectus distributed to you in electronic format and the hard copy version available to you on request from Ethiopia and the Joint Lead Managers. Please ensure that your copy is complete. You are responsible for protecting against viruses and other destructive items. Your use of this e-mail is at your own risk, and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature. THE FEDERAL DEMOCRATIC REPUBLIC OF ETHIOPIA US$1,000,000,000 6.625 per cent. Notes due 2024 Issue Price: 100 per cent. The US$1,000,000,000 6.625 per cent. Notes due 2024 (the ‘‘Notes’’) to be issued by The Federal Democratic Republic of Ethiopia (the ‘‘Issuer’’ or ‘‘Ethiopia’’) are direct, unconditional and unsecured obligations of Ethiopia. The Notes will bear interest from (and including) 11 December 2014 at the rate of 6.625 per cent. per annum, payable semi- annually in arrear on 11 June and 11 December of each year, commencing on 11 June 2015. The Notes will mature on 11 December 2024 (the ‘‘Maturity Date’’). Payments on the Notes will be made in US dollars without deduction for or on account of taxes imposed or levied by Ethiopia to the extent described under ‘‘Terms and Conditions of the Notes – Taxation’’. The Notes have not been and will not be registered under the U.S. Securities Act of 1933 (the ‘‘Securities Act’’), or with any securities regulatory authority of any State or other jurisdiction of the United States, and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. For a summary of certain restrictions on resale, see ‘‘Transfer Restrictions’’ and ‘‘Subscription and Sale’’. The Notes will be offered and sold outside the United States in reliance on Regulation S under the Securities Act (‘‘Regulation S’’) and within the United States to qualified institutional buyers (‘‘QIBs’’) within the meaning of Rule 144A under the Securities Act (‘‘Rule 144A’’). Prospective purchasers are hereby notified that sellers of the Notes may be relying on the exemption from the provisions of Section 5 of the Securities Act provided by Rule 144A. An investment in the Notes involves a high degree of risk. Prospective investors should have regard to the factors described in ‘‘Risk Factors’’. This Prospectus has been approved by the Central Bank of Ireland (the ‘‘Central Bank’’), as competent authority under Directive 2003/71/EC, as amended (including the amendments made by Directive 2010/73/EU) (the ‘‘Prospectus Directive’’). This Prospectus constitutes a prospectus for the purposes of the Prospectus Directive. The Central Bank only approves this Prospectus as meeting the requirements imposed under Irish and European Union (‘‘EU’’) law pursuant to the Prospectus Directive. Such approval relates only to Notes that are to be admitted to trading on the regulated market of the Irish Stock Exchange (the ‘‘Main Securities Market’’) or on another regulated market for the purposes of Directive 2004/39/EC (the ‘‘Markets in Financial Instruments Directive’’) or that are to be offered to the public in any member state of the European Economic Area (‘‘EU Member States’’). Application has been made to the Irish Stock Exchange for the Notes to be admitted to its official list (the ‘‘Official List’’) and trading on the Main Securities Market. The Notes are expected to be rated B1 by Moody’s Investors Services Ltd (‘‘Moody’s’’) and B by Standard & Poor’s Credit Market Services Europe Limited (‘‘S&P’’). Each of Moody’s and S&P is established in the European Union and registered under Regulation (EC) No 1060/2009 of the European Parliament and of the Council of 16 September 2009 on credit rating agencies (the ‘‘CRA Regulation’’). A rating is not a recommendation to buy, sell or hold securities and may be subject to revision, suspension or withdrawal at any time by the assigning rating organisation. The Notes will be offered and sold in registered form in denominations of US$200,000 or any amount in excess thereof which is an integral multiple of US$1,000. The Notes that are offered and sold in reliance on Regulation S (the ‘‘Unrestricted Notes’’) will be represented by beneficial interests in a global note (the ‘‘Unrestricted Global Note’’) in registered form without interest coupons attached, which will be registered in the name of BT Globenet Nominees Limited as nominee for, and will be deposited on or about the Closing Date with, Deutsche Bank AG, London Branch as common depositary for Euroclear Bank S.A./N.V. (‘‘Euroclear’’) and Clearstream Banking, socie´te´ anonyme (‘‘Clearstream, Luxembourg’’). The Notes that are offered and sold in reliance on Rule 144A (the ‘‘Restricted Notes’’) will be represented by beneficial interests in one or more global notes (each a ‘‘Restricted Global Note’’) in each case in registered form without interest coupons attached, which will be deposited on or about 11 December 2014 (the ‘‘Closing Date’’) with Deutsche Bank Trust Company Americas as custodian (the ‘‘Custodian’’) for, and registered in the name of Cede & Co. as nominee for, The Depository Trust Company (‘‘DTC’’). Interests in the Restricted Global Notes will be subject to certain restrictions on transfer.
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