Filed Pursuant to Rule 424(b)(2)
Registration No. 333-272447
Pricing Supplement
dated May 24, 2024
(To Prospectus Supplement dated September 5, 2023
and Prospectus dated September 5, 2023)
| |
Canadian Imperial Bank of Commerce
Senior Global Medium-Term Notes
$25,000,000 Floating Rate Notes Linked to the 1-Year
U.S. Dollar SOFR ICE Swap Rate and the Compounded SOFR due May 28, 2026
We, Canadian Imperial Bank of Commerce (the “Bank” or “CIBC”),
are offering $25,000,000 aggregate principal amount of Floating Rate Notes Linked to the 1-Year U.S. Dollar SOFR ICE Swap Rate (“SOFR
CMS1”) and the Compounded SOFR (“Compounded SOFR”, SOFR CMS1 and Compounded SOFR are collectively referred to as the
“Reference Rates”) due May 28, 2026 (CUSIP 13607XS65 / ISIN US13607XS654) (the “Notes”).
At maturity, you will receive a cash payment equal to 100% of the principal
amount, plus any accrued and unpaid interest. Interest will be paid quarterly on February 28, May 28, August 28 and November 28 of each
year, commencing on August 28, 2024 and ending on the Maturity Date. The Notes will accrue interest during the following periods of their
term at the following rates per annum:
| · | From and including the Original Issue Date to but excluding November 28, 2024: SOFR CMS1, subject to
the applicable Minimum Rate of 5.625%. |
| · | From and including November 28, 2024 to but excluding the Maturity Date: the sum of the Compounded SOFR
and 0.62%, subject to the applicable Minimum Rate of 0.00%. |
The Notes will be issued in minimum denominations
of $1,000, and integral multiples of $1,000 in excess thereof.
The Notes will not be listed on any securities
exchange.
The Notes are unsecured obligations of CIBC and all payments on
the Notes are subject to the credit risk of CIBC. The Notes will not constitute deposits insured by the Canada Deposit Insurance Corporation,
the U.S. Federal Deposit Insurance Corporation or any other government agency or instrumentality of Canada, the United States or any other
jurisdiction. The Notes are not bail-inable debt securities (as defined on page 6 of the accompanying prospectus).
Neither the Securities and Exchange Commission (the “SEC”)
nor any state or provincial securities commission has approved or disapproved of these Notes or determined if this pricing supplement
or the accompanying prospectus supplement and prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
Investing
in the Notes involves risks not associated with an investment in ordinary debt securities. See the “Additional Risk
Factors” beginning on page PS-6 of this pricing supplement and the “Risk Factors” beginning on page S-1 of the accompanying
prospectus supplement and page 1 of the prospectus.
|
Price to Public (Original Issue Price)(1) |
Underwriting Discount (1)(2) |
Proceeds to Issuer |
Per Note |
$1,000.00 |
$1.50 |
$998.50 |
Total |
$25,000,000.00 |
$37,500.00 |
$24,962,500.00 |
| (1) | Because certain dealers who purchase the Notes for sale to certain fee-based advisory accounts may forgo
some or all of their commissions or selling concessions, the price to public for investors purchasing the Notes in these accounts will
be $998.50 per note. |
| (2) | CIBC World Markets Corp. (“CIBCWM”), acting as agent for the Bank, will receive a commission
of $1.50 (0.15%) per $1,000 principal amount of the Notes. CIBCWM may use a portion or all of its commission to allow selling concessions
to other dealers in connection with the distribution of the Notes. The other dealers may forgo, in their sole discretion, some or all
of their selling concessions. See “Supplemental Plan of Distribution (Conflicts of Interest)” on page PS-16 of this pricing
supplement. |
We will deliver the Notes in book-entry form through
the facilities of The Depository Trust Company (“DTC”) on May 28, 2024 against payment in immediately available funds.
CIBC
Capital Markets
ABOUT
THIS PRICING SUPPLEMENT
You should
read this pricing supplement together with the prospectus dated September 5, 2023 (the “prospectus”) and the prospectus
supplement dated September 5, 2023 (the “prospectus supplement”), each relating to our Senior Global Medium-Term Notes, of
which these Notes are a part, for additional information about the Notes. Information in this pricing supplement supersedes information
in the prospectus supplement and the prospectus to the extent it is different from that information. Certain defined terms used but not
defined herein have the meanings set forth in the prospectus supplement or the prospectus.
You should rely only on the information contained in or incorporated
by reference in this pricing supplement and the accompanying prospectus supplement and the prospectus. This pricing supplement may be
used only for the purpose for which it has been prepared. No one is authorized to give information other than that contained in this pricing
supplement and the accompanying prospectus supplement and the prospectus, and in the documents referred to in these documents and which
are made available to the public. We, CIBCWM and our other affiliates have not authorized any other person to provide you with different
or additional information. If anyone provides you with different or additional information, you should not rely on it.
We and CIBCWM are not making an offer to sell the Notes in any jurisdiction
where the offer or sale is not permitted. You should not assume that the information contained in or incorporated by reference in this
pricing supplement or the accompanying prospectus supplement or the prospectus is accurate as of any date other than the date of the applicable
document. Our business, financial condition, results of operations and prospects may have changed since that date. Neither this pricing
supplement nor the accompanying prospectus supplement or the prospectus constitutes an offer, or an invitation on behalf of us or CIBCWM,
to subscribe for and purchase any of the Notes and may not be used for or in connection with an offer or solicitation by anyone in any
jurisdiction in which such an offer or solicitation is not authorized or to any person to whom it is unlawful to make such an offer or
solicitation.
References to “CIBC,” “the Issuer,” “the
Bank,” “we,” “us” and “our” in this pricing supplement are references to Canadian Imperial Bank
of Commerce and not to any of our subsidiaries, unless we state otherwise or the context otherwise requires.
You may access the prospectus supplement and the prospectus on the
SEC website www.sec.gov as follows (or if such address has changed, by reviewing our filing for the relevant date on the SEC website):
| · | Prospectus supplement dated September 5, 2023: |
https://www.sec.gov/Archives/edgar/data/1045520/000110465923098166/tm2322483d94_424b5.htm
| · | Prospectus dated September 5, 2023: |
https://www.sec.gov/Archives/edgar/data/1045520/000110465923098163/tm2325339d10_424b3.htm
SUMMARY
The information in this “Summary” section is qualified
by the more detailed information set forth in this pricing supplement, the prospectus supplement and the prospectus. See “About
This Pricing Supplement” in this pricing supplement.
Issuer: |
Canadian Imperial Bank of Commerce (the “Issuer” or the “Bank”) |
Type of Note: |
Floating Rate Notes Linked to the 1-Year U.S. Dollar SOFR ICE Swap Rate and the Compounded SOFR due May 28, 2026 |
Minimum Denominations: |
$1,000 and integral multiples of $1,000 in excess thereof. |
Principal Amount: |
$1,000 per Note |
Aggregate Principal Amount of Notes: |
$25,000,000 |
Currency: |
U.S. Dollars (“$”) |
Term: |
2 years |
Trade Date: |
May 24, 2024 |
Original Issue Date: |
May 28, 2024 |
Maturity Date: |
May 28, 2026, subject to postponement as described in “—Business Day Convention” below. |
Interest Rate (per Annum): |
For each Interest Period from and including the Original Issue Date
to but excluding November 28, 2024: the SOFR CMS1 on the applicable Interest Determination Date, subject to the applicable Minimum Rate
of 5.625%.
For
each Interest Period from and including November 28, 2024 to but excluding the Maturity Date: the sum of the Compounded SOFR calculated
on the applicable Valuation Date and 0.62%, subject to the applicable Minimum Rate of 0.00%.
The Interest Rate for the first Interest Period is the applicable Minimum
Rate of 5.625% per annum because it is greater than 5.157%, which was the SOFR CMS1 on May 20, 2024. |
Interest Period: |
Quarterly; the period from and including the Original Issue Date to but excluding the immediately following scheduled Interest Payment Date, and each successive period from and including a scheduled Interest Payment Date to but excluding the next scheduled Interest Payment Date. |
Reference Rates: |
SOFR
CMS1, with respect to an applicable Interest Reset Date, the rate for SOFR-linked interest rate swaps with a maturity of 1 year
(Bloomberg ticker: USISSO01 <Index>), expressed as a percentage and as published by ICE Benchmark Administration Limited (including
any successor administrator, “ICE” or the “Administrator”) on its website opposite the heading “1 Year”
at approximately 11:00 a.m., New York City time, on the corresponding Interest Determination Date or, if such rate is temporarily not
published or an Index Cessation Event or Administrator/Benchmark Event occurs, an alternative rate as described below in “Additional
Terms of the Notes.”
|
|
Compounded SOFR, with respect to any applicable Interest Period, means the rate of return of a daily compound interest investment computed in accordance with the following formula:
(Quarterly Compounded SOFR Factor - 1) × 360/Number of calendar
days in the Interest Period.
The Compounded
SOFR is subject to the fallback provisions described in “Description of the Notes We May Offer – Interest Rates – Floating
Rate Notes – SOFR Notes – Effect of a Benchmark Transition Event for Compounded SOFR Notes” in the accompanying prospectus
supplement. |
Quarterly Compounded SOFR Factor: |
Equal to the product of each Daily Compounded SOFR Factor observed in the Interest Period. |
Daily Compounded SOFR Factor: |
With respect to any Banking Day during the Interest Period, the Daily
Compounded SOFR Factor will be equal to the following:
1 + (SOFR observed on the Lookback Date corresponding to such Banking
Day × number of calendar days from and including such Banking Day to, but excluding, the following Banking Day/360) |
SOFR: |
SOFR means,
with respect to any U.S. Government Securities Business Day, (1) the Secured Overnight Financing Rate published for such U.S. Government
Securities Business Day as such rate appears on the SOFR Administrator’s website or any successor source at 3:00 p.m. (New York
time) on the immediately following U.S. Government Securities Business Day; (2) if the rate specified in (1) above does not so appear,
the Secured Overnight Financing Rate as published in respect of the first preceding U.S. Government Securities Business Day for which
the Secured Overnight Financing Rate was published on the SOFR Administrator’s website or any successor source.
SOFR will not be published in respect of any day that is not a U.S.
Government Securities Business Day, such as a Saturday, Sunday or holiday and, by definition, any Banking Day will constitute a U.S. Government
Securities Business Day. For this reason, in determining Compounded SOFR in accordance with the specified formula and other provisions
set forth herein, the daily SOFR rate applied for any Banking Day in the Interest Period that immediately precedes one or more days that
are not Banking Days in the Interest Period will be multiplied by the number of calendar days from and including such Banking Day to,
but excluding, the following Banking Day. |
SOFR Administrator: |
The Federal Reserve Bank of New York (or a successor administrator of the Secured Overnight Financing Rate). |
Lookback Date: |
With respect to any Banking Day during the Interest Period, the date that is five Banking Days prior to such Banking Day. |
Banking Day: |
Any weekday that is a U.S. Government Securities Business Day.
A “U.S. Government Securities Business Day” is any day,
except for a Saturday, Sunday or a day on which the Securities Industry and Financial Markets Association recommends that the fixed income
departments of its members be closed for the entire day for purposes of trading in U.S. government securities. |
Minimum Rate: |
For each Interest Period from and including the Original Issue Date
to but excluding November 28, 2024: 5.625% per annum.
For each
Interest Period from and including November 28, 2024 to but excluding the Maturity Date: 0.00% per annum. |
Valuation Date: |
The fifth Banking Day immediately preceding the related Interest Payment Date. |
Interest Determination Date: |
The fifth U.S. Government Securities Business Day immediately preceding
the related Interest Reset Date, with the first Interest Determination Date being the fifth U.S. Government Securities Business Day prior
to the Issue Date, which is May 20, 2024.
|
Interest Reset Dates: |
Quarterly, on February 28, May 28, August 28 and November 28 of each year, commencing on the Issue Date and ending on the Maturity Date. |
Interest Payment Dates: |
Quarterly, payable in arrears on February 28, May 28, August 28 and November 28 of each year, commencing on August 28, 2024 and ending on the Maturity Date, subject to postponement as described in “—Business Day Convention” below. |
Day Count Fraction: |
30/360, Unadjusted |
Record Date: |
Interest will be payable to the persons in whose names the Notes are registered at the close of business on the Business Day immediately preceding each Interest Payment Date, which we refer to as a “regular record date,” except that the interest due at maturity will be paid to the persons in whose names the Notes are registered on the Maturity Date. |
Calculation Agent: |
Canadian Imperial Bank of Commerce. We may appoint a different Calculation
Agent without your consent and without notifying you.
All determinations made by the Calculation Agent will be at its sole
discretion, and, in the absence of manifest error, will be conclusive for all purposes and binding on us and you. All percentages and
other amounts resulting from any calculation with respect to the Notes will be rounded at the Calculation Agent’s discretion. The
Calculation Agent will have no liability for its determinations. |
Ranking: |
Senior, unsecured |
Business Day Convention: |
Following. If any scheduled payment date is not a Business Day, the payment will be made on the next succeeding Business Day. No additional interest will accrue on the Notes as a result of such postponement, and no adjustment will be made to the length of the relevant Interest Period. |
Business Day: |
A Monday, Tuesday, Wednesday, Thursday or Friday that is neither a legal holiday nor a day on which banking institutions are authorized or required by law or regulation to close in New York, New York. |
CUSIP/ISIN: |
13607XS65 / US13607XS654 |
Fees and Expenses: |
The price at which you purchase the Notes includes costs that the Bank or its affiliates expect to incur and profits that the Bank or its affiliates expect to realize in connection with hedging activities related to the Notes. |
Withholding: |
The Bank or the applicable paying agent will deduct or withhold from a payment on a Note any present or future tax, duty, assessment or other governmental charge that the Bank determines is required by law or the interpretation or administration thereof to be deducted or withheld. Payments on a Note will not be increased by any amount to offset such deduction or withholding. |
ADDITIONAL
RISK FACTORS
An investment in the Notes involves significant risks. In addition
to the following risks included in this pricing supplement, we urge you to read “Risk Factors” beginning on page S-1 of the
accompanying prospectus supplement and page 1 of the accompanying prospectus.
You should understand the risks of investing in the Notes and should
reach an investment decision only after careful consideration, with your advisers, of the suitability of the Notes in light of your particular
financial circumstances and the information set forth in this pricing supplement and the accompanying prospectus and prospectus supplement.
Structure Risks
The Interest
Rate for Each Interest Period Is Variable And May Be As Low As The Applicable Minimum Rate.
You will receive
interest on the applicable Interest Payment Date at the Interest Rate fixed on the corresponding Interest Determination Date or Valuation
Date, which may be as low as the applicable Minimum Rate. The Interest Rate applicable to each Interest Payment Date will fluctuate
because it is equal to SOFR CMS1 on the applicable Interest Determination Date (or the sum of the Compounded SOFR calculated on the applicable
Valuation Date and 0.62%), subject to the applicable Minimum Rate. If SOFR CMS1 on any Interest Determination Date were less than 5.625%,
or the Compounded SOFR calculated on any Valuation Date were less than -0.62%, the Interest Rate for the relevant Interest Period would
be equal to the applicable Minimum Rate. SOFR CMS1 on any Interest Determination Date (or the Compounded SOFR calculated on any Valuation
Date), on which the Interest Rate is based, will vary and may be less than 5.625% (or -0.62%, as applicable), for most or all of the Interest
Periods, and the Interest Rates for those Interest Periods will be as low as the applicable Minimum Rate. In addition, since the Minimum
Rate for each Interest Period from and including November 28, 2024 is 0.00%, you may not receive any interest on most or all of the Interest
Payment Dates after November 28, 2024. The return on the Notes may be lower than the return on conventional debt securities of comparable
maturity.
You will not know Interest Rate for Each Interest Period after November
28, 2024 until the end of that Interest Period.
The Compounded
SOFR is compounded in arrears. Unlike forward-looking term rates, the Interest Rate for Each Interest Period after November 28, 2024 will
be calculated at the end of that Interest Period.
The Repayment Of The Principal Amount Applies Only At Maturity.
The Notes offer repayment of the principal amount only if you hold
your Notes until the Maturity Date. If you sell the Notes prior to maturity, you may lose some of the principal amount.
The Interest Payments On The Notes Are Not Linked To a Reference
Rate At Any Time Other Than The Interest Determination Dates Or The Valuation Dates.
The interest payments will be based on the level of a Reference Rate
on each Interest Determination Date or Valuation Date. As a result, the level of a Reference Rate on any other date will not be taken
into account in determining the interest payments you receive. Accordingly, even if the level of a Reference Rate increases substantially
prior to an Interest Determination Date or a Valuation Date, but then decreases on that day, your interest payment in respect of the relevant
Interest Period will be determined based on the level of that Reference Rate on the relevant Interest Determination Date or Valuation
Date, subject to the applicable Minimum Rate. The payments on the Notes will not benefit from the level of any Reference Rate at any time
other than the Valuation Dates or the Interest Determination Dates.
Reference Rate Risks
The USD SOFR ICE Swap Rate Is a New Market
Rate and Has a Very Limited History.
The USD SOFR ICE Swap Rate began publication
on November 8, 2021. Consequently, there is very little trading history with respect to this rate. We cannot predict whether the USD SOFR
ICE Swap Rate will gain market acceptance, or whether an active secondary market will develop with respect to this rate. Due to the short
history of the USD SOFR ICE Swap Rate, any historical information presented herein will be brief and, as always, not indicative of future
performance.
The Occurrence of a Benchmark Transition
Event Could Adversely Affect the Return (if any) on the Notes.
A Benchmark
Transition Event (as defined in “Description of the Notes We May Offer – Interest Rates – Floating Rate Notes
– SOFR Notes – Effect of a Benchmark Transition Event for Compounded SOFR Notes” in the accompanying prospectus supplement)
could occur during the term of the Notes. Any resulting alternative replacement and Calculation Agent adjustments and determinations,
as described in “Description of the Notes We May Offer – Interest Rates – Floating Rate Notes – SOFR Notes –
Effect of a Benchmark Transition Event for Compounded SOFR Notes” in the accompanying prospectus supplement, could adversely affect
the value of and the return on your Notes.
The Occurrence of a Temporary Non-publication
of the USD SOFR ICE Swap Rate, an Index Cessation Event or an Administrator/Benchmark Event Could Adversely Affect the Return (if any)
on the Notes.
A temporary non-publication of the USD SOFR ICE Swap Rate, an Index
Cessation Event or an Administrator/Benchmark Event (each as defined in “Additional Terms of the Notes”) could occur during
the term of the Notes. Any resulting alternative replacement and Calculation Agent adjustments and determinations could adversely affect
the value of and the return on your Notes.
If there is a temporary non-publication of the USD SOFR ICE Swap Rate,
then the Calculation Agent shall
determine a commercially reasonable alternative for the USD SOFR ICE Swap Rate,
taking into account all available information that in good faith it considers relevant including a rate implemented by central counterparties
and/or futures exchanges (if any), in each case with trading volumes in derivatives or futures referencing the USD SOFR ICE
Swap Rate that the Calculation
Agent considers sufficient for that rate to be a representative alternative rate.
If an Index
Cessation Event or an Administrator/Benchmark Event occur, then the USD SOFR ICE Swap Rate would be replaced by either the Alternative
Post-Nominated Index Rate or the Calculation Agent Nominated Replacement Index rate, as discussed in “Additional Terms of
the Notes.”
We cannot predict the result of the USD SOFR ICE Swap Rate (or any
alternative) being determined by the Calculation Agent or being replaced with either the Alternative Post-Nominated Index Rate or the
Calculation Agent Nominated Replacement Index rate. In any of these cases, the value of, and payments (if any) on, the Notes may be adversely
affected.
The Secured Overnight Financing Rate (“SOFR”) Is a Relatively
New Market Index and as the Related Market Continues to Develop, There May Be an Adverse Effect on the Return on or Value of the Notes;
SOFR May Be Modified or Discontinued.
The Federal Reserve Bank of New York notes on its publication page
for SOFR that use of SOFR is subject to important limitations, indemnification obligations and disclaimers, including that the Federal
Reserve Bank of New York may alter the methods of calculation, publication schedule, rate revision practices or availability of SOFR at
any time without notice. There can be no guarantee that SOFR will not be discontinued or fundamentally altered in a manner that is materially
adverse to the interests of investors in the Notes. If the manner in which SOFR is calculated is changed or if SOFR is discontinued, that
change, or discontinuance may result in a reduction of the interest or other applicable payments payable on the Notes and a reduction
in the trading price of the Notes.
SOFR Has a Very Limited History, and the
Future Performance of SOFR Cannot Be Predicted Based on Historical Performance.
The publication of SOFR began in April 2018,
and, therefore, it has a very limited history. In addition, the future performance of SOFR cannot be predicted based on the limited historical
performance. Prior observed patterns, if any, in the behavior of market variables and their relation to SOFR, such as correlations, may
change in the future. While some pre-publication historical data have been released by the Federal Reserve Bank of New York,
such analysis inherently involves assumptions, estimates and approximations. The future performance of SOFR is impossible to predict and
therefore no future performance of SOFR may be inferred from any of the historical actual or historical indicative data. Hypothetical
or historical performance data are not indicative of, and have no bearing on, the potential performance of SOFR. You should not rely on
any historical changes or trends in SOFR as an indicator of the future performance of SOFR. Since the initial publication of SOFR, daily
changes in the rate have, on occasion, been more volatile than daily changes in comparable benchmark or market rates.
SOFR May Be More Volatile Than Other Benchmark
or Market Rates.
Since the initial publication of SOFR, daily
changes in the rate have, on occasion, been more volatile than daily changes in other benchmark or market rates, such as the U.S. dollar
LIBOR Rate, during corresponding periods, and SOFR may bear little or no relation to the historical actual or historical indicative data.
Any Failure of SOFR to Gain Market Acceptance
Could Adversely Affect the Notes.
SOFR was developed for use in certain U.S.
dollar derivatives and other financial contracts as an alternative to U.S. dollar LIBOR in part because it is considered a good representation
of general funding conditions in the overnight U.S. Treasury Repo market. However, as a rate based on transactions secured by U.S. Treasury
securities, it does not measure bank-specific credit risk and, as a result, is less likely to correlate with the unsecured short-term
funding costs of banks. This may mean that market participants would not consider SOFR a suitable replacement or successor for all of
the purposes for which U.S. dollar LIBOR historically has been used (including, without limitation, as a representation of the unsecured
short-term funding costs of banks), which may, in turn, lessen market acceptance of SOFR. Any failure of SOFR to gain market acceptance
could adversely affect the return on and value of the Notes and the price at which investors can sell the Notes in the secondary market.
The Secondary Trading Market for Securities
Linked to SOFR May Be Limited.
Since SOFR is a relatively new market index,
SOFR-linked securities likely will have no established trading market when issued or otherwise, and an established trading market may
never develop or may not be very liquid. If SOFR does not prove to be widely used as a benchmark in securities that are similar or comparable
to the Notes, the trading price of the Notes may be lower than those of securities that are linked to rates that are more widely used.
Similarly, market terms for securities that are linked to SOFR, including, but not limited to, the spread over the reference rate reflected
in the benchmark transition provisions, may evolve over time, and as a result, trading prices of the Notes may be lower than those of
later-issued securities that are based on SOFR. Investors in the Notes may not be able to sell the Notes at all or may not be able to
sell the Notes at prices that will provide them with a yield comparable to similar investments that have a developed secondary market,
and may consequently suffer from increased pricing volatility and market risk.
Historical Levels of SOFR Do Not Guarantee Future Levels.
The historical levels of SOFR do not guarantee its future levels. It
is not possible to predict whether SOFR will rise or fall during the term of the Notes.
Conflicts of Interest
Certain Business, Trading And Hedging Activities Of Us, CIBCWM And
Our Other Affiliates May Create Conflicts With Your Interests And Could Potentially Adversely Affect The Value Of The Notes.
We, CIBCWM or one or more of our other affiliates may engage in trading
and other business activities that are not for your account or on your behalf (such as holding or selling of the Notes for our proprietary
account or effecting secondary market transactions in the Notes for other customers). These activities may present a conflict of interest
between your interest in the Notes and the interests we, CIBCWM or one or more of our other affiliates may have in our or their proprietary
accounts. We, CIBCWM and our other affiliates may engage in any such activities without regard to the Notes or the effect that such activities
may directly or indirectly have on the value of the Notes.
Moreover, we, CIBCWM and our other affiliates play a variety of roles
in connection with the issuance of the Notes, including hedging our obligations under the Notes. We expect to hedge our obligations under
the Notes through CIBCWM, one of our other affiliates and/or another unaffiliated counterparty, which may include any dealer from which
you purchase the Notes. In connection with such activities, the economic interests of us, CIBCWM and our other affiliates may be adverse
to your interests as an investor in the Notes. Any of these activities may adversely affect the value of the Notes. In addition, because
hedging our obligations entails risk and may be influenced by market forces beyond our control, this hedging activity may result in a
profit that is more or less than expected, or it may result in a loss. We, CIBCWM, one or more of our other affiliates or any unaffiliated
counterparty will retain any profits realized in hedging our obligations under the Notes even if investors do not receive a favorable
investment return under the terms of the Notes or in any secondary market transaction. Any profit in connection with such hedging activities
will be in addition to any other compensation that we, CIBCWM, our other affiliates or any unaffiliated counterparty receive for the sale
of the Notes, which creates an additional incentive to sell the Notes to you. We, CIBCWM, our other affiliates or any unaffiliated counterparty
will have no obligation to take, refrain from taking or cease taking any action with respect to these transactions based on the potential
effect on an investor in the Notes.
There Are Potential Conflicts of Interest Between You And The Calculation
Agent.
The Calculation Agent will, among other things, determine the Interest
Rate and decide the amount of your payment for any Interest Payment Date on the Notes. The Calculation Agent will exercise its judgment
when performing its functions. Because determinations made by the Calculation Agent may affect payments on the Notes, the Calculation
Agent may have a conflict of interest if it needs to make any such determination.
In addition, and without limiting the generality of the previous paragraph,
the Calculation Agent may make certain determinations if a “Benchmark Transition Event” (as discussed under “Additional
Terms of the Notes” below) occurs or it may administer a successor rate in certain circumstances as also described herein. For the
avoidance of doubt, any decision made by the Calculation Agent will be effective without consent from the holders of the Notes or any
other party. Potential conflicts of interest may exist between the Bank, the Calculation Agent and holders of the Notes. All determinations
made by the Calculation Agent in such a circumstance will be conclusive for all purposes and binding on the Bank and holders of the Notes.
In making these potentially subjective determinations, the Bank and/or the Calculation Agent may have economic interests that are adverse
to your interests, and such determinations may adversely affect the value of and return on your Notes. Because the continuation of SOFR
on the current basis cannot and will not be guaranteed, the Calculation Agent is likely to exercise more discretion in respect of calculating
interest payable on the Notes than would be the case in the absence of such a need to select a successor rate.
Tax Risks
The Tax Treatment Of The Notes Is Uncertain.
Significant aspects of the tax treatment of the Notes are uncertain.
You should consult your tax advisor about your own tax situation. See “U.S. Federal Income Tax Considerations” and “Certain
Canadian Income Tax Considerations” in this pricing supplement.
General Risks
Payments On The Notes Are Subject To Our Credit Risk, And Actual
Or Perceived Changes In Our Creditworthiness Are Expected To Affect The Value Of The Notes.
The Notes
are our senior unsecured debt obligations and are not, either directly or indirectly, an obligation of any third party. As further described
in the accompanying prospectus and prospectus supplement, the Notes will rank on par with all of our other unsecured and unsubordinated
debt obligations, except such obligations as may be preferred by operation of law. All payments to be made on the Notes, including
the interest payments and the return of the principal amount at maturity, depend on our ability to satisfy our obligations as they come
due. As a result, the actual and perceived creditworthiness of us may affect the market value of the Notes and, in the event we were to
default on our obligations, you may not receive the amounts owed to you under the terms of the Notes. If we default on our obligations
under the Notes, your investment would be at risk and you could lose some or all of your investment. See “Description of Senior
Debt Securities—Events of Default” in the accompanying prospectus.
The Inclusion Of Dealer Spread And Projected Profit From Hedging
In The Original Issue Price Is Likely To Adversely Affect Secondary Market Prices.
Assuming no change in market conditions or any other relevant factors,
the price, if any, at which CIBCWM or any other party is willing to purchase the Notes at any time in secondary market transactions will
likely be significantly lower than the original issue price, since secondary market prices are likely to exclude underwriting commissions
paid with respect to the Notes and the cost of hedging our obligations under the Notes that are included in the original issue price.
The cost of hedging includes the projected profit that we and/or our affiliates may realize in consideration for assuming the risks inherent
in managing the hedging transactions. These secondary market prices are also likely to be reduced by the costs of unwinding the related
hedging transactions. In addition, any secondary market prices may differ from values determined by pricing models used by CIBCWM as a
result of dealer discounts, mark-ups or other transaction costs.
The Notes Will Not Be Listed On Any Securities Exchange And We Do
Not Expect A Trading Market For The Notes To Develop.
The Notes will not be listed on any securities exchange. Although CIBCWM
and/or its affiliates may purchase the Notes from holders, they are not obligated to do so and are not required to make a market for the
Notes. There can be no assurance that a secondary market will develop for the Notes. Because we do not expect that any market makers will
participate in a secondary market for the Notes, the price at which you may be able to sell your Notes is likely to depend on the price,
if any, at which CIBCWM and/or its affiliates are willing to buy your Notes.
If a secondary market does exist, it may be limited. Accordingly,
there may be a limited number of buyers if you decide to sell your Notes prior to maturity. This may affect the price you receive upon
such sale. Consequently, you should be willing to hold the Notes to maturity.
ADDITIONAL
TERMS OF THE NOTES
Temporary Non-Publication of SOFR
CMS1
Subject to the provisions below, if SOFR
CMS1 is not published by the later of (i) 11:00 a.m., New York City time, on the Interest Determination Date and (ii) the related
Interest Reset Date, then the Calculation
Agent shall determine a commercially reasonable alternative for SOFR CMS1, taking into account all available
information that in good faith it considers relevant including a rate implemented by central counterparties and/or futures exchanges (if
any), in each case with trading volumes in derivatives or futures referencing SOFR CMS1 that the Calculation Agent considers
sufficient for that rate to be a representative alternative rate.
Index Cessation Event or Administrator/Benchmark Event
If an Index Cessation Event or an Administrator/Benchmark Event occurs
with respect to SOFR CMS1, then, from and including the Index Cessation Effective
Date or the Administrator/Benchmark Event Date, as applicable, the Alternative Post-Nominated Index rate will apply to the Notes. However,
if by 5:00 p.m., New York City time, on the Cut-off Date, more than one Relevant Nominating Body formally designates, nominates or recommends
an Alternative Post-Nominated Index and those designations, nominations or recommendations are not the same, then the Calculation Agent
Nominated Replacement Index rate will apply to the Notes.
In the event of a replacement of SOFR
CMS1 by either the Alternative Post-Nominated Index rate or the Calculation Agent Nominated Replacement Index rate, the Calculation
Agent shall (i) apply the Adjustment Spread (if applicable) to the Alternative Post-Nominated Index rate or the Calculation Agent Nominated
Replacement Index rate, as applicable, and (ii) after taking into account such Adjustment Spread, make any other adjustments to the terms
of the Notes that are necessary to account for the effect on the Notes of referencing the Alternative Post-Nominated Index rate or the
Calculation Agent Nominated Replacement Index rate, as applicable.
Whenever
the Calculation Agent is required to act, make a determination or exercise judgement pursuant
to a replacement of SOFR CMS1 by either the Alternative Post-Nominated
Index rate or the Calculation Agent Nominated Replacement Index rate,
it shall do so by reference to Relevant Market Data available at, or a reasonable period
of time prior to, the time of notification. The Calculation Agent shall notify the Bank
of any determination it makes pursuant to the replacement of SOFR CMS1
by either the Alternative Post-Nominated Index rate or the Calculation Agent Nominated
Replacement Index rate as soon as reasonably practicable after either of these replacement rates first
apply and, in any event, at least two Business Days before the Cut-off Date.
However, any failure to provide such a notification shall not give rise to an Event of Default (as defined in the Indenture).
Certain defined terms, as used in this section:
“Adjustment Spread” means the adjustment, if any, determined
by the Calculation Agent in its sole discretion, which is required in order to reduce or eliminate, to the extent reasonably practicable,
any transfer of economic value from (i) us to the holders of the Notes or (ii) the holders of the Notes to the Bank, in each case, that
would otherwise arise as a result of the replacement made pursuant to the application of the Calculation Agent Nominated Replacement Index
or the Alternative Post Nominated Index. Any such adjustment may take account of, without limitation, any anticipated transfer of economic
value as a result of any difference in the term structure or tenor of the Calculation Agent Nominated Replacement Index or the Alternative
Post Nominated Index by comparison to the Applicable Benchmark. The Adjustment Spread may be positive, negative or zero or determined
pursuant to a formula or methodology.
“Administrator/Benchmark Event” means the delivery of a
notice by the Bank to the holders of the Notes (which can include posting of such notice through DTC) specifying, and citing Publicly
Available Information that reasonably confirms, an event or circumstance which has the effect that the Bank or the Calculation Agent are
not, or will not be, permitted under any applicable law or regulation to use the Applicable Benchmark to perform our or its respective
obligations under the terms of the Notes.
“Administrator/Benchmark Event Date” means, in respect
of an Administrator/Benchmark Event, the date from which the Applicable Benchmark may no longer be used under any applicable law or regulation
by the Bank or the Calculation Agent or, if that date occurs before the Original Issue Date, the Original Issue Date.
“Alternative Post-Nominated Index” means, in respect of
an Applicable Benchmark, any index, benchmark or other price source which is formally designated, nominated or recommended by: (i) any
Relevant Governmental Body; or (ii) the Administrator or sponsor of the Applicable Benchmark, provided that such index, benchmark or other
price source is substantially the same as the Applicable Benchmark, in each case, to replace the Applicable Benchmark. If a replacement
is designated, nominated or recommended under both clauses (i) and (ii) above, then the replacement under clause (i) above shall be the
“Alternative Post-nominated Index.”
“Applicable Benchmark” means SOFR
CMS1.
“Calculation Agent Nominated Replacement Index” means,
in respect of an Applicable Benchmark, the index, benchmark or other price source that the Calculation Agent determines to be a commercially
reasonable alternative for the Applicable Benchmark.
“Cut-off Date” means fifteen Business Days following the
Administrator/Benchmark Event Date. However, if more than one Relevant Nominating Body formally designates, nominates or recommends an
Alternative Post-Nominated Index or a spread or methodology for calculating a spread and one or more of those Relevant Nominating Bodies
does so on or after the day that is three Business Days before that date, then the Cut-off Date will instead be the second Business Day
following the date that, but for this sentence, would have been the Cut-off Date.
“Index Cessation Effective Date” means, with respect to
one or more Index Cessation Events, the first date on which the Applicable Benchmark would ordinarily have been published or provided
and is no longer published or provided.
“Index Cessation Event” means, with respect to an Applicable
Benchmark, (a) a public statement or publication of information by or on behalf of the Administrator of the Applicable Benchmark announcing
that it has ceased or will cease to provide the Applicable Benchmark permanently or indefinitely, provided that, at the time of the statement
or publication, there is no successor administrator or provider, as applicable, that will continue to provide the Applicable Benchmark;
or (b) a public statement or publication of information by the regulatory supervisor for the Administrator of the Applicable Benchmark,
the central bank for the currency of the Applicable Benchmark, an insolvency official with jurisdiction over the Administrator for the
Applicable Benchmark, a resolution authority with jurisdiction over the Administrator for the Applicable Benchmark or a court or an entity
with similar insolvency or resolution authority over the Administrator for the Applicable Benchmark, which states that the Administrator
of the Applicable Benchmark has ceased or will cease to provide the Applicable Benchmark permanently or indefinitely, provided that, at
the time of the statement or publication, there is no successor administrator or provider that will continue to provide the Applicable
Benchmark.
“Publicly Available Information” means, in respect of an
Administrator/Benchmark Event, one or both of the following: (a) information received from or published by (i) the Administrator or sponsor
of the Applicable Benchmark or (ii) any national, regional or other supervisory or regulatory authority which is responsible for supervising
the Administrator or sponsor of the Applicable Benchmark or regulating the Applicable Benchmark. However, where any information of the
type described in (i) or (ii) is not publicly available, it shall only constitute Publicly Available Information if it can be made public
without violating any law, regulation, agreement, understanding or other restriction regarding the confidentiality of that information;
or (b) information published in a Specified Public Source (regardless of whether the reader or user thereof pays a fee to obtain that
information).
“Relevant
Governmental Body” means the Board of Governors of the Federal Reserve System and/or the Federal Reserve Bank of New York,
or a committee officially endorsed or convened by the Board of Governors of the Federal Reserve System and/or the Federal Reserve Bank
of New York or any successor thereto.
“Relevant Market Data” means, in relation to a determination,
any relevant information that: (i) has been supplied by one or more third parties (which may include central counterparties, exchanges,
dealers in the relevant market, information vendors, brokers or other recognized sources of market information) but not any third party
that is an affiliate of the Calculation Agent or (ii) to the extent that the information is not readily available from such third parties
or would not produce a commercially reasonable result, has been obtained from internal sources (which may include an affiliate of the
Calculation Agent, provided that the information is of the same type as that used by the Calculation Agent in a comparable manner in the
ordinary course of its business).
“Relevant
Nominating Body” means (i) the Board of Governors of the Federal Reserve System or any central
bank or other supervisor which is responsible for supervising either the USD SOFR ICE Swap Rate or the Administrator; or (ii) any
working group or committee officially endorsed or convened by: (a) the Board of Governors of the Federal Reserve System; (b) any central
bank or other supervisor which is responsible for supervising either the USD SOFR ICE Swap Rate or the Administrator; (c) a group
of those central banks or other supervisors; or (d) the Financial Stability Board or any part thereof.
“Specified Public Source” means each of Bloomberg, Refinitiv,
Dow Jones Newswires, The Wall Street Journal, The New York Times, the Financial Times and, in each case, any successor publications, the
main source(s) of business news in the country in which the Administrator or the sponsor of the Applicable Benchmark is incorporated or
organized and any other internationally recognized published or electronically displayed news sources.
THE
REFERENCE RATES
All information regarding the Reference Rates set forth in this document
has been derived from publicly available information. Neither we nor any of our affiliates have independently verified the accuracy or
the completeness of all information regarding the Reference Rates that we have derived from publicly available sources. Neither we nor
any of our affiliates are under any obligation to update, modify or amend all information regarding the Reference Rates or the historical
performance of the Reference Rates.
SOFR CMS1 for any U.S. Government Securities Business Day is the 1
Year SOFR-linked interest rate swap (Bloomberg ticker: USISSO01 <Index>), as published on the ICE website opposite the heading “1
Year” at approximately 11:00 a.m., New York City time, on the applicable U.S. Government Securities Business Day. SOFR CMS1 measures
the fixed rate of interest payable on a hypothetical fixed-for-floating SOFR interest rate swap transaction with a maturity of 1 year.
In such a hypothetical swap transaction, the fixed rate of interest, payable annually on the basis of the actual number of days over 360
days in the relevant year, is exchangeable for a floating payment stream of SOFR compounded in arrears for twelve months using standard
market conventions.
Historical Performance of SOFR CMS1
The following graph sets forth of the historical performance of SOFR
CMS1 for the period from November 18, 2021 to May 24, 2024. On May 24, 2024, the rate of SOFR CMS1 was 5.211%. We obtained the rates below
from Bloomberg Professional® Service (“Bloomberg”) without independent verification. The historical performance
of SOFR CMS1 should not be taken as an indication of its future performance, and no assurances can be given as to SOFR CMS1 at any time
during the term of the Notes, including the Interest Determination Dates. We cannot give you assurance that the SOFR CMS1 will outperform
the applicable Minimum Rate as of any Interest Determination Date.
Historical Performance of SOFR CMS1
Source:
Bloomberg
Historical Performance of SOFR
The following graph sets forth of the historical performance of SOFR
for the period from April 3, 2018 to May 24, 2024. On May 24, 2024, the rate of SOFR was 5.31%. We obtained the rates below from Bloomberg
without independent verification. The historical performance of should not be taken as an indication of its future performance, and no
assurances can be given as to SOFR at any time during the term of the Notes. We cannot give you assurance that the sum of the Compounded
SOFR calculated on any Valuation Date and 0.62% will outperform the applicable Minimum Rate.
Historical Performance of SOFR
Source:
Bloomberg
U.S.
FEDERAL INCOME TAX CONSIDERATIONS
The following discussion is a brief summary of the material U.S. federal
income tax considerations relating to an investment in the Notes. The following summary is not complete and is both qualified and supplemented
by (although to the extent inconsistent supersedes) the discussion entitled “Material Income Tax Consequences—United States
Taxation” in the accompanying prospectus, which you should carefully review prior to investing in the Notes. It applies only to
those U.S. Holders who are not excluded from the discussion of United States Taxation in the accompanying prospectus.
You should consult your tax advisor concerning the U.S. federal
income tax and other tax consequences of your investment in the Notes in your particular circumstances, including the application of state,
local or other tax laws and the possible effects of changes in federal or other tax laws.
In the opinion of Mayer Brown LLP, the Notes should be treated as debt
instruments for U.S. federal income tax purposes. Assuming such treatment is respected, the coupon on a Note will be taxable to a U.S.
Holder as ordinary interest income at the time it accrues or is received in accordance with the U.S. Holder’s normal method of accounting
for tax purposes. Please see the discussion in the prospectus under the section entitled “Material Income Tax Consequences—United
States Taxation—Variable Interest Rate Securities” for a discussion of the OID consequences applicable to the Notes. Under
these rules, based on the rates in effect as of the date of this pricing supplement, we expect that the Notes will be issued with more
than de minimis OID.
Upon the sale, exchange, retirement or other disposition of a Note,
a U.S. Holder will recognize taxable gain or loss equal to the difference, if any, between the amount realized on the sale, exchange,
retirement or other disposition, other than accrued but unpaid interest which will be taxable as interest, and such U.S. Holder’s
adjusted tax basis in the Note. A U.S. Holder’s adjusted tax basis in a Note generally will equal the cost of the Note to such U.S.
Holder, increased by any OID previously included in income with respect to the Note, and decreased by the amount of any payment (other
than a payment of qualified stated interest) received in respect of the Note. Any gain or loss on the sale, exchange, retirement or other
disposition of a Note will generally be capital gain or loss. For a non-corporate U.S. Holder, under current law, the maximum marginal
U.S. federal income tax rate applicable to the gain will be generally lower than the maximum marginal U.S. federal income tax rate applicable
to ordinary income if the U.S. Holder’s holding period for the Notes exceeds one year (i.e., such gain is long-term capital gain).
Any gain or loss realized on the sale, exchange, retirement or other disposition of a Note generally will be treated as U.S. source gain
or loss, as the case may be. Consequently, a U.S. Holder may not be able to claim a credit for any non-U.S. tax imposed upon a disposition
of a Note. The deductibility of capital losses is subject to limitations.
CERTAIN
CANADIAN INCOME TAX CONSIDERATIONS
In the opinion of Blake, Cassels & Graydon LLP, our Canadian tax
counsel, the following summary describes the principal Canadian federal income tax considerations under the Income Tax Act (Canada) and
the regulations thereto (the “Canadian Tax Act”) generally applicable at the date hereof to a purchaser who acquires beneficial
ownership of a Note pursuant to this pricing supplement and who for the purposes of the Canadian Tax Act and at all relevant times: (a)
is neither resident nor deemed to be resident in Canada; (b) deals at arm’s length with the Issuer and any transferee resident (or
deemed to be resident) in Canada to whom the purchaser disposes of the Note; (c) does not use or hold and is not deemed to use or hold
the Note in, or in the course of, carrying on a business in Canada; (d) is entitled to receive all payments (including any interest and
principal) made on the Note; (e) is not a, and deals at arm’s length with any, “specified shareholder” of the Issuer
for purposes of the thin capitalization rules in the Canadian Tax Act; and (f) is not an entity in respect of which the Issuer or any
transferee resident (or deemed to be resident) in Canada to whom the purchaser disposes of, loans or otherwise transfers the Note is a
“specified entity”, and is not a “specified entity” in respect of such a transferee, in each case, for purposes
of the Hybrid Mismatch Proposals, as defined below (a “Non-Resident Holder”). Special rules which apply to non-resident insurers
carrying on business in Canada and elsewhere are not discussed in this summary.
This summary assumes that no amount paid or payable to a holder described
herein will be the deduction component of a “hybrid mismatch arrangement” under which the payment arises within the meaning
of proposed paragraph 18.4(3)(b) of the Canadian Tax Act contained in the revised proposals with respect to “hybrid mismatch arrangements”
included in the proposals to amend the Canadian Tax Act released by the Minister of Finance (Canada) on November 28, 2023 (the “Hybrid
Mismatch Proposals”). Investors should note that the Hybrid Mismatch Proposals are in draft form, are highly complex, and there
remains significant uncertainty as to their interpretation and application. There can be no assurance that the Hybrid Mismatch Proposals
will be enacted in their current form, or at all.
This summary is supplemental to and should be read together with the
description of material Canadian federal income tax considerations relevant to a Non-Resident Holder owning Notes under “Material
Income Tax Consequences—Canadian Taxation” in the accompanying prospectus and a Non-Resident Holder should carefully read
that description as well.
This summary is of a general nature only and is not intended to
be, nor should it be construed to be, legal or tax advice to any particular Non-Resident Holder. Non-Resident Holders are advised to consult
with their own tax advisors with respect to their particular circumstances.
Based on Canadian tax counsel’s understanding of the Canada Revenue
Agency’s administrative policies and having regard to the terms of the Notes, interest payable on the Notes should not be considered
to be “participating debt interest” as defined in the Canadian Tax Act and accordingly, a Non-Resident Holder should not be
subject to Canadian non-resident withholding tax in respect of amounts paid or credited or deemed to have been paid or credited by the
Issuer on a Note as, on account of or in lieu of payment of, or in satisfaction of, interest.
Non-Resident
Holders should consult their own advisors regarding the consequences to them of a disposition of the Notes to a person with whom they
are not dealing at arm’s length for purposes of the Canadian Tax Act.
SUPPLEMENTAL PLAN OF DISTRIBUTION
(CONFLICTS OF INTEREST)
CIBCWM will purchase the Notes from CIBC at the price to public less
the underwriting discount set forth on the cover page of this pricing supplement for distribution to other registered broker-dealers,
or will offer the Notes directly to investors. CIBCWM or other registered broker-dealers will offer the Notes at the price to public set
forth on the cover page of this pricing supplement. CIBCWM may receive a commission of $1.50 (0.15%) per $1,000 principal amount of the
Notes and may use a portion or all of that commission to allow selling concessions to other dealers in connection with the distribution
of the Notes. The other dealers may forgo, in their sole discretion, some or all of their selling concessions. The price to public for
Notes purchased by certain fee-based advisory accounts will be 99.85% of the principal amount of the Notes. Any sale of a note to a fee-based
advisory account at a price to public below 100.00% of the principal amount will reduce the agent’s commission specified on the
cover page of this pricing supplement with respect to such note. The price to public paid by any fee-based advisory account will be reduced
by the amount of any fees assessed by the dealers involved in the sale of the Notes to such advisory account but not by more than 0.15%
of the principal amount of the Notes.
CIBCWM is our affiliate, and is deemed to have a conflict of interest
under FINRA Rule 5121. In accordance with FINRA Rule 5121, CIBCWM may not make sales in this offering to any of its discretionary accounts
without the prior written approval of the customer.
We
may use this pricing supplement in the initial sale of the Notes. In addition, CIBCWM or any of
our other affiliates may use this pricing supplement in market-making transactions in any Notes after their initial sale. Unless CIBCWM
or we inform you otherwise in the confirmation of sale, this pricing supplement is being used by CIBCWM in a market-making transaction.
While CIBCWM may make markets
in the Notes, it is under no obligation to do so and may discontinue any market-making activities at any time without notice. See the
section titled “Supplemental Plan of Distribution (Conflicts of Interest)” in the accompanying prospectus supplement.
The price at which you purchase
the Notes includes costs that the Bank or its affiliates expect to incur and profits that the Bank or its affiliates expect to realize
in connection with hedging activities related to the Notes. These costs and profits will likely reduce the secondary market price, if
any secondary market develops, for the Notes. As a result, you may experience an immediate and substantial decline in the market value
of your Notes on the Original Issue Date.
VALIDITY
OF THE NOTES
In the opinion of Blake, Cassels & Graydon LLP,
as Canadian counsel to the Bank, the issue and sale of the Notes has been duly authorized by all necessary corporate action of the Bank
in conformity with the indenture, and when the Notes have been duly executed, authenticated and issued in accordance with the indenture,
the Notes will be validly issued and, to the extent validity of the Notes is a matter governed by the laws of the Province of Ontario
or the federal laws of Canada applicable therein, will be valid obligations of the Bank, subject to applicable bankruptcy, insolvency
and other laws of general application affecting creditors’ rights, equitable principles, and subject to limitations as to the currency
in which judgments in Canada may be rendered, as prescribed by the Currency Act (Canada). This opinion is given as of the date
hereof and is limited to the laws of the Province of Ontario and the federal laws of Canada applicable therein. In addition, this opinion
is subject to customary assumptions about the Trustee’s authorization, execution and delivery of the indenture and the genuineness
of signature, and to such counsel’s reliance on the Bank and other sources as to certain factual matters, all as stated in the opinion
letter of such counsel dated June 6, 2023, which has been filed as Exhibit 5.2 to the Bank’s Registration Statement on Form F-3
filed with the SEC on June 6, 2023.
In the opinion of Mayer Brown LLP, when the Notes
have been duly completed in accordance with the indenture and issued and sold as contemplated by this pricing supplement and the accompanying
prospectus supplement and prospectus, the Notes will constitute valid and binding obligations of the Bank, entitled to the benefits of
the indenture, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability
relating to or affecting creditors’ rights and to general equity principles. This opinion is given as of the date hereof and is
limited to the laws of the State of New York. This opinion is subject to customary assumptions about the Trustee’s authorization,
execution and delivery of the indenture and such counsel’s reliance on the Bank and other sources as to certain factual matters,
all as stated in the legal opinion dated June 6, 2023, which has been filed as Exhibit 5.1 to the Bank’s Registration Statement
on Form F-3 filed with the SEC on June 6, 2023.
Exhibit 107.1
The pricing supplement to which this Exhibit is attached is a final
prospectus for the related offering(s). The maximum aggregate offering price of the related offering(s) is $25,000,000.
Canadian Imperial Bank o... (NYSE:CM)
Gráfica de Acción Histórica
De May 2024 a Jun 2024
Canadian Imperial Bank o... (NYSE:CM)
Gráfica de Acción Histórica
De Jun 2023 a Jun 2024