Obligation Canadian Imperial Commerce Bank 6.22% ( XS2421002390 ) en GBP

Société émettrice Canadian Imperial Commerce Bank
Prix sur le marché 100 %  ▼ 
Pays  Canada
Code ISIN  XS2421002390 ( en GBP )
Coupon 6.22% par an ( paiement annuel )
Echéance 15/12/2025 - Obligation échue



Prospectus brochure de l'obligation CANADIAN IMPERIAL BANK OF COMMERCE XS2421002390 en GBP 6.22%, échue


Montant Minimal 100 000 GBP
Montant de l'émission 1 000 000 000 GBP
Description détaillée La Banque Canadienne Impériale de Commerce (CIBC) est une grande banque multinationale canadienne offrant une gamme complète de services bancaires aux particuliers, aux entreprises et aux marchés institutionnels, au Canada et à l?international.

L'Obligation émise par Canadian Imperial Commerce Bank ( Canada ) , en GBP, avec le code ISIN XS2421002390, paye un coupon de 6.22% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 15/12/2025







Execution Version
Notice Regarding Offers in the EEA and the UK
The Prospectus referred to below (as completed by these Final Terms) has been prepared on the basis that any
offer of Covered Bonds in any Member State of the European Economic Area or in the United Kingdom will
be made pursuant to an exemption under Regulation (EU) 2017/1129 (as amended, the "Prospectus
Regulation") or the Prospectus Regulation as it forms part of United Kingdom domestic law (the "UK
Prospectus Regulation") by virtue of the European Union (Withdrawal) Act 2018, as amended (the "EUWA"),
as applicable, from the requirement to publish a prospectus for offers of the Covered Bonds. Accordingly, any
person making or intending to make an offer in any Member State of the European Economic Area or in the
United Kingdom of the Covered Bonds may only do so in circumstances in which no obligation arises for the
Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the Prospectus Regulation or section 85
of the Financial Services and Markets Act 2000 (as amended) (the "FSMA"), as applicable, or supplement a
prospectus pursuant to Article 23 of the Prospectus Regulation or the UK Prospectus Regulation, as applicable,
in each case, in relation to such offer. Neither the Issuer nor any Dealer has authorized, nor do they authorize,
the making of any offer of Covered Bonds in any other circumstances.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS.
The Covered Bonds are not intended to be offered, sold or otherwise made available to and should not be
offered, sold or otherwise made available to any retail investor in the European Economic Area (the "EEA").
For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in
point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); (ii) a customer within the meaning
of Directive (EU) 2016/97 (as amended), where that customer would not qualify as a professional client as
defined in point (10) of Article 4(1) of MiFID II or (iii) not a qualified investor as defined in the Prospectus
Regulation. Consequently no key information document required by Regulation (EU) No 1286/2014 as
amended (the "PRIIPs Regulation") for offering or selling the Covered Bonds or otherwise making them
available to retail investors in the EEA has been prepared and therefore offering or selling the Covered Bonds
or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs
Regulation.
PROHIBITION OF SALES TO UK RETAIL INVESTORS.
The Covered Bonds are not intended to be offered, sold or otherwise made available to and should not be
offered, sold or otherwise made available to any retail investor in the United Kingdom ("UK"). For these
purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of
Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the EUWA; (ii) a customer
within the meaning of the provisions of the FSMA and any rules or regulations made under the FSMA to
implement Directive (EU) 2016/97 (as amended), where that customer would not qualify as a professional client,
as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue
of the EUWA; or (iii) not a qualified investor as defined in Article 2 of the UK Prospectus Regulation.
Consequently no key information document required by Regulation (EU) No 1286/2014 (as amended) as it
forms part of domestic law by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling the
Covered Bonds or otherwise making them available to retail investors in the UK has been prepared and
therefore offering or selling the Covered Bonds or otherwise making them available to any retail investor in
the UK may be unlawful under the UK PRIIPs Regulation.
UK MIFIR PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ECPS ONLY TARGET
MARKET ­ Solely for the purposes of each manufacturer's product approval process, the target market assessment
in respect of the Covered Bonds has led to the conclusion that: (i) the target market for the Covered Bonds is only
eligible counterparties, as defined in the FCA Handbook Conduct of Business Sourcebook, and professional clients,
as defined in Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA ("UK MiFIR");
and (ii) all channels for distribution of the Covered Bonds to eligible counterparties and professional clients are
appropriate. Any person subsequently offering, selling or recommending the Covered Bonds (a "UK distributor")
should take into consideration the manufacturers' target market assessment; however, a UK distributor subject to the
FCA Handbook Product Intervention and Product Governance Sourcebook is responsible for undertaking its own
MT MTDOCS 43181189


target market assessment in respect of the Covered Bonds (by either adopting or refining the manufacturers' target
market assessment) and determining appropriate distribution channels.
THE COVERED BONDS HAVE NOT BEEN APPROVED OR DISAPPROVED BY CANADA MORTGAGE
AND HOUSING CORPORATION ("CMHC") NOR HAS CMHC PASSED UPON THE ACCURACY OR
ADEQUACY OF THESE FINAL TERMS. THE COVERED BONDS ARE NOT INSURED OR
GUARANTEED BY CMHC OR THE GOVERNMENT OF CANADA OR ANY OTHER AGENCY
THEREOF.
THE COVERED BONDS DESCRIBED IN THESE FINAL TERMS HAVE NOT BEEN REGISTERED
UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR THE
SECURITIES LAWS OR "BLUE SKY" LAWS OF ANY STATE OR OTHER JURISDICTION OF THE
UNITED STATES AND, ACCORDINGLY, THE COVERED BONDS MAY NOT BE OFFERED, SOLD OR
DELIVERED WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S.
PERSONS.
The Guarantor is not now, and immediately after giving effect to any offer and sale of the Covered Bonds and
application of proceeds thereof, will not be, a "covered fund" for purposes of regulations adopted under Section 13 of
the U.S. Bank Holding Company Act of 1956, as amended, commonly known as the "Volcker Rule." In reaching this
conclusion, although other statutory or regulatory exemptions or exclusions may be available, the Guarantor has relied
on the exemption from registration set forth in Section 3(c)(5)(C) of the U.S. Investment Company Act of 1940, as
amended. See "Certain Volcker Rule Considerations" in the Prospectus dated July 22, 2021 as supplemented by the
First Prospectus Supplement dated August 27, 2021, the Second Prospectus Supplement dated September 24, 2021
and the Third Prospectus Supplement dated December 6, 2021.
Final Terms dated December 13, 2021
CANADIAN IMPERIAL BANK OF COMMERCE
(a Canadian chartered bank)
through its Head office of the Bank in Toronto
Legal Entity Identifier (LEI): 2IGI19DL77OX0HC3ZE78
Issue of GBP 1,000,000,000 Floating Rate Series CBL37 Covered Bonds due December, 2025 (the "Covered
Bonds") under the
CAD 60,000,000,000
Global Covered Bond Programme
unconditionally and irrevocably guaranteed as to payments by
CIBC COVERED BOND (LEGISLATIVE) GUARANTOR LIMITED PARTNERSHIP
(a limited partnership formed under the laws of Ontario)
PART A­CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") set
forth in the Prospectus dated July 22, 2021 and the First Prospectus Supplement dated August 27, 2021, the Second
Prospectus Supplement dated September 24, 2021 and the Third Prospectus Supplement dated December 6, 2021,
which together constitute a base prospectus (the "Prospectus") for the purposes of Regulation (EU) 2017/1129 (as
amended, the "Prospectus Regulation"). This document constitutes the Final Terms of the Covered Bonds described
MT MTDOCS 43181189


herein for the purposes of Article 8 of the Prospectus Regulation and must be read in conjunction with such Prospectus
in order to obtain all relevant information. The Prospectus, together with these Final Terms and all documents
incorporated by reference therein, is available for viewing on the website of the Luxembourg Stock Exchange at
https://www.bourse.lu under the name Canadian Imperial Bank of Commerce and the headline "Documents" and
copies may be obtained from the specified offices of the Issuer and the Issuing and Paying Agent, as set out at the end
of the Prospectus.
1.
(i)
Series Number:
CBL37
(ii)
Tranche Number:
1
(iii) Date on which the Covered Bonds
Not Applicable
become fungible:
2.
Specified Currency or Currencies:
Sterling ("GBP")
(Condition 1.10)
3.
Aggregate Principal Amount:
(i)
Series:
GBP 1,000,000,000
(ii)
Tranche:
GBP1,000,000,000
4.
Issue Price:
102.860 % of the Aggregate Principal Amount
5.
(i)
Specified Denominations:
Minimum denomination of GBP 100,000 and integral
multiples of GBP 1,000 in excess thereof up to and including
GBP 199,000
(Condition 1.08 or 1.09)
(ii)
Calculation Amount:
GBP 1,000
6.
(i)
Trade Date:
December 7, 2021
(ii)
Issue Date:
December 15, 2021
(iii) Interest Commencement Date:
Issue Date
7.
(i)
Final Maturity Date:
The Interest Payment Date falling on or nearest to December
15, 2025
(ii)
Extended Due for Payment Date of
The Interest Payment Date falling on or nearest to December
Guaranteed Amounts corresponding
15, 2026
to the Final Redemption Amount
under the Covered Bond Guarantee:
8.
Interest Basis:
Compounded Daily SONIA + 1.00 per cent. Floating Rate
from and including the Interest Commencement Date to (but
excluding) the Final Maturity Date (further particulars
specified in item 14 below).
Compounded Daily SONIA + 1.00 per cent. Floating Rate
from and including the Final Maturity Date to but excluding
MT MTDOCS 43181189


the Extended Due for Payment Date to the extent payment of
the Final Redemption Amount is deferred until the Extended
Due for Payment Date in accordance with Condition 6.01:
9.
Redemption/Payment Basis:
Redemption at par
10.
Change of Interest Basis:
If item 7(ii) applicable, Applicable ­ see item 8 above
11.
Put/Call Options:
Not Applicable
12.
Date of Board approval for issuance of
Not Applicable
Covered Bonds obtained:
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
13.
Fixed Rate Covered Bond Provisions:
Not Applicable.
14.
Floating Rate Covered Bond Provisions:
Applicable.
(Condition 5.03)
(i)
Interest Period(s):
The first Interest Period shall comprise the period from (and
including) the Issue Date to (but excluding) the first Interest
Payment Date. The Interest Periods shall, thereafter, be the
period from (and including) each Interest Payment Date to
(but excluding) the next following Interest Payment Date.
(ii)
Interest Period End Date:
Not Applicable
(iii) Rate Cut-Off Date:
Not Applicable
(iv) Specified Interest Payment Dates:
The Interest Payment Dates shall be March 15, June 15,
September 15 and December 15 of each year, up to and
including the Final Maturity Date, with the first Interest
Payment Date being March 15, 2022 (subject to paragraph
14(v) below).
To the extent that payment of the Final Redemption Amount
is deferred until the Extended Due for Payment Date in
accordance with Condition 6.01 and Paragraph 7 above, the
Interest Payment Dates shall fall on the 15th day of each
month from (but excluding) the Final Maturity Date to (and
including) the Extended Due for Payment Date. Each Interest
Payment Date is subject, in each case, to adjustment in
accordance with the Business Day Convention specified in
paragraph 14(v) below.
(v)
Business Day Convention:
Modified Following Business Day Convention
(vi) Financial Centre(s):
Toronto, New York City and London
(vii) Manner in which the Rate(s) of
Screen Rate Determination
Interest is/are to be determined:
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(viii) Party responsible for calculating the
Not Applicable
Rate(s) of Interest and Interest
Amount(s) (if not the Issuing and
Paying Agent):
(ix) Screen Rate Determination:
Applicable
­ Reference Rate:
SONIA
­ Calculation Method:
Compounded Daily Rate
­ Observation Method:
Lag
­ Observation Look-back Period:
5 London Banking Days
­ Relevant Number:
Not Applicable
­ Interest Determination Date(s)
The fifth London Banking Day prior to the end of each
Interest Accrual Period.
­ Relevant Screen Page
Reuters Screen SONIA Page
­ Relevant Time:
Not Applicable
­ Reference Banks:
Not Applicable
­ Financial Centre(s):
Toronto, New York City and London
(x)
ISDA Determination:
Not Applicable
(xi) Margin(s):
+1.00 per cent. per annum
(xii) Linear Interpolation
Not Applicable
(Condition 5.10)
(xiii) Minimum Interest Rate:
0.00 per cent. per annum
(Condition 5.05)
(xiv) Maximum Interest Rate:
Not Applicable
(Condition 5.05)
(xv) Day Count Fraction:
Actual/365 (Fixed)
15.
Zero Coupon Covered Bond Provisions:
Not Applicable
(Condition 5.11)
PROVISIONS RELATING TO REDEMPTION
16.
Call Option:
Not Applicable
(Condition 6.03)
17.
Put Option:
Not Applicable
MT MTDOCS 43181189


(Condition 6.06)
18.
Final Redemption Amount of each
GBP 1,000 per Calculation Amount
Covered Bond:
19.
Early Redemption Amount:
Early Redemption Amount(s) payable on
GBP 1,000 per Calculation Amount
redemption for taxation reasons or
illegality or upon acceleration following
an Issuer Event of Default or Guarantor
Event of Default and/or the method of
calculating the same:
(Conditions 6.02, 6.13 or 7)
GENERAL PROVISIONS APPLICABLE TO THE COVERED BONDS
20.
Form of the Covered Bonds:
Bearer Covered Bonds:
Temporary Global Covered Bond exchangeable for a
Permanent Global Covered Bond which is exchangeable for
Bearer Definitive Covered Bonds only after an Exchange
Event
21.
New Global Covered Bond:
Yes
22.
Financial Centre(s) or other special
Toronto, New York City and London
provisions relating to payment dates:
23.
Talons for future Coupons or Receipts to
Yes
be attached to Definitive Covered Bonds
(and dates on which such Talons mature):
(Condition 1.06)
24.
Details relating to Instalment Covered
(i)
Instalment Amount(s): Not Applicable
Bonds: amount of each instalment, date on
which each payment is to be made:
(ii)
Instalment Date(s): Not Applicable
(Condition 6.12)
THIRD PARTY INFORMATION
The ratings explanations set out in Item 2. "Ratings" of Part B have been extracted from the websites of Moody's
and Fitch (as applicable), as indicated. The Issuer and the Guarantor confirm that such information has been
accurately reproduced and that, so far as each is aware, and is able to ascertain from information published by
Moody's Investors Service, Inc. and Fitch Ratings, Inc., no facts have been omitted which would render the
reproduced information inaccurate or misleading.
[The remainder of this page is intentionally left blank.]
MT MTDOCS 43181189


Signed on behalf of the Issuer:
Signed on behalf of the Managing GP for and on behalf
of the Guarantor:
By:
"Wojtek Niebrzydowski"
By:
"Wojtek Niebrzydowski"
Duly authorized
Duly authorized
By:
"Andrew Stuart"
By:
"Andrew Stuart"
Duly authorized
Duly authorized
[Signature Page to CIBC CBL37 (GBP) ­ Final Terms]
MT MTDOCS 43181189


PART B­OTHER INFORMATION
1.
LISTING
(i)
Listing/Admission to trading:
Application is expected to be made by the Issuer (or on its
behalf) for the Covered Bonds to be admitted to the Official
List of the Luxembourg Stock Exchange and to trading on the
Regulated Market of the Luxembourg Stock Exchange with
effect from December 15, 2021.
(ii)
Estimate of total expenses related to EUR 3,200
admission to trading:
2.
RATINGS
The Covered Bonds to be issued are expected to be rated:
Moody's: Aaa
Obligations rated "Aaa" are judged to be of the highest
quality, subject to the lowest level of credit risk (Source:
Moody's, https://ratings.moodys.io/ratings)
Fitch: AAA
Obligations rated "AAA" denote the lowest expectation of
default risk. They are assigned only in cases of exceptionally
strong capacity for payment of financial commitments. This
capacity is highly unlikely to be adversely affected by
foreseeable
events.
(Source:
Fitch,
https://www.fitchratings.com/products/rating-definitions)
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person involved in the offer
of the Covered Bonds has an interest material to the offer. The Managers (as defined in the subscription
agreement dated 13 December 2021 in connection with the issue and the offer of the Covered Bonds) and
their 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, the Guarantor and their affiliates.
4.
DISTRIBUTION
(i)
US Selling Restrictions:
Regulation S compliance Category 2; TEFRA D rules apply;
Not Rule 144A eligible
(ii)
Additional Selling Restrictions:
Not Applicable
(iii) Prohibition of Sales to EEA Retail Applicable
Investors:
(iv) Prohibition of Sales to UK Retail Applicable
Investors:
5.
OPERATIONAL INFORMATION
MT MTDOCS 43181189


(i)
ISIN Code:
XS2421002390
(ii)
Common Code:
242100239
(iii) CFI
DTVXFB, as updated, as set out on the website of the
Association of National Numbering Agencies (ANNA) or
alternatively sourced from the responsible National
Numbering Agency that assigned the ISIN.
(iv) FISN
CIBC CANADA/VAR MTN 20251215, as updated, as set out
on the website of the Association of National Numbering
Agencies (ANNA) or alternatively sourced from the
responsible National Numbering Agency that assigned the
ISIN.
(v)
Insert here any other relevant codes Not Applicable
such as CUSIP and CINS codes:
(vi) Any clearing system(s) other than Not Applicable
Euroclear Bank SA/NV, Clearstream
Banking S.A., DTC or CDS, their
addresses
and
the
relevant
identification number(s):
(vii) Delivery:
Delivery against payment
(viii) Name(s) and address(es) of additional Not Applicable
or substitute Paying Agent(s) or
Transfer Agent(s):
(ix) Intended to be held in a manner which No. Whilst the designation is specified as "no" at the date of
would allow Eurosystem eligibility:
these Final Terms, should the Eurosystem eligibility criteria
be amended in the future such that the Covered Bonds are
capable of meeting them the Covered Bonds may then be
deposited with one of the ICSDs as common safekeeper.
Note that this does not necessarily mean that the Covered
Bonds 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.
6.
PROCEEDS
(i)
Use of net proceeds:
The net proceeds to the Issuer from the issuance of the
Covered Bonds, after deducting fees and expenses of issue,
will be added to the general funds of the Issuer.
(ii)
Estimated net proceeds:
GBP 1,026,600,000.00
7.
UNITED STATES TAX CONSIDERATIONS
Not Applicable.
MT MTDOCS 43181189