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4Front Ventures Corp. Capital/Financing Update 2020

Aug 5, 2020

47823_rns_2020-08-05_007a8d02-996a-482d-a3ed-03975ab6984f.pdf

Capital/Financing Update

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Pricing Supplement No. 499 dated August 5, 2020

(To a Short Form Base Shelf Prospectus dated November 5, 2019)

This pricing supplement together with the short form base shelf prospectus dated November 5, 2019, to which it relates, as amended or supplemented, and each document incorporated by reference into the prospectus constitutes a public offering of securities only in the jurisdictions where they may be lawfully offered for sale and therein only by persons permitted to sell such securities. No securities regulatory authority has in any way passed upon the merits of securities offered hereunder and any representation to the contrary is an offence.

The Notes to be issued hereunder have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) and, subject to certain exemptions, may not be offered, sold or delivered, directly or indirectly, in the United States of America, its territories, its possessions and other areas subject to its jurisdiction or to, or for the account or benefit of, a U.S. person (as defined in Regulation S under the U.S. Securities Act).

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Canadian Imperial Bank of Commerce

CIBC CANADIAN CAPPED UTILITIES INDEX AUTOCALLABLE COUPON BUFFER NOTES, SERIES 6 (DUE AUGUST 18, 2027) Maximum $50,000,000 (500,000 Notes) (Principal at Risk Structured Notes)

This pricing supplement (the “Pricing Supplement”) qualifies the distribution of up to $50,000,000 of CIBC Canadian Capped Utilities Index Autocallable Coupon Buffer Notes, Series 6 (the “Notes”) issued by Canadian Imperial Bank of Commerce (“CIBC”) and maturing seven years following the Issue Date. The Notes are principal at risk notes that offer a return linked to the price performance of the S&P/TSX Capped Utilities Index (the “Reference Index”).

Price to Public Selling Concession(2) Proceeds to CIBC
Per Note $100.00 $2.50 $97.50
Total Notes(1) $50,000,000 $1,250,000 $48,750,000

(1)Reflects the maximum offering size for the Notes. There is no minimum amount of funds that must be raised under this offering of Notes. This means that CIBC could complete the offering of Notes after raising only a small proportion of the offering amount set out above.

(2)The selling concession will be payable to the selling agents, including representatives employed by the Dealers, whose clients purchase Notes. An additional fee of up to $0.15 (0.15%) per Note sold will be payable by CIBC to Raymond James Ltd. at closing for acting as the independent agent.

CIBC World Markets Inc. (“CIBC WM”) and Raymond James Ltd. (each a “Dealer” and collectively the “Dealers”) conditionally offer the Notes, subject to prior sale, if, as and when issued by CIBC and accepted by the Dealers in accordance with the conditions contained in a dealer agreement dated November 5, 2019, as amended or supplemented from time to time, between a syndicate of dealers (including the Dealers) and CIBC, and subject to approval of certain legal matters on behalf of CIBC by Blake, Cassels & Graydon LLP. CIBC WM, the lead Dealer, is a wholly-owned subsidiary of CIBC. By virtue of such ownership, CIBC is a “related issuer” and a “connected issuer” of CIBC WM under applicable securities legislation. See “Dealers” in this Pricing Supplement and “Plan of Distribution” in the Prospectus.

CIBC expects that the estimated value of the Notes on the Issue Date will be $95.72 per Note, which is less than the issue price. The estimated value of the Notes is an estimate only, calculated on or about the date of this Pricing Supplement. The estimated value of the Notes is based on CIBC’s proprietary valuation models. It is uncertain what the estimated value of the Notes will be on the Issue Date because it is uncertain what the value of the inputs to CIBC’s proprietary valuation models will be on the Issue Date. The estimated value is not an indication of actual profit that CIBC or affiliates of CIBC will realize, nor is it an indication of the price, if any, at which CIBC WM or any other person may be willing to buy the Notes. See “Preparation of Estimated Value” and “Risk Factors” in the Prospectus.

The Notes will not constitute deposits that are insured under the Canada Deposit Insurance Corporation Act or any other deposit insurance regime designed to ensure the payment of all or a portion of a deposit upon the insolvency of the deposit taking institution.

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The Notes are not fixed income securities and are not designed to be alternatives to fixed income or money market instruments.

About this Pricing Supplement

This Pricing Supplement supplements the short form base shelf prospectus dated November 5, 2019 (the “Prospectus”) relating to the issuance of up to $5,000,000,000 Medium Term Notes (Principal at Risk Structured Notes) of CIBC. If the information in this Pricing Supplement differs from the information contained in the Prospectus, you should rely on the information in this Pricing Supplement. You should read both this Pricing Supplement and the Prospectus carefully to understand fully the terms of the Notes and other considerations that are important to your investment decision. The information in this Pricing Supplement and the accompanying Prospectus is current only as of the respective dates of each such document.

References in this Pricing Supplement to “CAD”, “dollars”, or “$” are to Canadian currency. Certain capitalized terms used in this Pricing Supplement are defined in Appendix F – “Definitions”. Capitalized terms not otherwise defined in this Pricing Supplement have the meanings ascribed to them in the Prospectus.

See Appendix E – “Additional Information” for information relating to this Pricing Supplement.

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Description of the Notes

Issuer Canadian Imperial Bank of Commerce

Dealers

CIBC World Markets Inc. and Raymond James Ltd.

Raymond James Ltd., as the independent agent, has performed due diligence in connection with the offering of the Notes. Raymond James Ltd. has not participated in the structuring or pricing of the Notes.

Principal Amount $100.00 (Par) per Note (the “Principal Amount”) Issue Size Maximum $50,000,000 (500,000 Notes)

Minimum $5,000 (50 Notes) Subscription

Fundserv Order CBL11251 Code CUSIP Number 13598ZLQ4

Issue Date August 18, 2020, or such other date as agreed upon by CIBC and the Dealers.

Reference Index The S&P/TSX Capped Utilities Index. See Appendix A – “The Reference Index” for information relating to the Reference Index.

Objective of the Notes

The objective of the Notes is to pay Investors the following amounts:

  • (a) on each Coupon Payment Date during the term of the Notes, Investors may receive a coupon payment (a “Coupon Payment”), determined as follows:

  • (i) if the Reference Index Return on such Valuation Date is greater than or equal to -30.00%, the Coupon Payment will equal the Coupon Amount; and (ii) if the Reference Index Return on such Valuation Date is less than -30.00%, the Coupon Payment will be $0.00 per Note;

(b) if the Notes are automatically called by CIBC, Investors will be entitled to receive on the applicable Call Date, in addition to the final Coupon Payment, an amount per Note equal to the Principal Amount; or

(c) if the Notes are not automatically called by CIBC, Investors will be entitled to receive on the Maturity Payment Date, in addition to any final Coupon Payment, an amount per Note equal to the sum of (A) the Principal Amount and (B) the Variable Amount (which will either be nil or negative), subject to a minimum Maturity Amount of $1.00 per Note.

Variable Amount The Variable Amount for a Note is an amount equal to the product of $100.00 multiplied by the following:

(a) 0.00%, if the Reference Index Return is greater than or equal to -30.00% on the applicable Valuation Date; or

(b) the product of (i) the Reference Index Return plus 30.00%; and (ii) 142.85% (which will be negative in these circumstances and will result in a loss of a portion of the Principal Amount at maturity), if the Reference Index Return is less than -30.00% on the applicable Valuation Date.

If the Notes are called by CIBC, Investors will not be entitled to receive any further return that they would have otherwise been entitled to receive if the Notes had not been called by CIBC.

Reference Index The Reference Index Return will be a number (positive or negative), expressed as a percentage, Return determined as follows:

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(Index LevelVD– Index LevelID) / Index LevelID

where:

(a) the “Index LevelVD” will be the Closing Level on the applicable Valuation Date; and

(b) the “Index LevelID” will be the Closing Level on the Issue Date, provided that if the Issue Date is not an Exchange Day, the Index LevelID shall be determined on the next following Exchange Day (in which case references in this Pricing Supplement to the Closing Level on the Issue Date shall be deemed to refer to the Closing Level on such next following Exchange Day),

subject in each case to the provisions set out under “Market Disruption Events, Adjustments and Substitutions and Extraordinary Events” in the Prospectus.

Coupon Payments On each semi-annual Coupon Payment Date during the term of the Notes, Investors will be eligible to receive a Coupon Payment equal to $3.50 per Note (the “Coupon Amount”). Coupon Payments will be determined as follows:

(a) if the Reference Index Return on the relevant Valuation Date is greater than or equal to -30.00%, the Coupon Payment will equal the Coupon Amount; and

(b) if the Reference Index Return on the relevant Valuation Date is less than -30.00%, the Coupon Payment will be $0.00 per Note.

The total Coupon Payments payable to Investors over the term of the Notes will not exceed $49.00 per Note (based on $3.50 per Note payable on each Coupon Payment Date). No Coupon Payments will be paid on a Coupon Payment Date if the Reference Index Return on the relevant Valuation Date is less than -30.00% or if the Notes have been automatically called by CIBC on a preceding Call Date. There is no guarantee that any Coupon Payments will be paid during the term of the Notes.

Coupon Payment The dates specified below, provided that if any such day is not a Business Day, then the Coupon Dates Payment Date will be the next Business Day, subject to the occurrence of a Market Disruption Event:

February18,2021 August 18,2021
February18,2022 August 18,2022
February21,2023 August 18,2023
February20,2024 August 19,2024
February18,2025 August 18,2025
February18,2026 August 18,2026
February18, 2027 August 18, 2027

Maturity Date The Maturity Date will be August 18, 2027, provided that if such date is not a Business Day, then the Maturity Date will be the immediately following Business Day, subject to the Notes being automatically called (i.e., redeemed) by CIBC on any Call Date during the term of the Notes and subject to the occurrence of a Market Disruption Event.

Subject to the Notes being automatically called by CIBC on a Call Date or upon the occurrence of certain Extraordinary Events as set forth in the Prospectus, the Notes are not redeemable by CIBC prior to the Maturity Date. See “Market Disruption Events, Adjustments and Substitutions and Extraordinary Events” in the Prospectus.

Call Feature

Call Dates

The Notes will be automatically called by CIBC on a Call Date if the Reference Index Return on the applicable Valuation Date is greater than or equal to 0.00%.

The dates specified below (based on an Issue Date of August 18, 2020), provided that if the Issue Date is postponed, each Call Date will be postponed by an equivalent number of days, and provided further that if any such date is not both a Business Day and at least five Business Days following the applicable Valuation Date, the applicable Call Date will be postponed until the next Business Day that is at least five Business Days following the applicable Valuation Date, in each case subject to the occurrence of a Market Disruption Event:

February 18, 2021

August 18, 2021

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February 18, 2022 August 18, 2022
February 21, 2023 August 18, 2023
February 20, 2024 August 19, 2024
February 18, 2025 August 18, 2025
February 18, 2026 August 18, 2026
February 18, 2027 -
Valuation Dates The dates specified below, provided that if any such day is not an Exchange Day, then the applicable
Valuation Date will be the immediately preceding Exchange Day, subject to the occurrence of a
Market Disruption Event:
February 10, 2021 August 11, 2021
February 11, 2022 August 11, 2022
February 13, 2023 August 11, 2023
February 12, 2024 August 12, 2024
February 10, 2025 August 11, 2025
February 10, 2026 August 11, 2026
February 10, 2027 August 11, 2027
Maturity Amount Investors will be entitled to receive on the later of (a) the fifth Business Day following the final
Valuation Date and (b) the Maturity Date (the “Maturity Payment Date”) (or on a Call Date, if the
Notes are automatically called by CIBC prior to the Maturity Date) in respect of each Note held by
such Investor, an amount (the “Maturity Amount”) equal to the sum of (i) the Principal Amount and
(ii) the Variable Amount, subject to a minimum Maturity Amount of $1.00 per Note.

The return on the Notes will not reflect the total return that an Investor would receive if such Investor owned the securities in the Reference Index. An Investor will not have, and the Notes will not represent, any direct or indirect ownership or other interest in the securities in the Reference Index. Investors will not have any right to receive any dividends or other distributions on any securities in the Reference Index nor will Investors have the right to exercise any voting rights for such securities and will only have a right against CIBC to be paid the Coupon Payments on each Coupon Payment Date, if applicable, and the Maturity Amount at maturity (or on a Call Date, if the Notes are automatically called by CIBC prior to the Maturity Date). The Coupon Payments and the Maturity Amount will be a function of the price return of the Reference Index, which will not include dividends or other distributions paid on the securities in the Reference Index. See Appendix B – “Hypothetical Examples of the Calculation of the Coupon Payments and the Maturity Amount”. The annual dividend yield of the constituent securities of the Reference Index was 4.16% for the 12 months ended July 28, 2020, which would represent aggregate dividends of 29.12% over the seven year term of the Notes, assuming the dividend yield remains consistent and the dividends are not reinvested.

Ongoing Ongoing information about the performance of the Notes will be available to Investors at Information about https://notes.cibc.com, including (a) the daily secondary market price offered by CIBC WM for the the Notes Notes (reflecting any applicable Early Trading Amount), (b) the daily Closing Level, (c) the price performance of the Reference Index to date, (d) the amount of each Coupon Payment to date, (e) any adjustments or substitutions made in connection with an Extraordinary Event to date and (f) notice to Investors if CIBC called the Notes on a Call Date. Calculation Agent CIBC WM

Summary of Fees Selling Concession and Expenses

A selling concession of $2.50 (2.50%) per Note sold will be payable to the selling agents, including representatives employed by the Dealers, whose clients purchase Notes. An additional fee of up to $0.15 (0.15%) per Note sold will be payable by CIBC to Raymond James Ltd. at closing for acting as the independent agent.

Early Trading Amount

The Notes are designed for investors who are prepared to hold the Notes to maturity. If an Investor sells any Notes in the secondary market to CIBC WM within the first 90 days from the Issue Date, the sale price received for those Notes will reflect the deduction of an early trading amount (“Early

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Trading Amount”) of 3.69% per Note initially, declining daily by 0.041% of the Principal Amount to 0.00% after 90 days.

Expenses of the Offering

The expenses of the offering (including the license fees payable by CIBC in connection with use of the Reference Index) will be borne by CIBC. Use of Proceeds The net proceeds to CIBC from the sale of the Notes, after deducting expenses of issue, will be added to the general funds of CIBC. CIBC and/or its affiliates or associates may use the proceeds in transactions intended to hedge CIBC’s obligations under the Notes.

Listing and The Notes will not be listed on any securities exchange or quotation system. Secondary Market CIBC WM intends to provide a daily secondary market for the sale of Notes to CIBC WM but reserves the right not to do so, in its sole discretion, at any time without any prior notice to Investors. Under no circumstances will CIBC WM provide a secondary market for the Notes on or following a Valuation Date for the Notes if the Notes will be called by CIBC on the applicable Call Date. No other secondary market for the Notes will be available. An Investor cannot elect to receive the Maturity Amount prior to the Maturity Payment Date. The sale of Fundserv-enabled Notes using the Fundserv network carries certain restrictions, including selling procedures that require that an irrevocable sale order be initiated at a bid price that will not be known prior to placing such sale order. CIBC will be the only CDS participant holding interests in the Fundserv-enabled Notes and CIBC will maintain the records of beneficial ownership of Investors or their nominee. CIBC will record in its records the beneficial ownership of Notes by Investors as instructed by an Investor’s financial advisor using the Fundserv network. The sale of a Note to CIBC WM will be effected at a price equal to CIBC WM’s bid price for the Note (which may be less than $100.00 per Note and which will reflect the deduction of any applicable Early Trading Amount). See “Summary of Fees and Expenses - Early Trading Amount” in this Pricing Supplement and “Fundserv — Sale of Notes using the Fundserv Network” in the Prospectus.

Investors should not base their decision to purchase the Notes on the availability of a secondary market or, if a secondary market is available, on the expectation that the bid price for the Notes will be equal to or greater than the Principal Amount invested by the Investor. An Investor should be prepared to hold the Notes until the Maturity Date. Investors choosing to sell their Notes prior to the Maturity Date may be unable to sell their Notes and, if a sale is possible, may receive sales proceeds that do not reflect the performance of the Reference Index up to that time.

An Investor should consult his or her investment advisor on whether it would be more favourable in the circumstances at any time to sell the Notes (assuming the availability of a secondary market) or hold the Notes until the Maturity Date. An Investor should also consult his or her tax advisor as to the income tax consequences arising from a sale prior to the Maturity Date. See Appendix C – “Certain Canadian Federal Income Tax Considerations” in this Pricing Supplement.

An Investor should consult his or her investment advisor on whether it would be more favourable in
the circumstances at any time to sell the Notes (assuming the availability of a secondary market) or
hold the Notes until the Maturity Date. An Investor should also consult his or her tax advisor as to
the income tax consequences arising from a sale prior to the Maturity Date. See Appendix C –
“Certain Canadian Federal Income Tax Considerations” in this Pricing Supplement.
Factors Affecting The bid price at which an Investor will be able to sell the Notes in the secondary market to CIBC WM
the Bid Price of prior to the Maturity Date may be at a discount, which could be substantial, from the Maturity
the Notes Amount that would be payable if the Notes were maturing on such day. CIBC WM’s bid price for the
Notes in the secondary market will be affected by a number of complex and inter-related factors,
and the effect of one factor may offset or magnify the effect of another factor, potentially resulting
in adverse movements in the bid price of the Notes prior to the Maturity Date.
See Appendix D – “Certain Risk Factors” for a summary of some of the factors that may affect the
bid price of the Notes.

Suitability for The Notes are not suitable for all investors. In determining whether the Notes are a suitable Investment investment, an investor should consider that:

(a)
the aggregate payments received by an Investor over the term of the Notes,
consisting of the Coupon Payments and the Maturity Amount, may be less than, and could be
substantially less than, the Investor’s original investment in the Notes, and Investors could
lose substantially all of their investment in the Notes, subject to a minimum Maturity Amount
of $1.00 per Note;

(b) the Notes will be redeemed automatically prior to the Maturity Date if, on any applicable Valuation Date, the Reference Index Return is greater than or equal to 0.00%;

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(c) any positive Reference Index Return on a Valuation Date will not be reflected in the calculation of the Maturity Amount payable on the Maturity Payment Date (or the applicable Call Date if the Notes are automatically called by CIBC);

(d) an investor’s investment strategy should be consistent with the investment features of the Notes;

(e) an investor’s investment time horizon should correspond with the term of the Notes; and

(f) the Notes are subject to the risk factors summarized in Appendix D - “Certain Risk Factors” in this Pricing Supplement and “Risk Factors” in the Prospectus.

Certain Canadian Federal Income Tax Considerations

See Appendix C – “Certain Canadian Federal Income Tax Considerations” and “Certain Canadian Federal Income Tax Considerations” in the Prospectus for a summary of the principal Canadian federal income tax considerations generally applicable to an investment in the Notes.

Certain Risk Factors See Appendix D – “Certain Risk Factors” and “Risk Factors” in the Prospectus for a summary of some of the most significant risks relating to an investment in the Notes. No Rating The Notes will not be specifically rated by any rating agency. As of the date hereof, the unsubordinated indebtedness of CIBC with a term to maturity of one year or more (which would include CIBC’s obligations under the Notes) are rated AA (stable outlook) by DBRS Limited, Aa2 (stable outlook) by Moody’s Investors Service, AA (negative outlook) by Fitch Ratings and A+ (stable outlook) by Standard & Poor’s Ratings Services. A rating is not a recommendation to buy, sell or hold investments, and may be subject to revision or withdrawal at any time by the relevant rating agency.

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APPENDIX A

The Reference Index

Public Information

Information contained in this Pricing Supplement with respect to the Reference Index and the securities in the Reference Index was obtained from a number of public sources that CIBC believes to be reliable, including the website maintained by the Index Sponsor. CIBC, the Dealers and their respective affiliates and associates have not independently verified the accuracy or completeness of any such information, including the calculation, maintenance or publication of the Reference Index.

The Reference Index

The S&P/TSX Capped Utilities Index (the “Reference Index”) is an index that includes Global Industry Classification Standard sub industry groups of the utilities sector. Individual constituents are capped at 25% weight in the Reference Index. The parent index for the S&P/TSX Capped Utilities Index is the S&P/TSX Composite Index.

Additional information on the Reference Index is available on the following website: www.spindices.com.

Historical Performance

The following graph shows the price performance of the Reference Index from July 28, 2009 to July 28, 2020. Past performance of the Reference Index is not indicative of future performance and should not be used to forecast any return that an Investor may realize on the Notes.

The S&P/TSX Capped Utilities Index

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Source: Bloomberg

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Reference Index Highlights

The following table highlights certain information for the Reference Index as of July 28, 2020:

Reference Index Highlights $0.136 trillion Index Market Capitalization: 4.16% Annual Dividend Yield: 290.49 Closing Level: 328.58 52 Week High: 200.90 52 Week Low:

Source: Bloomberg

License Agreement and Disclaimer

S&P Dow Jones Indices and CIBC have entered into a non-exclusive license agreement providing for the license to CIBC, in exchange for a fee, of the right to use indices owned and published by S&P Dow Jones Indices in connection with the Notes. The license agreement between S&P Dow Jones Indices and CIBC provides that the following language must be stated in this Pricing Supplement:

“The S&P/TSX Capped Utilities Index is a product of S&P Dow Jones Indices LLC or its affiliates (“SPDJI”) and TSX Inc. and has been licensed for use by CIBC. Standard & Poor’s® and S&P® are registered trademarks of Standard & Poor’s Financial Services LLC (“S&P”), Dow Jones® is a registered trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”), and TSX is a registered trademark of TSX Inc. The trademarks have been licensed to SPDJI and have been sublicensed for use for certain purposes by CIBC. The Notes are not sponsored, endorsed, sold or promoted by SPDJI, Dow Jones, S&P, any of their respective affiliates (collectively, “S&P Dow Jones Indices”) or TSX Inc. Neither S&P Dow Jones Indices nor TSX Inc. make any representation or warranty, express or implied, to the owners of the Notes or any member of the public regarding the advisability of investing in securities generally or in the Notes particularly or the ability of the S&P/TSX Capped Utilities Index to track general market performance. S&P Dow Jones Indices and TSX Inc.’s only relationship to CIBC with respect to the S&P/TSX Capped Utilities Index is the licensing of the S&P/TSX Capped Utilities Index and certain trademarks, service marks and/or trade names of S&P Dow Jones Indices and/or its licensors. The S&P/TSX Capped Utilities Index is determined, composed and calculated by S&P Dow Jones Indices and TSX Inc. without regard to CIBC or the Notes. Neither S&P Dow Jones Indices nor TSX Inc. have any obligation to take the needs of CIBC or the owners of the Notes into consideration in determining, composing or calculating the S&P/TSX Capped Utilities Index. Neither S&P Dow Jones Indices nor TSX Inc. are responsible for and have not participated in the determination of the prices, and amount of the Notes or the timing of the issuance or sale of the Notes or in the determination or calculation of the equation by which the Notes are to be converted into cash, surrendered or redeemed, as the case may be. Neither S&P Dow Jones Indices nor TSX Inc. have any obligation or liability in connection with the administration, marketing or trading of the Notes. There is no assurance that investment products based on the S&P/TSX Capped Utilities Index will accurately track index performance or provide positive investment returns. S&P Dow Jones Indices LLC is not an investment advisor. Inclusion of a security within an index is not a recommendation by S&P Dow Jones Indices to buy, sell, or hold such security, nor is it considered to be investment advice.

NEITHER S&P DOW JONES INDICES NOR TSX INC. GUARANTEES THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE COMPLETENESS OF THE S&P/TSX CAPPED UTILITIES INDEX OR ANY DATA RELATED THERETO OR ANY COMMUNICATION, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATION (INCLUDING ELECTRONIC COMMUNICATIONS) WITH RESPECT THERETO. S&P DOW JONES INDICES AND TSX INC. SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN. S&P DOW JONES INDICES AND TSX INC. MAKE NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED BY CIBC, OWNERS OF THE NOTES, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE S&P/TSX CAPPED UTILITIES INDEX OR WITH RESPECT TO ANY DATA RELATED THERETO. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P DOW JONES INDICES OR TSX INC. BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE. THERE ARE NO THIRD PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P DOW JONES INDICES AND CIBC, OTHER THAN THE LICENSORS OF S&P DOW JONES INDICES.”

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APPENDIX B

Hypothetical Examples of the Calculation of the Coupon Payments and the Maturity Amount

The following hypothetical examples show how the Coupon Payments and the Maturity Amount would be calculated under three different scenarios. These examples are for illustrative purposes only and should not be construed as an estimate or forecast of the performance of the Reference Index at any time during the term of the Notes or the return that may be paid on the Notes. The actual performance of the Reference Index will be different from these hypothetical examples and the differences may be material.

Hypothetical Scenario #1 with no Coupon Payments payable and the Notes are not called prior to maturity

In this hypothetical scenario, the Reference Index Return was less than −30.00% on each Valuation Date. Accordingly, the Notes were not automatically called by CIBC prior to maturity and Investors would not be entitled to receive a Coupon Payment on any of the Coupon Payment Dates. The Variable Amount at maturity will be -$18.57 per Note, calculated as the product of $100.00 x (-43.00% + 30.00%) x 142.85%, as the Reference Index Return is less than −30.00% on the final Valuation Date. In this example the total cumulative return is -18.57% (which is equal to an annual compounded return of −2.89%).

Semi-Annual Valuation
Date
Reference Index
Return
Coupon Payment
Issue Date 0.00%
1 0-54.00%.00% $0.00
2 0-33.00%.00% $0.00
3 0-44.00%.00% $0.00
4 0-33.00%.00% $0.00
5 0-49.00%.00% $0.00
6 0-53.00%.00% $0.00
7 0-31.00%.00% $0.00
8 0-45.00%.00% $0.00
9 0-49.00%.00% $0.00
10 0-44.00%.00% $0.00
11 0-43.00%.00% $0.00
12 0-55.00%.00% $0.00
13 0-39.00%.00% $0.00
14 0-43.00%.00% $0.00
Total Coupon Payments $0.00
Variable Amount = $100.00 x (-43.00% + 30.00%) x 142.85%
= -$18.57
MaturityAmount $81.43
Annual Compounded Return -2.89%

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Hypothetical Scenario #2 with Coupon Payments payable on eight Coupon Payment Dates and the Notes are not called prior to maturity

In this hypothetical scenario, the Reference Index Return was below 0.00% on each Valuation Date and the Reference Index Return was less than −30.00% on six Valuation Dates. Accordingly, the Notes were not automatically called by CIBC prior to maturity and Investors would be entitled to receive Coupon Payments on eight Coupon Payment Dates (aggregate Coupon Payments of $28.00 over the term of the Notes). The Variable Amount at maturity will be the product of $100.00 x 0.00%, as the Reference Index Return was greater than −30.00% on the final Valuation Date. In this example the total cumulative return is 28.00% (which is equal to an annual compounded return of 3.59%).

Semi-Annual Valuation
Date
Reference Index
Return
Coupon Payment
Issue Date 0.00%
1 0-40.00%.00% $0.00
2 0-33.00%.00% $0.00
3 0-36.00%.00% $0.00
4 0-41.00%.00% $0.00
5 0-53.00%.00% $0.00
6 0-54.00%.00% $0.00
7 0-18.00%.00% $3.50
8 0-17.00%.00% $3.50
9 0-13.00%.00% $3.50
10 0-2.00%.00% $3.50
11 0-22.00%.00% $3.50
12 0-5.00%.00% $3.50
13 0-29.00%.00% $3.50
14 0-11.00%.00% $3.50
Total Coupon Payments $28.00
Variable Amount $0.00
MaturityAmount $100.00
Annual Compounded Return 3.59%

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Hypothetical Scenario #3 with Coupon Payments payable on ten Coupon Payment Dates and the Notes are called prior to maturity

In this hypothetical scenario, the Reference Index Return was greater than 0.00% on the tenth Valuation Date and the Reference Index Return was greater than -30.00% on ten Valuation Dates. Accordingly, the Notes were automatically called by CIBC on the related Call Date following the tenth Valuation Date and Investors would be entitled to receive Coupon Payments on ten Coupon Payment Dates (aggregate Coupon Payments of $35.00 over the term of the Notes). Since the Reference Index Return on the tenth Valuation Date was greater than 0.00%, the Variable Amount will be equal to $0.00 per Note, calculated as the product of $100.00 x 0.00%. In this example the total cumulative return is 35.00% (which is equal to an annual compounded return of 6.19%).

Semi-Annual Valuation
Date
Reference Index
Return
Coupon Payment
Issue Date 0.00%
1 0-13.00%.00% $3.50
2 0-27.00%.00% $3.50
3 0-23.00%.00% $3.50
4 0-21.00%.00% $3.50
5 0-26.00%.00% $3.50
6 0-8.00%.00% $3.50
7 0-5.00%.00% $3.50
8 0-3.00%.00% $3.50
9 0-2.00%.00% $3.50
10 06.00%.00% $3.50
Total Coupon Payments $35.00
Variable Amount $0.00
MaturityAmount $100.00
Annual Compounded Return 6.19%

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APPENDIX C

Certain Canadian Federal Income Tax Considerations

In the opinion of Blake, Cassels & Graydon LLP, counsel to CIBC, the following summary describes certain Canadian federal income tax considerations under the Income Tax Act (Canada) (the “Tax Act”) generally applicable as of the date hereof to the acquisition, holding and disposition of Notes by a Holder (as defined in the Prospectus under “Certain Canadian Federal Income Tax Considerations”) who purchases Notes at the time of their issuance pursuant to this offering.

This summary is supplemental to and should be read together with the description of certain material Canadian federal income tax considerations relevant to a Holder under “Certain Canadian Federal Income Tax Considerations” in the Prospectus.

This summary is not exhaustive of all possible Canadian federal income tax considerations applicable to an investment in the Notes. Accordingly, this summary is of a general nature only and is not intended to be legal or tax advice to any Holder. Investors are urged to consult their own tax advisors for advice with respect to the potential income tax consequences to them of an investment in the Notes, having regard to their particular circumstances.

Coupon Payments

A Holder will be required to include in his or her income for a taxation year the full amount of any Coupon Payments received or receivable by the Holder in that taxation year, depending on the method normally used by the Holder for computing his or her income under the Tax Act.

Payment on the Maturity Payment Date, on a Call Date or as a Consequence of an Extraordinary Event

A Holder will not realize any gain or loss on a disposition of a Note resulting from a payment by or on behalf of CIBC on the Maturity Payment Date or a Call Date if the Maturity Amount payable in respect of such Note is equal to the Principal Amount of such Note.

If the Early Redemption Amount is paid to a Holder in respect of a Note as a consequence of an Extraordinary Event, the excess (if any) of such payment over the Principal Amount of such Note would be included in the Holder’s income for the taxation year in which such payment is received or receivable by the Holder, depending on the method normally used by the Holder for computing his or her income under the Tax Act.

On a disposition of a Note resulting from the payment by or on behalf of CIBC, a Holder will generally realize a capital loss to the extent that the amount so paid is less than the Holder’s adjusted cost base of the Note.

Disposition of Notes Prior to Maturity

On any sale of a Note to CIBC WM in the secondary market or other assignment or transfer of a Note, a Holder will generally be required to include in income the amount of interest accrued (or deemed to have accrued) on the Note from the last Coupon Payment Date to the time of sale, assignment or transfer to the extent that such amount has not otherwise been included in the Holder’s income. For these purposes, an amount of interest will be deemed to have accrued to the time of such a sale, assignment or transfer of a Note equal to the amount, if any, by which the price for which the Note was sold, assigned or otherwise transferred exceeds the Principal Amount of such Note. Holders should consult their own tax advisors as to the amount, if any, required to be so included, and whether or to what extent an offsetting deduction may be available to the extent that the portion of the consideration received or receivable by the Holder for the Note that can reasonably be considered to be in respect of such accrued interest is less than the amount of such inclusion.

The net amount, if any, required to be so included in computing income as described above will be excluded in computing the Holder’s proceeds of disposition of the Note. On such a sale, assignment or transfer of a Note, a Holder should realize a capital gain (or a capital loss) to the extent that the proceeds of disposition (adjusted as described above), net of any reasonable costs of disposition, exceed (or are less than) the Holder’s adjusted cost base of such Note.

Holders who dispose of a Note prior to maturity should consult their own tax advisors with respect to their particular circumstances.

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APPENDIX D

Certain Risk Factors

Risk Factors Related to the Offering of Notes

The Notes are principal at risk instruments and are riskier than ordinary unsecured debt securities. The Coupon Payments and the Maturity Amount are linked to the price performance of the Reference Index. This section describes certain risks relating to an investment in the Notes, but additional significant risk factors are included in the Prospectus. Investors are urged to read the following information about these risks, and the other information in this Pricing Supplement and the Prospectus, before investing in the Notes.

Investors could lose substantially all of their investment in the Notes

The aggregate payments received by an Investor over the term of the Notes, consisting of the Coupon Payments and the Maturity Amount, may be less than, and could be substantially less than, the Investor’s original investment in the Notes, and Investors could lose substantially all of their investment in the Notes, subject to a minimum Maturity Amount of $1.00 per Note. The Notes are not suitable for Investors who require a guaranteed return or who cannot withstand a loss of a substantial part of their investment.

The cumulative return on the Notes may be less than the Reference Index Return at maturity

It is possible that the cumulative return resulting from the Coupon Payments paid during the term of a Note and the Maturity Amount paid on the Maturity Payment Date (or on a Call Date, if the Notes are automatically called by CIBC prior to the Maturity Date) in respect of such Note will be less than the Reference Index Return at maturity. Investors could lose substantially all of their investment in the Notes and are only guaranteed to receive $1.00 per Note on the Maturity Payment Date.

The Maturity Amount will not reflect any positive Reference Index Return

If the Notes have not been called and the Reference Index Return on the final Valuation Date is greater than or equal to -30.00%, Investors will be entitled to receive a Maturity Amount on the Maturity Payment Date equal to the Principal Amount of the Notes. The Notes do not provide for any participation in any positive performance of the Reference Index, other than the right to receive Coupon Payments.

The Notes are subject to an automatic call feature

The Notes will be automatically called by CIBC on a Call Date if the Reference Index Return on the corresponding Valuation Date is greater than or equal to 0.00%. In such event, Investors will receive a Maturity Amount on the applicable Call Date equal to the Principal Amount, which will not reflect any appreciation of the Reference Index to the relevant Valuation Date. If the Notes are called by CIBC, Investors will not be entitled to receive any further return that they would have otherwise been entitled to receive if the Notes had not been called by CIBC.

An Investor will not be entitled to the benefit of any prior increase in the Closing Level during the term of the Notes

The Coupon Payments payable on the Coupon Payment Dates during the term of the Notes and the Variable Amount payable on the Maturity Payment Date (or on a Call Date, if the Notes are automatically called by CIBC prior to the Maturity Date) are linked to the Reference Index Return as of the applicable Valuation Date. The Reference Index Return on a Valuation Date may be lower than the Reference Index Return on other dates during the term of the Notes, which may result in no Coupon Payment being paid on a Coupon Payment Date, and/or a negative Variable Amount on the Maturity Payment Date. In determining whether a Coupon Payment is payable on a particular Coupon Payment Date and the Variable Amount payable on the Maturity Payment Date (or on a Call Date, if the Notes are automatically called by CIBC prior to the Maturity Date), an Investor will not be entitled to the benefit of any prior increase in the Closing Level during the term of the Notes.

If the Reference Index Return on a Valuation Date is less than -30.00%, no Coupon Payment will be paid on the applicable Coupon Payment Date

Whether a Coupon Payment is payable on a Coupon Payment Date during the term of the Notes is linked to the Reference Index Return as of the applicable Valuation Date. If the Reference Index Return is less than -30.00% on a Valuation Date, no Coupon Payment will be paid on the applicable Coupon Payment Date. As such, no Coupon Payment may be payable in respect of one or more Coupon Payment Dates.

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Income tax considerations

The full amount of each Coupon Payment received or receivable by an Investor and, in the event of a sale of a Note to CIBC WM in the secondary market, any interest accrued (or deemed to have accrued) on the Note from the last Coupon Payment Date to the time of disposition, will generally be included in the Investor’s income, whereas an Investor who holds a Note as capital property will generally realize a capital loss to the extent that the Maturity Amount or proceeds of disposition in respect of a Note, as the case may be, is less than the Investor’s adjusted cost base of such Note. Only one half of a capital loss is deductible and only against taxable capital gains of the Investor.

The tax consequences to an Investor may be subject to changes in taxation laws, regulations or administrative practices. Any changes to the existing published administrative position of the CRA could result in changes to the tax consequences to an Investor as described herein.

The bid price at which an Investor will be able to sell the Notes in the secondary market to CIBC WM prior to the Maturity Date may be at a discount, which could be substantial, from the Maturity Amount that would be payable if the Notes were maturing on such day

Many factors may affect the bid price of the Notes. These factors interrelate in complex ways and the effect of one factor may offset or magnify the effect of another factor, potentially resulting in adverse movements in the bid price of the Notes prior to the Maturity Date.

The following list, although not exhaustive, identifies some of the factors that may affect the bid price of the Notes and how each factor may affect the bid price of the Notes given a change in the factor, assuming all other factors affecting the bid price, or the Notes generally, remain unchanged. It is also important to note that the sale price received by an Investor who sells a Note to CIBC WM prior to the Maturity Date will reflect the deduction of any applicable Early Trading Amount. See “Summary of Fees and Expenses - Early Trading Amount” above.

The performance of the Reference Index – The bid price of the Notes will be affected by the increase or decrease in the Closing Level since the Issue Date, the performance of the Reference Index relative to 0.00% on the date the bid price is determined and whether the Reference Index Return is less than -30.00% on such date. However, the bid price might have a non-linear sensitivity to the rise and fall in the Closing Level (i.e., the bid price of a Note might increase and decrease at a different rate compared to the respective increase and decrease in the Closing Level).

Changes in the level of interest rates – The bid price of the Notes may be affected by changes in Canadian interest rates. In general, if Canadian interest rates increase, it is expected that the bid price of the Notes will decrease. Conversely, if Canadian interest rates decrease, it is expected that the bid price of the Notes will increase.

CIBC’s rating, financial condition and results of operations – Actual or anticipated changes in CIBC’s current rating for its unsecured and unsubordinated debt, CIBC’s financial conditions or results of operations may significantly affect the bid price of the Notes.

The “time value” associated with the Notes – There is “value” within the Notes associated with the passing of time. The magnitude of the time value within the Notes and whether it has a positive or negative impact on the bid price of the Notes will depend upon a number of related factors, including but not limited to, the increase or decrease in the Closing Level since the Issue Date, the performance of the Reference Index relative to 0.00% on the date the bid price is determined, whether the Reference Index Return is less than -30.00% on such date, the length of the remaining term of the Notes, the length of time remaining until the next Coupon Payment Date and the amount by which the Closing Level is expected to fluctuate over such remaining term.

Volatility in the Reference Index – Volatility is the term used to describe the magnitude of market fluctuations in a given time period. Expectations of the volatility of the Reference Index over the remaining term of the Notes will affect the bid price of the Notes. The magnitude of the impact and whether it is positive or negative will depend upon a number of related factors, including but not limited to, the increase or decrease in the Closing Level since the Issue Date, the price performance of the Reference Index relative to 0.00% on the date the bid price is determined, whether the Reference Index Return is less than -30.00% on such date, the length of time remaining until the next Coupon Payment Date and the length of the remaining term of the Notes.

The Coupon Amounts payable on the Notes – Investors should be aware that the bid price of the Notes will be reduced by the Coupon Amount, if any, approximately two days prior to the applicable Coupon Payment Date.

The dividend yields of the securities in the Reference Index – Dividend yield is a term used to describe the ratio of the amount a company pays out in dividends relative to its share price. Changes in the expectations of the dividend yields of the securities in the Reference Index over the remaining term of the Notes may have an impact on the bid price of the Notes. In general, an increase in the expected dividend yields of the securities in the Reference Index will result in a lower bid price for the Notes. Conversely, a decrease in the expected dividend yields of the securities in the Reference Index will generally result in an increase in the value of the Notes in the secondary market.

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Upfront sales fee – The upfront sales fee paid by the Dealers to the investment advisors who sold the Notes to Investors will be recovered from any Investors who sell their Notes prior to the Maturity Date, initially through the Early Trading Amount that will be reflected in the bid price of the Notes and, as the Early Trading Amount declines to 0.00% after 90 days, through such other adjustment as may be required to the bid price for the Notes.

CIBC’s expected profit – CIBC’s expected profit in relation to the Notes (which may or may not be realized) will depend on the amount it is obligated to pay under the Notes to Investors and the total costs incurred by CIBC in creating, issuing, maintaining and hedging the Notes, and on CIBC’s ability to successfully hedge its obligations under the Notes over the term of the Notes. All or a portion of the profit that the CIBC group of companies expects to realize in consideration for creating, issuing and maintaining the Notes, and for assuming the risks associated with establishing and maintaining its hedge for the Notes, may be recovered by CIBC WM from any Investors who sell their Notes prior to the Maturity Date. A portion of such expected profit may be recovered by CIBC WM through the Early Trading Amount that will be reflected in the bid price of the Notes in the first 90 days, and the balance may be recovered by amortizing such expected profit through a gradual reduction of the bid price of the Notes.

Additional risks relating to market conditions

Recently the spread of COVID-19 has caused a significant slowdown in the global economy and volatility in global financial markets. Coronavirus disease or any other disease outbreak may adversely affect the performance of the Reference Index.

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APPENDIX E

Additional Information

Documents Incorporated by Reference

This Pricing Supplement is deemed to be incorporated by reference into the Prospectus solely for the purpose of the Notes issued hereunder. The following documents, which have been filed by CIBC with the various securities commissions or similar authorities in Canada, are specifically incorporated by reference into, and form an integral part of, the Prospectus as of the date of this Pricing Supplement:

  • (a) CIBC’s Annual Information Form dated December 4, 2019, which incorporates by reference portions of CIBC’s Annual Report for the year ended October 31, 2019 (“CIBC’s 2019 Annual Report”);

  • (b) CIBC’s comparative audited consolidated financial statements for the year ended October 31, 2019, together with the auditors’ report for CIBC’s 2019 fiscal year;

  • (c) CIBC’s Management’s Discussion and Analysis for the year ended October 31, 2019 contained in CIBC’s 2019 Annual Report;

  • (d) CIBC s comparative unaudited consolidated financial statements for the three and six-month periods ended April 30, 2020 included in CIBC s Report to Shareholders for the Second Quarter, 2020 (“CIBC s 2020 Second Quarter Report”);

  • (e) CIBC s Management s Discussion and Analysis for the three and six-month periods ended April 30, 2020 contained in CIBC s 2020 Second Quarter Report; and

  • (f) CIBC s Management Proxy Circular dated February 26, 2020 regarding CIBC s annual meeting of shareholders held on April 8, 2020.

Marketing Materials

The template version of the marketing materials titled “CIBC Canadian Capped Utilities Index Autocallable Coupon Buffer Notes, Series 6” filed with the securities commissions or similar regulatory authorities in each of the provinces and territories of Canada as "marketing materials" (as defined in National Instrument 41-101 − General Prospectus Requirements) as of the date hereof is deemed to be incorporated by reference into this Pricing Supplement. Any template version of “marketing materials” (as defined in National Instrument 41-101 − General Prospectus Requirements) filed with the securities commission or similar authority in each of the provinces and territories of Canada in connection with this offering after the date hereof but prior to the termination of the distribution of the Notes under this Pricing Supplement (including any amendments to, or an amended version of, the marketing materials) is deemed to be incorporated by reference herein and in the Prospectus. Any such marketing materials are not part of this Pricing Supplement or the Prospectus to the extent that the contents of the marketing materials have been modified or superseded by a statement contained in an amendment to this Pricing Supplement or the Prospectus.

Forward Looking Statements

This Pricing Supplement and the Prospectus, including the documents that are incorporated by reference in this Pricing Supplement and the Prospectus, contain forward-looking statements within the meaning of certain securities laws. All such statements are made pursuant to the “safe harbour” provisions of, and are intended to be forwardlooking statements under applicable Canadian and U.S. securities legislation, including the U.S. Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements made about the operations, business lines, financial condition, risk management, priorities, targets, ongoing objectives, strategies, the regulatory environment in which CIBC operates and outlook for calendar year 2020 and subsequent periods. Forward-looking statements are typically identified by the words “believe”, “expect”, “anticipate”, “intend”, “estimate”, “forecast”, “target”, “objective” and other similar expressions or future or conditional verbs such as “will”, “should”, “would” and “could”. By their nature, these statements require CIBC to make assumptions and are subject to inherent risks and uncertainties that may be general or specific. Given the impact of the coronavirus (COVID-19) pandemic and the recent oil price declines there is inherently more uncertainty associated with CIBC’s assumptions as compared to prior periods. A variety of factors, many of which are beyond CIBC’s control, affect the operations, performance and results of CIBC, and could cause actual results to differ materially from the expectations expressed in any of CIBC’s forward-looking statements. These factors include: the occurrence or intensification of public health emergencies, such as the COVID-19 pandemic, and any related government policies and actions; credit, market, liquidity, strategic, insurance, operational, reputation, conduct and legal, regulatory and environmental risk; currency value and interest rate fluctuations, including as a result of market and oil price volatility; the effectiveness and adequacy of CIBC’s risk management and valuation models and processes; legislative

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or regulatory developments in the jurisdictions where CIBC operates, including the Organization for Economic Cooperation and Development Common Reporting Standard and regulatory reforms in the United Kingdom and Europe, the Basel Committee on Banking Supervision’s global standards for capital and liquidity reform and those relating to bank recapitalization legislation and the payments system in Canada; amendments to, and interpretations of, riskbased capital guidelines and reporting instructions, and interest rate and liquidity regulatory guidance; the resolution of legal and regulatory proceedings and related matters; the effect of changes to accounting standards, rules and interpretations; changes in CIBC’s estimates of reserves and allowances; changes in tax laws; changes to CIBC’s credit ratings; political conditions and developments, including changes relating to economic or trade matters; the possible effect on CIBC’s business of international conflicts and terrorism; natural disasters, disruptions to public infrastructure and other catastrophic events; reliance on third parties to provide components of CIBC’s business infrastructure; potential disruptions to CIBC’s information technology systems and services; increasing cyber security risks which may include theft or disclosure of assets, unauthorized access to sensitive information, or operational disruption; social media risk; losses incurred as a result of internal or external fraud; anti-money laundering; the accuracy and completeness of information provided to CIBC concerning clients and counterparties; the failure of third parties to comply with their obligations to CIBC and its affiliates or associates; intensifying competition from established competitors and new entrants in the financial services industry including through internet and mobile banking; technological change; global capital market activity; changes in monetary and economic policy; general business and economic conditions worldwide, as well as in Canada, the U.S. and other countries where CIBC has operations, including increasing Canadian household debt levels and global credit risks; CIBC’s success in developing and introducing new products and services, expanding existing distribution channels, developing new distribution channels and realizing increased revenue from these channels; changes in client spending and saving habits; CIBC’s ability to attract and retain key employees and executives; CIBC’s ability to successfully execute its strategies and complete and integrate acquisitions and joint ventures; the risk that expected synergies and benefits of an acquisition will not be realized within the expected time frame or at all; and CIBC’s ability to anticipate and manage the risks associated with these factors.

This list is not exhaustive of the factors that may affect any of CIBC’s forward-looking statements. Additional information about these factors can be found in the “Management of risk” section of CIBC’s 2019 Annual Report. These and other factors should be considered carefully and readers should not place undue reliance on CIBC’s forward-looking statements. CIBC does not undertake to update any forward-looking statement that is contained in this Pricing Supplement, the Prospectus or the documents incorporated by reference in this Pricing Supplement or the Prospectus except as required by law.

Capitalization

There have been no material changes in the consolidated capitalization of CIBC since April 30, 2020.

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APPENDIX F

Definitions

In addition to the terms defined in the Prospectus, in this Pricing Supplement, unless the context otherwise requires, terms not otherwise defined herein will have the meaning ascribed thereto hereunder:

“affiliate” and “associate” have the meanings ascribed thereto in the Securities Act (Ontario).

“Business Day” means any day, other than a Saturday, a Sunday or a day on which commercial banks in Toronto, Ontario are required or authorized by law to remain closed. Unless otherwise specified, if any day on which an action is specified to be taken in this Pricing Supplement in respect of the Notes falls on a day that is not a Business Day, such action will be postponed to the following Business Day.

“CDS” means CDS Clearing and Depository Services Inc., or its successor or nominee.

“Closing Level” means the official closing level or value (as the case may be) for the Reference Index as announced by the Index Sponsor, provided that, if on or after the Issue Date the Index Sponsor materially changes the time of day at which such official closing level or value is determined or no longer announces such official closing level or value, the Calculation Agent may thereafter deem the Closing Level to be the level or value of the Reference Index as of the time of day used by such Index Sponsor to determine the official closing level or value prior to such change or failure to announce, subject to the provisions set out under “Description of the Notes – Market Disruption Events, Adjustments and Substitutions and Extraordinary Events” in the Prospectus.

“Exchange” means the exchange or trading system from which prices of securities are used from time to time in the computation of the Closing Level, subject to the provisions set out under “Description of the Notes – Market Disruption Events, Adjustments and Substitutions and Extraordinary Events” in the Prospectus.

“Exchange Day” means any day on which the Exchange and / or Related Exchange are scheduled to be open for trading during their respective regular trading sessions, notwithstanding the Exchange or Related Exchange closing prior to its Scheduled Closing Time.

“Index Sponsor” means S&P Dow Jones Indices, which calculates and publishes the Reference Index on the Issue Date, or any entity that succeeds the Index Sponsor in respect of the Reference Index and continues calculation and publication of the Reference Index, provided that such successor is acceptable to CIBC.

“Investor” means an owner of record or beneficial owner of a Note, as the context requires.

“Related Exchange” means any exchange or trading system on which futures or options contracts on the Reference Index are listed from time to time.

“Scheduled Closing Time” means, in respect of the Exchange or any Related Exchange and a Scheduled Trading Day, the scheduled weekday closing time of the Exchange or Related Exchange on such Scheduled Trading Day, without regard to after hours or any other trading outside of the regular trading session hours.

“Scheduled Trading Day” means any day on which the Exchange and / or Related Exchange are scheduled to be open for trading for their regular trading sessions.

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