Canadian Imperial Bank of Commerce : Publication of Amended Final Terms (XS3061479351, SPUK 065)
CM.TO
Published on 06/11/2025 at 12:39
Terms used herein shall be deemed to be defined as such for the purposes of the terms and conditions (the "Conditions") set forth in the Base Prospectus dated 24 January 2025 and the supplements to the Prospectus dated 28 February 2025 and 30 May 2025, which together constitute a base prospectus (the "Prospectus") for the purposes of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA (the "UK Prospectus Regulation"). This document constitutes the Final Terms of the Notes described herein for the purposes of the UK Prospectus Regulation and must be read in conjunction with such Prospectus as so supplemented. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of this Final Terms and the Prospectus as so supplemented. The Prospectus and the supplements to the Prospectus are available for viewing during normal business hours at and copies may be obtained from the registered office of the Issuer at 81 Bay Street, CIBC Square, Toronto, Ontario, Canada M5J 0E7, and at the office of Fiscal Agent, Deutsche Bank AG, London Branch at 21 Moorfields, London EC2Y 9DB.
(a) Series Number: SPUK 065
Tranche Number 1
Date on which the Notes become fungible:
Not Applicable
Specified Currency: British Pounds Sterling ("GBP")
Aggregate Nominal Amount:
Series: GBP 1,006,351
Tranche: GBP 1,006,351
Issue Price: 100 per cent. of the Aggregate Nominal Amount
(a) Specified Denominations: GBP 1,000 and integral multiples of GBP 1 in excess thereof up to
and including GBP 1,999
Minimum Trading Size: Applicable. The Minimum Trading Size is GBP 1,000 in aggregate
nominal amount
Calculation Amount: GBP 1
(a) Issue Date: 24 June 2025
Trade Date: 22 April 2025
Interest Commencement Date: Issue Date
Maturity Date: 24 June 2032
Subject to any early redemption.
Type of Notes:
Interest: Index Linked Note
(Further particulars specified below in "PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE")
Redemption: Index Linked Note
(Further particulars specified below in "PROVISIONS RELATING TO REDEMPTION")
Capital Protection: Not Applicable
Bail-inable Notes: No
Date Board approval for issuance of Notes obtained:
Not Applicable
Method of distribution: Non-syndicated
Asset Conditions: Index Linked Asset Conditions applicable in accordance with Annex 1
Fixed Rate Note: Not Applicable
Floating Rate Note: Not Applicable
Linked Interest Note: Applicable - Index Linked Note
(See paragraph "PROVISIONS RELATING TO THE
UNDERLYING(s) IF ANY" for further information in relation to the Underlying Asset)
Applicable to: All Interest Accrual Periods
Interest Payment Date(s): Each date set forth in the Interest Payment Table in the column
entitled "Interest Payment Date(s)"
Interest Period Date(s): Not Applicable
Interest Determination Date(s): Each date set forth in the Interest Payment Table in the column
entitled "Interest Valuation Date(s)"
Business Day Convention for the purposes of adjustment of "Interest Accrual Periods" in accordance sub-paragraph (h) below:
Not Applicable
Additional Business Centres: Not Applicable
Day Count Fraction: Not Applicable
Interest Accrual Periods: Not Applicable
Determination Date(s): Not Applicable
Calculation Agent responsible for calculating the Linked Interest Rate and the Interest Amount:
Canadian Imperial Bank of Commerce, Toronto
Interest Payoff: Applicable
Interest Payoff Condition: Phoenix Without Memory
Coupon Barrier Event: Greater than or equal to applies
Calculation Amount (CA): GBP 1
Interest Rate 0.62 per cent.
Interest Valuation Date(s): Each date set forth in the Interest Payment Table in the column entitled "Interest Valuation Date(s)"
t:
Coupon Barrier Level:
Interest Valuation Date(s):
Interest Payment Date(s):
1
65% x Initial Price
10 July 2025
24 July 2025
2
65% x Initial Price
11 August 2025
26 August 2025
3
65% x Initial Price
10 September 2025
24 September 2025
4
65% x Initial Price
10 October 2025
24 October 2025
5
65% x Initial Price
10 November 2025
24 November 2025
6
65% x Initial Price
10 December 2025
24 December 2025
7
65% x Initial Price
12 January 2026
26 January 2026
8
65% x Initial Price
10 February 2026
24 February 2026
9
65% x Initial Price
10 March 2026
24 March 2026
10
65% x Initial Price
10 April 2026
24 April 2026
11
65% x Initial Price
11 May 2026
26 May 2026
12
65% x Initial Price
10 June 2026
24 June 2026
13
65% x Initial Price
10 July 2026
24 July 2026
14
65% x Initial Price
10 August 2026
24 August 2026
15
65% x Initial Price
10 September 2026
24 September 2026
16
65% x Initial Price
12 October 2026
26 October 2026
17
65% x Initial Price
10 November 2026
24 November 2026
18
65% x Initial Price
10 December 2026
24 December 2026
19
65% x Initial Price
11 January 2027
25 January 2027
20
65% x Initial Price
10 February 2027
24 February 2027
21
65% x Initial Price
10 March 2027
24 March 2027
22
65% x Initial Price
12 April 2027
26 April 2027
23
65% x Initial Price
10 May 2027
24 May 2027
24
65% x Initial Price
10 June 2027
24 June 2027
25
65% x Initial Price
12 July 2027
26 July 2027
26
65% x Initial Price
10 August 2027
24 August 2027
27
65% x Initial Price
10 September 2027
24 September 2027
28
65% x Initial Price
11 October 2027
25 October 2027
29
65% x Initial Price
10 November 2027
24 November 2027
30
65% x Initial Price
10 December 2027
24 December 2027
31
65% x Initial Price
10 January 2028
24 January 2028
32
65% x Initial Price
10 February 2028
24 February 2028
33
65% x Initial Price
10 March 2028
24 March 2028
34
65% x Initial Price
10 April 2028
26 April 2028
35
65% x Initial Price
10 May 2028
24 May 2028
36
65% x Initial Price
12 June 2028
26 June 2028
37
65% x Initial Price
10 July 2028
24 July 2028
38
65% x Initial Price
10 August 2028
24 August 2028
39
65% x Initial Price
11 September 2028
25 September 2028
40
65% x Initial Price
10 October 2028
24 October 2028
41
65% x Initial Price
10 November 2028
24 November 2028
42
65% x Initial Price
11 December 2028
27 December 2028
43
65% x Initial Price
10 January 2029
24 January 2029
44
65% x Initial Price
12 February 2029
26 February 2029
45
65% x Initial Price
12 March 2029
26 March 2029
46
65% x Initial Price
10 April 2029
24 April 2029
47
65% x Initial Price
10 May 2029
24 May 2029
48
65% x Initial Price
11 June 2029
25 June 2029
49
65% x Initial Price
10 July 2029
24 July 2029
50
65% x Initial Price
10 August 2029
24 August 2029
51
65% x Initial Price
10 September 2029
24 September 2029
52
65% x Initial Price
10 October 2029
24 October 2029
53
65% x Initial Price
12 November 2029
26 November 2029
54
65% x Initial Price
10 December 2029
24 December 2029
55
65% x Initial Price
10 January 2030
24 January 2030
56
65% x Initial Price
11 February 2030
25 February 2030
57
65% x Initial Price
11 March 2030
25 March 2030
58
65% x Initial Price
10 April 2030
26 April 2030
59
65% x Initial Price
10 May 2030
24 May 2030
60
65% x Initial Price
10 June 2030
24 June 2030
61
65% x Initial Price
10 July 2030
24 July 2030
62
65% x Initial Price
12 August 2030
27 August 2030
63
65% x Initial Price
10 September 2030
24 September 2030
64
65% x Initial Price
10 October 2030
24 October 2030
65
65% x Initial Price
11 November 2030
25 November 2030
66
65% x Initial Price
10 December 2030
24 December 2030
67
65% x Initial Price
10 January 2031
24 January 2031
68
65% x Initial Price
10 February 2031
24 February 2031
69
65% x Initial Price
10 March 2031
24 March 2031
70
65% x Initial Price
10 April 2031
28 April 2031
71
65% x Initial Price
12 May 2031
27 May 2031
72
65% x Initial Price
10 June 2031
24 June 2031
73
65% x Initial Price
10 July 2031
24 July 2031
74
65% x Initial Price
11 August 2031
26 August 2031
75
65% x Initial Price
10 September 2031
24 September 2031
76
65% x Initial Price
10 October 2031
24 October 2031
77
65% x Initial Price
10 November 2031
24 November 2031
78
65% x Initial Price
10 December 2031
24 December 2031
79
65% x Initial Price
12 January 2032
26 January 2032
80
65% x Initial Price
10 February 2032
24 February 2032
81
65% x Initial Price
10 March 2032
24 March 2032
82
65% x Initial Price
12 April 2032
26 April 2032
83
65% x Initial Price
10 May 2032
24 May 2032
84
65% x Initial Price
10 June 2032 (the "Final Valuation Date")
24 June 2032 (the "Maturity Date")
Redemption Determination Date(s): For the purposes of determining the Final Redemption Amount, the
Final Valuation Date
For the purposes of determining an Early Redemption Amount, the relevant Early Redemption Observation Date
Call Option: Not Applicable
Put Option: Not Applicable
Bail-inable Notes - TLAC Disqualification Event Call Option:
Not Applicable
Early Redemption Amount:
Early Redemption Amount(s) of each Note: payable on redemption for tax reasons, on Event of Default or Illegality and Force Majeure or other early redemption in accordance with the Conditions
Fair Market Redemption Amount calculated in accordance with General Condition 5.4. For the purposes hereof the provision "The Fair Market Value Redemption Amount specified above shall be determined taking into account any amounts in respect of accrued but unpaid interest, and accordingly no other amount of" shall be deemed to be deleted from General Condition 5.4(a) and replaced with "No amount of".
Hedge Amount Not Applicable
Fair Market Value Redemption Amount Percentage:
Not Applicable
Automatic (Autocall) Early Redemption for the purposes of General Condition
5.2 and Automatic Early Redemption Conditions (Annex 3):
Applicable
Performance ER For the purposes of Performance ER in the definition of Automatic
Early Redemption Event, greater than or equal to applies.
Early Redemption Amount: Determined in accordance with Barrier Reverse Convertible (Worst
Redemption Unwind Costs: Not Applicable
Reference Price Percentage:
Not Applicable
Early Redemption Barrier (ERB):
As specified in the Early Redemption Table in the column entitled "Early Redemption Barrier (ERB))"
Early Redemption Date(s): Each date set forth in the Early Redemption Table in the column entitled "Early Redemption Date(s)"
Early Redemption Observation Date(s):
Each date set forth in the Early Redemption Table in the column entitled "Early Redemption Observation Date(s) / Valuation Date(s)"
Early Redemption Observation Period:
Not Applicable
Initial Price: Official closing price of the Underlying Asset on 10 June 2025 (the
"Strike Date")
Relevant Timing: On each Early Redemption Observation Date
Underlying Performance Type:
Worst-of
Valuation Date(s): Each date set forth in the Early Redemption Table in the column
entitled "Early Redemption Observation Date(s) / Valuation Date(s)"
Valuation Price: Official closing price of the Underlying Asset on the Valuation Date
t:
Early Redemption Barrier (ERB):
Early Redemption Observation Date(s) / Valuation Date(s):
Early Redemption Date(s):
1
100% x Initial Price
10 June 2027
24 June 2027
2
100% x Initial Price
12 June 2028
26 June 2028
3
100% x Initial Price
11 June 2029
25 June 2029
4
100% x Initial Price
10 June 2030
24 June 2030
5
100% x Initial Price
10 June 2031
24 June 2031
Final Redemption Amount for the purposes of General Condition 5.1 (Final Redemption) determined in accordance with:
Applicable
Redemption Payoff: Determined in accordance with Barrier Reverse Convertible (Worst
of)
- Final Redemption Percentage:
100 per cent.
Redemption Unwind Costs: Not Applicable
Reference Price Percentage:
Not Applicable
Initial Price: Official closing price of the Underlying Asset on the Strike Date (as
specified in Paragraph 20)
Strike Price: The product of (a) 100 per cent. and (b) the Initial Price of the relevant
Underlying Asset
Kick-in Event: In the definition of Kick-in Event, less than applies
Kick-in Level: The product of (a) 65 per cent. and (b) the Initial Price of the relevant
Underlying Asset
PL ("Protection Level"): Not Applicable
Early Redemption Level: Not Applicable
Fair Market Value Redemption Amount:
Not Applicable
(a) Index Linked Note: Index Linked Interest and Redemption Note: Applicable in accordance
with Annex 1, Chapter 1
Single Underlying: Not Applicable
Basket: Applicable
Scheduled Trading Day: Scheduled Trading Day (All Indices Basis)
Exchange Business Day: Exchange Business Day (All Indices Basis)
Applicable for the purposes of:
Interest Payoff Condition: Phoenix without Memory Redemption Payoff: Barrier Reverse Convertible (Worst of) Automatic (Autocall) Early Redemption
Index
Exchange
Multiple Exchange
Index Sponsor
Related Exchange
Valuation Time
Bloomberg Ticker
Currency
Standard and Poor's 500® Index
NASDAQ, The
New York Stock Exchange
Applicable
S&P Dow Jones Indices
All Exchanges
Closing
SPX Index
USD
EURO STOXX 50®
Index
Eurex
Applicable
STOXX Limited
All Exchanges
Closing
SX5E Index
EUR
Additional Disruption Event: The following Additional Disruption Events apply to the Notes:
Change in Law Hedging Disruption
Increased Cost of Hedging Dividend Disruption
Other Events: Not Applicable
Correction of Index Levels: Applicable: The Reference Price shall be calculated without regard to
any subsequently published correction
Correction Cut-Off Date: 2 Business Days prior to the Maturity Date
Observation Date(s): As per the definition in Index Linked Asset Condition 2
Observation Period: Not Applicable
Averaging Date Disruption: Not Applicable
Maximum Days of Disruption:
8 Scheduled Trading Days
Payment Extension Days: 2 Payment Business Days
Clearance System: As per the definition in Index Linked Asset Condition 2
Multiplier: Not Applicable
Equity Linked Note: Not Applicable
Fund Linked Note: Not Applicable
Preference Share Linked Note: Not Applicable
Delivery: Cash Settlement
(a) Form: Registered Form:
Registered Global Note registered in the name of a nominee for a common depositary for Euroclear and Clearstream, Luxembourg
Notes in New Global Note form No
Business Day Convention for the purposes of "Payment Business Day" election in accordance with General Condition 6.6 (Payment Business Day):
Following Business Day Convention
Additional Financial Centre(s): Not Applicable
Additional Business Centre(s): Not Applicable
Talons for future Coupons or Receipts to No be attached to Definitive Bearer Notes
and dates on which such Talons mature:
Redenomination (for the purposes of General Condition 11):
Not Applicable
(a) Calculation Agent: Canadian Imperial Bank of Commerce, Toronto
81 Bay Street, CIBC Square, Toronto, Ontario M5J 0E7, Canada
(a) Governing Law English Law
Relevant Index Benchmark: As per the definition in Index Linked Asset Condition 2
Specified Public Source: As per the definition in the Definitions Condition
Impacted Index: Not Applicable
Close of Business: Not Applicable
The information included herein with respect to indices and/or formulas comprising, based on or referring to variations in the prices of one or more shares in companies, any other equity or non-equity securities, currencies or currency exchange rates, interest rates, credit risks, fund units, shares in investment companies, term deposits, life insurance contracts, loans, commodities or futures contracts on the same or any other underlying instrument(s) or asset(s) or the occurrence or not of certain events not linked to the Issuer or any other factors to which the Notes are linked (the "Underlying") consists only of extracts from, or summaries of publicly available information. The Issuer accepts responsibility that such extracts or summaries have been accurately reproduced and that, so far as it is aware, and is able to ascertain from information published by the issuer, owner or sponsor, as the case may be, of such Underlying, no facts have been omitted that would render the reproduced extracts or summaries inaccurate or misleading. No further or other responsibility in respect of such information is accepted by the Issuer. In particular, neither the Issuer nor any Dealer accepts responsibility in respect of
the accuracy or completeness of the information set forth herein concerning the Underlying of the Notes or that there has not occurred any event which would affect the accuracy or completeness of such information.
Signed on behalf of the Issuer:
By:
By:
Duly authorized
Listing and admission to trading: Application is expected to be made by the Issuer (or on its
behalf) for the Notes to be admitted to trading on the London Stock Exchange's main market with effect from the Issue date and to be listed on the Official List of the FCA.
Ratings: The Notes to be issued have not been rated.
Save as discussed in "Subscription and Sale" in the Base Prospectus and save for any fees payable to the Initial Authorised Offeror in connection with the issue of Notes, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer. The Dealer and its affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer in the ordinary course.
Reasons for the offer: See the "Use of Proceeds" section of the Base Prospectus.
Estimated net proceeds: An amount equal to 98.65 per cent. of the final Aggregate
Principal Amount of the Notes issued on the Issue Date. For the avoidance of doubt, the estimated net proceeds reflect the proceeds to be received by the Issuer on the Issue Date. They are not a reflection of the fees payable by/to the Dealer and/or the Authorised Offeror.
Estimated total expenses: GBP 975 (listing fee)
Indication of yield: Not Applicable
Not Applicable
Underlying: Standard and Poor's 500® Index (Bloomberg Ticker: SPX Index)
EURO STOXX 50® Index (Bloomberg Ticker: SX5E Index)
Where past and future performance and volatility of the Underlying can be obtained from, free of charge:
The performance of the Notes is linked to the performance of the Standard and Poor's 500® Index and the EURO STOXX 50® Index.
Information about the past and future performance of the Standard and Poor's 500® Index and its volatility can be obtained from, free of charge:
https://us.spindices.com/indices/equity/sp-500
Information about the past and future performance of the EURO STOXX 50® Index and its volatility can be obtained from, free of charge:
https://http://www.stoxx.com/index.html
The Issuer does not intend to publish post-issuance information in relation to any underlying element to which the Notes are linked.
Not Applicable
Method of distribution Non-syndicated
If syndicated: Not Applicable
If non-syndicated, name and address of Dealer
The following Dealer is procuring subscribers for the Notes:
Canadian Imperial Bank of Commerce, London Branch, 150 Cheapside, London, EC2V 6ET
Indication of the overall amount of the underwriting commission and of the placing commission:
No commissions are payable by the Issuer to the Dealer
The fee payable by the Dealer to the Initial Authorised Offeror is up to 2.00 per cent. per Specified Denomination. and may take the form of a commission or a discount to the purchase price in respect of such Notes
U.S. Selling Restrictions: Reg. S Compliance Category 2 TEFRA Not Applicable
Public Offer where there is no exemption from the obligation under the FSMA to publish a prospectus:
Applicable
Offer Period: An offer of the Notes may be made other than pursuant to Article 3(2) of the UK Prospectus Regulation in the United Kingdom during the period from (and including) 29 April 2025 to (and including) 10 June 2025 (the "Offer Period").
See further Paragraph 12 below.
Financial intermediaries granted specific consent to use the Base Prospectus in accordance with the conditions in it:
Meteor Asset Management Limited, 24/25 The Shard,
32 London Bridge Street, London SE1 9SG, United Kingdom (the "Initial Authorised Offeror",
Any additional financial intermediary appointed by the Issuer and whose name is published on the Issuer's website and identified as an Authorised Offeror in
respect of the relevant Public Offer (each and "Additional Authorised Offeror" and together with the Initial Authorised Offeror, the "Authorised Offerors")
(g)
(h)
General Consent:
Other Authorised Offeror Terms:
Prohibition of Sales to EEA Retail Investors: Prohibition of Sales to UK Retail Investors
Not Applicable Not Applicable Applicable
Not Applicable
(i)
U.S. Dividend Equivalent Withholding
Not Applicable. The Issuer has determined that the Notes
(without regard to any other transactions) should not be
subject to US withholding tax under Section 871(m) of the US Internal Revenue Code and regulations promulgated
thereunder.
ISIN Code: XS3061479351
Temporary ISIN Not Applicable
Common Code 306147935
Other applicable Note identification number Not Applicable
Relevant clearing system(s) other than Euroclear Bank SA/NV and Clearstream Banking, S.A. and the relevant identification number(s)
Not Applicable
Delivery: Delivery against payment
Names and addresses of additional Paying Agent(s) (if any)
Not Applicable
Notes intended to be held in a manner which would allow Eurosystem eligibility:
No. While the designation is specified as "no" at the date of these Final Terms, should the Eurosystem eligibility criteria be amended in the future such that the Notes are capable of meeting them, the Notes may then be deposited with one of the ICSDs as common safekeeper). Note that this does not necessarily mean that the Notes will then be recognised as eligible collateral for Eurosystem monetary policy and intraday credit operations by the Eurosystem at any time during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met
UK Benchmarks Regulation: Article 29(2) statement on benchmarks:
Applicable: Amounts payable under the Notes are calculated by reference to the Standard and Poor's 500® Index and the EURO STOXX 50® Index which are provided by S&P Dow Jones Indices LLC and STOXX Limited (each, the "Administrator").
As of the date of these Final Terms, S&P Dow Jones Indices LLC is included in the register of administrators and benchmarks established and maintained by the Financial Conduct Authority ("FCA") pursuant to Article 36 of the UK Benchmarks Regulation (Regulation (EU) 2016/1011) as it forms part of UK domestic law by virtue of the European (Withdrawal) Act 2018 (as amended) (as amended, the "UK Benchmarks Regulation").
As of the date of these Final Terms, STOXX Limited is not included in the register of administrators and benchmarks established and maintained by the FCA pursuant to Article 36 of the UK Benchmarks Regulation.
As far as the Issuer is aware the transitional provisions of Article 51 of the UK Benchmarks Regulation apply, such that STOXX Limited is not currently required to obtain authorisation or registration (or, if located outside the United Kingdom, recognition, endorsement or equivalence).
Offer Price: Issue Price
Conditions to which the offer is subject: An offer of the Notes may be made by the Authorised
Offeror(s) other than pursuant to Article 3(2) of the UK Prospectus Regulation in the United Kingdom (the "UK Public Offer") during the Offer Period, subject to the conditions set out in the Base Prospectus.
GBP 1,006,351 in aggregate principal amount of the Notes will be issued and the criterion/condition for determining the final amount of Notes will be investor demand.
The Issuer may close the Offer Period before 10 June 2025 if the Notes are fully subscribed before such date.
The Issuer will publish a notice in accordance with the method of publication set out in Article 21(2) of the UK Prospectus Regulation in the event that the Offer Period is shortened as described above.
The Issuer reserves the right, in its absolute discretion, to cancel the offer and the issue of the Notes in the United Kingdom at any time prior to the Issue Date. In such an event, all application monies relating to applications for Notes under the UK Public Offer will be returned (without interest) to applicants at the applicant's risk by cheque, by wire transfer or by any other method as the Issuer deems to be appropriate, no later than 30 days after the date on which the UK Public Offer of the Notes is cancelled.
For the avoidance of doubt, if any application has been made by a potential investor and the Issuer exercises its right to cancel the offer, such potential investor shall not be entitled to receive any Notes.
The Issuer shall publish a notice in accordance with the method of publication set out in Article 21(2) of the UK
Prospectus Regulation in the event that the UK Public Offer is cancelled and the Notes are not issued in the United Kingdom pursuant to the above.
Description of the application process: Applications for the Notes may be made in the United
Kingdom through the Authorised Offeror(s) during the Offer Period. The Notes will be placed into the United Kingdom by the Authorised Offeror(s).
Each prospective investor will subscribe for the Notes in accordance with the arrangements existing between the Authorised Offeror(s) and its customer relating to the subscription of securities generally and not directly with the Issuer.
The applications can be made in accordance with the Authorised Offeror's usual procedures. Prospective investors will not be required to enter into any contractual arrangements directly with the Issuer or the Dealer related to the subscription for the Notes.
A prospective investor should contact the Authorised Offeror prior to the end of the Offer Period. A prospective investor will subscribe for Notes in accordance with the arrangements agreed with the Authorised Offeror relating to the subscription of securities generally.
There are no pre-identified allotment criteria. The Authorised Offeror will adopt allotment criteria that ensure equal treatment of prospective investors. All of the Notes requested through the Distributor during the Offer Period will be as otherwise specified herein.
The total amount of the securities offered to the public is GBP 1,006,351.
On or before the Issue Date, a notice pursuant to Article 17(2) of the UK Prospectus Regulation of the final aggregate principal amount of the Notes will be (i) filed with the FCA and (ii) published in accordance with the method of publication set out in Article 21(2) of the UK Prospectus Regulation.
Prior to making any investment decision, investors should seek independent professional advice as they deem necessary. If an investor in any jurisdiction other than the United Kingdom wishes to purchase Notes, such investor should (a) be aware that sales in the relevant jurisdiction may not be permitted; and (b) contact its financial adviser, bank or financial intermediary for more information.
Details of the minimum and/or maximum amount of the application:
The minimum amount of any subscription is GBP 1,000 in principal amount of the Notes and no maximum is applicable.
Description of possibility to reduce subscriptions and manner for refunding amounts paid in excess by applicants:
The Issuer may decline applications and/or accept subscriptions which would exceed the aggregate principal amount of GBP 1,006,351, as further described below.
It may be necessary to scale back applications under the UK Public Offer.
In the event that subscriptions for Notes under the UK Public Offer are reduced due to over-subscription, the Issuer will allot Notes to applicants on a pro rata basis, rounded up or down to the nearest integral multiple of GBP 1,000 in principal amount of Notes, as determined by the Issuer, and subject to a minimum allotment per applicant of the Calculation Amount.
The Issuer also reserves the right, in its absolute discretion, to decline in whole or in part an application for Notes under the UK Public Offer in accordance with all applicable laws and regulations and/or in order to comply with any applicable laws and regulations. Accordingly, an applicant for Notes may, in such circumstances, not be issued the number of (or any) Notes for which it has applied.
Excess application monies will be returned (without interest) to applicants at the applicant's risk by cheque, by wire transfer or by any other method as the Issuer deems to be appropriate.
The Issuer also reserves the right to accept any subscriptions for Notes which would exceed the aggregate principal amount of the Notes of GBP 1,006,351 and the Issuer may increase the aggregate principal amount of the Notes.
Details of the method and time limits for paying up and delivering the Notes:
Investors will be notified by the Authorised Offeror of their allocations of Note and the settlement arrangements in respect thereof. The Notes will be issued on the Issue Date on a delivery against payment basis.
The Notes offered to investors will be issued on the Issue Date against payment by the Authorised Offeror, via the Dealer, to the Issuer of the gross subscription moneys. Each such investor will be notified by the Authorised Offeror, of the settlement arrangements in respect of the Notes at the time of such investor's application.
The Issuer estimates that the Notes will be delivered to the investor's respective book-entry securities account on or around the Issue Date.
Manner in and date on which results of the offer are to be made public:
The results of the offer will be known at the end of the Offer Period. On or before the Issue Date, a notice pursuant to Article 17(2) of the UK Prospectus Regulation of the final aggregate principal amount of the Notes will be (i) filed with the FCA and (ii) published in accordance with the method of publication set out in Article 21(2) of the UK Prospectus Regulation.
Procedure for exercise of any right of pre-emption, negotiability of subscription rights and treatment of subscription rights not exercised:
Not Applicable
Whether tranche(s) have been reserved for certain countries:
Not Applicable
Process for notifying applicants of the amount allotted and an indication whether dealing may begin before notification is made:
At the end of the Offer Period, applicants in the United Kingdom will be notified directly by the Authorised Offeror of the success of their application. No dealings in the Notes may take place prior to the Issue Date.
Amount of any expenses and taxes charged to the subscriber or purchaser:
Apart from the Offer Price, the Issuer is not aware of any expenses and taxes specifically charged to the subscriber or purchaser in the United Kingdom.
For details of withholding taxes applicable to subscribers in the United Kingdom see the section entitled "United Kingdom" under "Taxation" in the Base Prospectus.
Name(s) and address(es), to the extent known to the Issuer, of the placers in the United Kingdom.
The Notes may to be offered to the public in the United Kingdom by the Authorised Offerors:
Initial Authorised Offeror: Meteor Asset Management Limited, 24/25 The Shard, 32 London Bridge Street, London SE1 9SG, United Kingdom.
Name and address of the entities which have a firm commitment to act as intermediaries in secondary trading, providing liquidity through bid and offer rates and description of the main terms of their commitment:
Not Applicable
Section A INTRODUCTION AND WARNINGS
Name and international securities identifier number (ISIN) of the securities: The Notes are GBP 1,006,351 Index Linked Interest and Redemption Notes due June 2032 (ISIN: XS3061479351; Series number: SPUK 065) (the "Notes").
Identity and contact details of the issuer, including its legal entity identifier (LEI): The Issuer is Canadian Imperial Bank of Commerce ("CIBC" or the "Issuer"), acting through its Main Branch, Toronto. CIBC's address is 81 Bay Street, CIBC Square, Toronto, Ontario, Canada M5J 0E7 and its Legal Entity Identifier is 2IGI19DL77OX0HC3ZE78.
Identity and contact details of the competent authority approving the Prospectus: The Prospectus was approved on 24 January 2025 by the Financial Conduct Authority of the United Kingdom (the "FCA"), with its address at 12 Endeavour Square, London E20 1JN, England (Telephone number: +44 207 066 1000).
Date of approval of the Prospectus: The Prospectus was approved on 24 January 2025 and may be amended and/or supplemented from time to time, including by the prospectus supplements dated 28 February 2025 and 30 May 2025.
Warning: This summary is prepared in accordance with Article 7 of the Prospectus Regulation and should be read as an introduction to the Prospectus. Any decision to invest in the Notes should be based on a consideration of the Prospectus as a whole by the investor, including any documents incorporated by reference and the Final Terms. In certain circumstances, the investor could lose all or part of the invested capital. Where a claim relating to the information contained or incorporated by reference in the Prospectus and the Final Terms is brought before a court, the plaintiff may, under the national law where the claim is brought, have to bear the costs of translating the Prospectus and the Final Terms before the legal proceedings are initiated. Civil liability attaches only to those persons who have tabled the summary, including any translation thereof, but only if the summary is misleading, inaccurate or inconsistent when read together with the other parts of the Prospectus or it does not provide, when read together with the other parts of the Prospectus, key information in order to aid investors when considering whether to invest in such Notes. You are about to purchase a product that is not simple and may be difficult to understand.
Section B KEY INFORMATION ON THE ISSUER
Domicile and legal form, LEI, law under which the Issuer operates and country of incorporation: The Issuer is a Schedule I bank under the Bank Act (Canada) (the "Bank Act") and the Bank Act is its charter. The Issuer operates under Canadian law. The Issuer was formed through the amalgamation of The Canadian Bank of Commerce and Imperial Bank of Canada in 1961. The Canadian Bank of Commerce was originally incorporated as Bank of Canada by special act of the legislature of the Province of Canada in 1858. Subsequently, the name was changed to The Canadian Bank of Commerce and it opened for business under that name in 1867. Imperial Bank of Canada was incorporated in 1875 by special act of the Parliament of Canada and commenced operations in that year. The Issuer's LEI is 2IGI19DL77OX0HC3ZE78.
Issuer's principal activities: CIBC's principal activities are Canadian Personal and Business Banking, Canadian Commercial Banking and Wealth Management, U.S. Commercial Banking and Wealth Management, and Capital Markets and Direct Financial Services. CIBC provides a full range of financial products and services to 14 million personal banking, business, public sector and institutional clients in Canada, the U.S. and around the world.
Major shareholders, including whether it is directly or indirectly owned or controlled and by whom: To the extent known to CIBC, CIBC is not directly or indirectly owned or controlled by any person. The Bank Act prohibits any person, or persons acting jointly or in concert, from having a "significant interest" in any class of shares of CIBC, that is, from beneficially owning more than 10% of the outstanding shares of the class either directly or through controlled entities, without the approval of the Minister of Finance of Canada. A person may, with the approval of the Minister of Finance, beneficially own up to 20% of a class of voting share and up to 30% of a class of non-voting share of CIBC, subject to a "fit and proper" test based on the character and integrity of the applicant. In addition, the holder of such a significant interest could not have "control in fact" of CIBC.
Key managing directors: The key managing directors of the Issuer are members of the Issuer's Board of Directors. These are: Katharine B. Stevenson, Ammar Aljoundi, Charles J.G. Brindamour, Nanci E. Caldwell, Michelle L. Collins, Victor G. Dodig, Kevin J. Kelly, Christine E. Larsen, Mary Lou Maher, William F. Morneau, Mark W. Podlasly, François Poirier, Martine Turcotte and Barry L. Zubrow.
Statutory auditors: The statutory auditors and independent auditors of CIBC are Ernst & Young LLP.
information included in the table below as of and for the three months ended 31 January 2025 was derived from the unaudited interim consolidated financial statements of CIBC for the period ended 31 January 2025 contained in CIBC's Report to Shareholders for the First Quarter, 2025; and for the three months ended 30 April 2025 was derived from the unaudited interim consolidated financial statements of CIBC for the period ended 30 April 2025 contained in CIBC's Report to Shareholders for the Second Quarter, 2025
Second Quarter 2025
First Quarter 2025
2024
For the three months ended
30 April
For the three
months ended 31 January
For the year
ended 31 October
Financial results (C$ millions)
Net interest income
3,788
3,801
13,695
Non-interest income
3,234
3,480
11,911
Total revenue
7,022
7,281
25,606
Provision for credit losses
605
573
2,001
Non-interest expenses
3,819
3,878
14,439
Income before income taxes
2,598
2,830
9,166
Income taxes
591
659
2,012
Net income attributable to non-controlling interests
9
8
39
Net income
2,007
2,171
7,154
On- and off-balance sheet information (C$ millions)
Cash, deposits with banks and securities
319,427
320,852
302,409
Loans and acceptances, net of allowance for credit losses
571,639
568,119
558,292
Total assets
1,090,143
1,082,464
1,041,985
Deposits
784,627
782,176
764,857
Common shareholders' equity
55,724
56,001
53,789
What are the key risks that are specific to the issuer: The key risks relating to the Issuer are set out below:
Trade policy uncertainty: Newly implemented and proposed tariffs, by the U.S., and the related reciprocal measures are expected to have negative impacts on supply chains, inflation and economic activity, further amplifying ongoing U.S., Canada, China, and Mexico trade issues that existed prior to the tariff developments, and is posing a significant threat of a global recession and increasing market volatility. The ongoing uncertainty on the ultimate level and extent of tariffs could diminish consumer and business confidence in Canada and around the globe, increasing credit, market, liquidity, operational and third-party risks. Global financial markets experienced significant levels of market volatility in the second quarter from increased political and macroeconomic uncertainties driven by tariffs. Our Capital Markets business maintains a defensive risk posture to manage the increased market risks and market volatility, while supporting elevated levels of client activity.
Inflation, Interest Rates and Economic Growth: As inflation eased in 2024, central banks began reducing interest rates in the back half of the year. While interest rates will gradually begin to provide financial relief to clients, unemployment continues to be a headwind. Commercial office real estate, particularly in the United States, continues to face challenges due to post COVID-19 hybrid work arrangements and high interest rates, negatively impacting office asset valuations. The impact of interest rates on Canadian mortgages is discussed under the risk factor entitled "Canadian consumer debt and the housing market" below and in the "Credit risk - Real estate secured personal lending" section on pages 63-65 of CIBC's 2024 Annual Report. CIBC is closely monitoring the macroeconomic environment and assessing its potential adverse impact on its clients, counterparties and businesses.
Geopolitical risk: The level of geopolitical risk escalates at certain points in time. While the specific impact on the global economy and on global credit and capital markets would depend on the nature of the event, in general, any major event could result in instability and volatility, leading to widening spreads, declining equity valuations, flight to safe-haven currencies
Disclaimer
CIBC - Canadian Imperial Bank of Commerce published this content on June 11, 2025, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on June 11, 2025 at 16:38 UTC.