Obligation CBIC 0% ( US13607H8622 ) en USD

Société émettrice CBIC
Prix sur le marché 100 %  ⇌ 
Pays  Canada
Code ISIN  US13607H8622 ( en USD )
Coupon 0%
Echéance 25/06/2021 - Obligation échue



Prospectus brochure de l'obligation CIBC US13607H8622 en USD 0%, échue


Montant Minimal 1 000 USD
Montant de l'émission 32 283 000 USD
Cusip 13607H862
Notation Standard & Poor's ( S&P ) N/A
Notation Moody's N/A
Description détaillée La Banque CIBC (Canadian Imperial Bank of Commerce) est une grande banque commerciale canadienne offrant une gamme complète de services financiers, y compris des services bancaires aux particuliers et aux entreprises, des services de gestion de patrimoine et des services de marchés des capitaux.

L'Obligation émise par CBIC ( Canada ) , en USD, avec le code ISIN US13607H8622, paye un coupon de 0% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 25/06/2021







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424B2 1 a20-16501_25424b2.htm 424B2



Filed Pursuant to
Rule 424(b)(2)
Registration
Statement No. 333-
233663
(To Prospectus dated
December 16, 2019,
Prospectus
Supplement dated
December 16, 2019
and
Product Supplement
EQUITY ARN-1 dated
April 20, 2020)
3,228,305 Units
Pricing Date
April 23,
$10 principal amount per unit
Settlement Date
2020
CUSIP No. 13607H862
Maturity Date
April 30,
2020
June 25,
2021








Accelerated Return Notes® Linked to

the VanEck Vectors Gold
®
Miners ETF
§
Maturity of approximately 14 months

§
3-to-1 upside exposure to increases in the Underlying Fund, subject to a capped return of 54.90%

§
1-to-1 downside exposure to decreases in the Underlying Fund, with up to 100% of your investment at risk

§
Al payments occur at maturity and are subject to the credit risk of Canadian Imperial Bank of Commerce

§
No periodic interest payments

§
In addition to the underwriting discount set forth below, the notes include a hedging-related charge of $0.075 per

unit. See "Structuring the Notes"
§
Limited secondary market liquidity, with no exchange listing

§
The notes are unsecured debt securities and are not savings accounts or insured deposits of a bank. The notes

are not insured or guaranteed by the Canada Deposit Insurance Corporation, the U.S. Federal Deposit Insurance
Corporation or any other governmental agency of the United States, Canada, or any other jurisdiction

The notes are being issued by Canadian Imperial Bank of Commerce ("CIBC"). There are important differences between the
notes and a conventional debt security, including different investment risks and certain additional costs. See "Risk Factors"
beginning on page TS-6 of this term sheet and beginning on page PS-6 of product supplement EQUITY ARN-1.
The initial estimated value of the notes as of the pricing date is $9.61 per unit, which is less than the public offering price listed
below. See "Summary" on the following page, "Risk Factors" beginning on page TS-6 of this term sheet and "Structuring the Notes" on
page TS-13 of this term sheet for additional information. The actual value of your notes at any time will reflect many factors and cannot
be predicted with accuracy.

_________________________
None of the Securities and Exchange Commission (the "SEC"), any state securities commission, or any other regulatory body has
approved or disapproved of these securities or determined if this Note Prospectus (as defined below) is truthful or complete. Any
representation to the contrary is a criminal offense.

_________________________


Per Unit
Total
Public offering price
$ 10.00
$32,283,050.00


Underwriting discount
$ 0.20
$ 645,661.00


Proceeds, before expenses, to CIBC
$ 9.80
$31,637,389.00



The notes:

Are Not FDIC Insured
Are Not Bank Guaranteed
May Lose Value

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BofA Securities
April 23, 2020

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Accelerated Return Notes

®
Linked to the VanEck Vectors Gold Miners
®
ETF, due June 25, 2021

Summary

The Accelerated Return Notes L
® inked to the VanEck Vectors
® Gold Miners ETF, due June 25, 2021 (the "notes") are our senior unsecured debt
securities. The notes are not guaranteed or insured by the Canada Deposit Insurance Corporation, the U.S. Federal Deposit Insurance
Corporation or any other governmental agency of the United States, Canada or any other jurisdiction or secured by col ateral. The notes are not
bail-inable debt securities (as defined on page 6 of the prospectus). The notes will rank equally with all of our other unsecured and
unsubordinated debt. Any payments due on the notes, including any repayment of principal, will be subject to the credit risk of CIBC.
The notes provide you a leveraged return, subject to a cap, if the Ending Value of the Market Measure, which is the VanEck Vectors
® Gold
Miners ETF (the "Underlying Fund"), is greater than the Starting Value. If the Ending Value is less than the Starting Value, you wil lose al or a
portion of the principal amount of your notes. Any payments on the notes wil be calculated based on the $10 principal amount per unit and wil
depend on the performance of the Underlying Fund, subject to our credit risk. See "Terms of the Notes" below.

The economic terms of the notes (including the Capped Value) are based on our internal funding rate, which is the rate we would pay to borrow
funds through the issuance of market-linked notes, and the economic terms of certain related hedging arrangements. Our internal funding rate
is typical y lower than the rate we would pay when we issue conventional fixed rate debt securities. This difference in funding rate, as wel as the
underwriting discount and the hedging-related charge described below, reduced the economic terms of the notes to you and the initial estimated
value of the notes on the pricing date. Due to these factors, the public offering price you pay to purchase the notes is greater than the initial
estimated value of the notes.

On the cover page of this term sheet, we have provided the initial estimated value for the notes. This initial estimated value was determined
based on our pricing models, and was based on our internal funding rate on the pricing date, market conditions and other relevant factors
existing at that time, and our assumptions about market parameters. For more information about the initial estimated value and the structuring of
the notes, see "Structuring the Notes" on page TS-13.

Terms of the Notes
Redemption Amount Determination
Issuer:
Canadian Imperial Bank of Commerce
On the maturity date, you wil receive a cash payment per unit determined as
("CIBC")
fol ows:
Principal
$10.00 per unit
Amount:
Term:
Approximately 14 months
Market
The VanEck Vectors
® Gold Miners ETF
Measure:
(Bloomberg symbol: "GDX")
Starting Value:
33.42
Ending Value:
The average of the Closing Market
Price of the Underlying Fund times the
Price Multiplier on each calculation day
occurring during the Maturity Valuation
Period. The scheduled calculation
days are subject to postponement in
the event of Market Disruption Events,
as described beginning on page PS-22
of product supplement EQUITY ARN-
1.
Participation
300%
Rate:
Capped Value:
$15.49 per unit, which represents a
return of 54.90% over the principal
amount.
Maturity
June 16, 2021, June 17, 2021,
Valuation
June 18, 2021, June 21, 2021 and
Period:
June 22, 2021
Price Multiplier:
1, subject to adjustment for certain
corporate events relating to the
Underlying Fund, as described
beginning on page PS-26 of product
supplement EQUITY ARN-1.
Fees and
The underwriting discount of $0.20 per
Charges:
unit listed on the cover page and the
hedging-related charge of $0.075 per
unit described in "Structuring the
Notes" on page TS-13.
Calculation
BofA Securities, Inc. ("BofAS")
Agent:

Accelerated Return Notes
®
TS-2

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Accelerated Return Notes

®
Linked to the VanEck Vectors Gold Miners
®
ETF, due June 25, 2021

The terms and risks of the notes are contained in this term sheet and in the following:
§ Product supplement EQUITY ARN-1 dated April 20, 2020:

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§ Prospectus supplement dated December 16, 2019:

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§ Prospectus dated December 16, 2019:

https://www.sec.gov/Archives/edgar/data/1045520/000110465919073027/a19-24965_1424b3.htm
These documents (together, the "Note Prospectus") have been filed as part of a registration statement with the SEC, which may, without
cost, be accessed on the SEC website as indicated above or obtained from Merrill Lynch, Pierce, Fenner & Smith Incorporated
("MLPF&S") or BofAS by calling 1-800-294-1322. Before you invest, you should read the Note Prospectus, including this term sheet, for
information about us and this offering. Any prior or contemporaneous oral statements and any other written materials you may have
received are superseded by the Note Prospectus. Capitalized terms used but not defined in this term sheet have the meanings set forth
in product supplement EQUITY ARN-1. Unless otherwise indicated or unless the context requires otherwise, all references in this
document to "we," "us," "our," or similar references are to CIBC.


Investor Considerations

You may wish to consider an investment in the notes if:
The notes may not be an appropriate investment for you if:
§
You anticipate that the Underlying Fund will increase
§
You believe that the Underlying Fund will decrease from the


moderately from the Starting Value to the Ending Value.
Starting Value to the Ending Value or that it will not increase
§
You are willing to risk a loss of principal and return if the
sufficiently over the term of the notes to provide you with

Underlying Fund decreases from the Starting Value to the
your desired return.
Ending Value.
§
You seek principal repayment or preservation of capital.

§
You accept that the return on the notes will be capped.
§
You seek an uncapped return on your investment.


§
You are willing to forgo the interest payments that are paid
§
You seek interest payments or other current income on your


on conventional interest bearing debt securities.
investment.
§
You are willing to forgo dividends or other benefits of owning
§
You want to receive dividends or other distributions paid on


shares of the Underlying Fund or the securities held by the
shares of the Underlying Fund or the securities held by the
Underlying Fund.
Underlying Fund.
§
You are willing to accept a limited or no market for sales prior
§
You seek an investment for which there will be a liquid


to maturity, and understand that the market prices for the
secondary market.
notes, if any, will be affected by various factors, including our
§
You are unwilling or are unable to take market risk on the
actual and perceived creditworthiness, our internal funding

notes or to take our credit risk as issuer of the notes.
rate and fees and charges on the notes.
§
You are willing to assume our credit risk, as issuer of the

notes, for all payments under the notes, including the
Redemption Amount.

We urge you to consult your investment, legal, tax, accounting, and other advisors before you invest in the notes.

Accelerated Return Notes
®
TS-3

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Accelerated Return Notes

®
Linked to the VanEck Vectors Gold Miners
®
ETF, due June 25, 2021
Hypothetical Payout Profile and Examples of Payments at
Maturity

Accelerated Return Notes®
This graph reflects the returns on the notes, based on the

Participation Rate of 300% and the Capped Value of $15.49 per
unit. The green line reflects the returns on the notes, while the
dotted gray line reflects the returns of a direct investment in the
Underlying Fund, excluding dividends.
This graph has been prepared for purposes of illustration only.
The following table and examples are for purposes of illustration only. They are based on hypothetical values and show hypothetical
returns on the notes. They illustrate the calculation of the Redemption Amount and total rate of return based on a hypothetical Starting
Value of 100, the Participation Rate of 300%, the Capped Value of $15.49 per unit and a range of hypothetical Ending Values. The
actual amount you receive and the resulting total rate of return will depend on the actual Starting Value and Ending Value, and
whether you hold the notes to maturity. The following examples do not take into account any tax consequences from investing in the
notes.
For recent actual prices of the Underlying Fund, see "The Underlying Fund" section below. In addition, all payments on the notes are
subject to issuer credit risk.

Percentage Change from the
Redemption Amount per
Total Rate of Return on the
Ending Value
Starting Value to the Ending Value
Unit
Notes
0.00
-100.00%
$0.00
-100.00%
50.00
-50.00%
$5.00
-50.00%
80.00
-20.00%
$8.00
-20.00%
90.00
-10.00%
$9.00
-10.00%
94.00
-6.00%
$9.40
-6.00%
97.00
-3.00%
$9.70
-3.00%
100.00(1)
0.00%
$10.00
0.00%
102.00
2.00%
$10.60
6.00%
103.00
3.00%
$10.90
9.00%
110.00
10.00%
$13.00
30.00%
118.30
18.30%
$15.49(2)
54.90%
120.00
20.00%
$15.49
54.90%
130.00
30.00%
$15.49
54.90%
150.00
50.00%
$15.49
54.90%
200.00
100.00%
$15.49
54.90%

(1)
The hypothetical Starting Value of 100.00 used in these examples has been chosen for illustrative purposes only. The actual

Starting Value is 33.42, which was the Closing Market Price of the Underlying Fund on the pricing date.
(2)
The Redemption Amount per unit cannot exceed the Capped Value.


Accelerated Return Notes
®
TS-4

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Accelerated Return Notes

®
Linked to the VanEck Vectors Gold Miners
®
ETF, due June 25, 2021

Redemption Amount Calculation Examples

Example 1
The Ending Value is 50.00, or 50.00% of the Starting Value:


Starting Value:
100.00


Ending Value:
50.00


= $5.00 Redemption Amount per unit

Example 2
The Ending Value is 103.00, or 103.00% of the Starting Value:


Starting Value:
100.00


Ending Value:
103.00


= $10.90 Redemption Amount per unit

Example 3
The Ending Value is 130.00, or 130.00% of the Starting Value:


Starting Value:
100.00


Ending Value:
130.00


= $19.00, however, because the Redemption Amount for the notes cannot exceed
the Capped Value, the Redemption Amount will be $15.49 per unit

Accelerated Return Notes
®
TS-5

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Accelerated Return Notes

®
Linked to the VanEck Vectors Gold Miners
®
ETF, due June 25, 2021

Risk Factors

There are important differences between the notes and a conventional debt security. An investment in the notes involves significant
risks, including those listed below. You should carefully review the more detailed explanation of risks relating to the notes in the "Risk
Factors" sections beginning on page PS-6 of product supplement EQUITY ARN-1, page S-1 of the prospectus supplement, and page 1
of the prospectus identified above. We also urge you to consult your investment, legal, tax, accounting, and other advisors before you
invest in the notes.

§
Depending on the performance of the Underlying Fund as measured shortly before the maturity date, you may lose up to 100%

of the principal amount.

§
Your return on the notes may be less than the yield you could earn by owning a conventional fixed or floating rate debt security

of comparable maturity.

§
Your investment return is limited to the return represented by the Capped Value and may be less than a comparable investment

directly in the Underlying Fund or the securities held by the Underlying Fund.

§
Payments on the notes are subject to our credit risk, and actual or perceived changes in our creditworthiness are expected to

affect the value of the notes. If we become insolvent or are unable to pay our obligations, you may lose your entire investment.

§
Our initial estimated value of the notes is lower than the public offering price of the notes. The public offering price of the notes

exceeds our initial estimated value because costs associated with selling and structuring the notes, as well as hedging the
notes, all as further described in "Structuring the Notes" on page TS-13, are included in the public offering price of the notes.

§
Our initial estimated value does not represent future values of the notes and may differ from others' estimates. Our initial

estimated value is only an estimate, which was determined by reference to our internal pricing models when the terms of the
notes were set. This estimated value was based on market conditions and other relevant factors existing at that time, our
internal funding rate on the pricing date and our assumptions about market parameters, which can include volatility, dividend
rates, interest rates and other factors. Different pricing models and assumptions could provide valuations for the notes that are
greater or less than our initial estimated value. In addition, market conditions and other relevant factors in the future may
change, and any assumptions may prove to be incorrect. On future dates, the market value of the notes could change
significantly based on, among other things, changes in market conditions, including the price of the Underlying Fund, our
creditworthiness, interest rate movements and other relevant factors, which may impact the price at which MLPF&S, BofAS or
any other party would be willing to buy notes from you in any secondary market transactions. Our estimated value does not
represent a minimum price at which MLPF&S, BofAS or any other party would be willing to buy your notes in any secondary
market (if any exists) at any time.

§
Our initial estimated value of the notes was not determined by reference to credit spreads for our conventional fixed-rate debt.

The internal funding rate that was used in the determination of our initial estimated value of the notes generally represents a
discount from the credit spreads for our conventional fixed-rate debt. The discount is based on, among other things, our view of
the funding value of the notes as well as the higher issuance, operational and ongoing liability management costs of the notes
in comparison to those costs for our conventional fixed-rate debt. If we were to have used the interest rate implied by our
conventional fixed-rate debt, we would expect the economic terms of the notes to be more favorable to you. Consequently, our
use of an internal funding rate for market-linked notes had an adverse effect on the economic terms of the notes and the initial
estimated value of the notes on the pricing date, and could have an adverse effect on any secondary market prices of the
notes.

§
A trading market is not expected to develop for the notes. None of us, MLPF&S or BofAS is obligated to make a market for, or

to repurchase, the notes. There is no assurance that any party will be willing to purchase your notes at any price in any
secondary market.

§
Your return on the notes and the value of the notes may be affected by exchange rate movements and factors affecting the

international securities markets.

§
Our business, hedging and trading activities, and those of MLPF&S, BofAS and our respective affiliates (including trades in

shares of the Underlying Fund or the securities held by the Underlying Fund), and any hedging and trading activities we,
MLPF&S, BofAS or our respective affiliates engage in for our clients' accounts, may affect the market value and return of the
notes and may create conflicts of interest with you.

§
The sponsor of the NYSE Arca Gold Miners Index (the "Underlying Index") described below may adjust the Underlying Index in

a way that affects its level, and has no obligation to consider your interests.

§
The sponsor and investment advisor of the Underlying Fund may adjust the Underlying Fund in a way that could adversely

affect the price of the Underlying Fund and consequently, the return on the notes, and have no obligation to consider your
interests.

§
As a noteholder, you will have no rights to receive shares of the Underlying Fund or the securities held by the Underlying Fund,

and you will not be entitled to receive dividends or other distributions on those securities.

Accelerated Return Notes
®
TS-6

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Accelerated Return Notes

®
Linked to the VanEck Vectors Gold Miners
®
ETF, due June 25, 2021

§
While we, MLPF&S, BofAS or our respective affiliates may from time to time own securities of companies included in the

Underlying Fund, we, MLPF&S, BofAS and our respective affiliates do not control any company included in the Underlying
Fund, and have not verified any disclosure made by any other company.

§
There are liquidity and management risks associated with the Underlying Fund.


§
The performance of the Underlying Fund may not correlate with the performance of its Underlying Index as well as the net

asset value per share of the Underlying Fund, especially during periods of market volatility when the liquidity and the market
price of shares of the Underlying Fund and/or securities held by the Underlying Fund may be adversely affected, sometimes
materially.

§
Risks associated with the Underlying Index or the underlying assets of the Underlying Fund will affect the share price of the

Underlying Fund and hence, the value of the notes.

§
The payments on the notes will not be adjusted for all corporate events that could affect the Underlying Fund. See "Description

of ARNs--Anti-Dilution and Discontinuance Adjustments Relating to Underlying Funds" beginning on page PS-26 of product
supplement EQUITY ARN-1.

§
There may be potential conflicts of interest involving the calculation agent, which is BofAS. We have the right to appoint and

remove the calculation agent.

§
The U.S. federal income tax consequences of the notes are uncertain, and may be adverse to a holder of the notes. See

"Summary of U.S. Federal Income Tax Consequences" below and "U.S. Federal Income Tax Summary" beginning on page PS-
36 of product supplement EQUITY ARN-1. For a discussion of the Canadian federal income tax consequences of investing in
the notes, see "Material Income Tax Consequences--Canadian Taxation" in the prospectus, as supplemented by the
discussion under "Summary of Canadian Federal Income Tax Considerations" herein.
Additional Risk Factors
All of the securities held by the Underlying Fund are concentrated in one industry.
All of the securities held by the Underlying Fund are issued by companies in the gold and silver mining industry. As a result, the
securities that will determine the performance of the notes are concentrated in one industry. Although an investment in the notes will not
give holders any ownership or other direct interests in the securities held by the Underlying Fund, the return on an investment in the
notes will be subject to certain risks similar to those associated with direct equity investments in the gold and silver mining industry.
Accordingly, by investing in the notes, you will not benefit from the diversification which could result from an investment linked to
companies that operate in multiple sectors.
A limited number of securities may affect the level of the Underlying Index, and the Underlying Index is not necessarily
representative of the gold and silver mining industry.
As of April 23, 2020, the top two securities included in the Underlying Index constituted approximately 30% of the total weight of the
Underlying Index and the top six securities included in the Underlying Index constituted approximately 50% of the total weight of the
Underlying Index. Because the Underlying Fund attempts to track the performance of the Underlying Index, any reduction in the market
price of those securities is likely to have a substantial adverse impact on the price of the Underlying Fund and the value of the notes.
While the securities included in the Underlying Index are common stocks, American Depositary Receipts ("ADRs") or global depositary
receipts ("GDRs") of companies generally considered to be involved in various segments of the gold and silver mining industry, the
securities included in the Underlying Index may not follow the price movements of the entire gold and silver mining industry generally. If
the securities included in the Underlying Index (and, accordingly, the securities held by the Underlying Fund) decline in value, the
Underlying Fund will decline in value even if security prices in the gold and silver mining industry generally increase in value.
The notes will be subject to small-capitalization or mid-capitalization companies risk.
The Underlying Fund may invest in companies that may be considered small-capitalization or mid-capitalization companies. These
companies often have greater stock price volatility, lower trading volume and less liquidity than large-capitalization companies and
therefore the Underlying Fund's share price may be more volatile than an investment in stocks issued by large-capitalization
companies. Stock prices of small-capitalization or mid-capitalization companies are also more vulnerable than those of large-
capitalization companies to adverse business and economic developments, and the stocks of small-capitalization or mid-capitalization
companies may be thinly traded, making it difficult for the Underlying Fund to buy and sell them. In addition, small-capitalization or mid-
capitalization companies are typically less stable financially than large-capitalization companies and may depend on a small number of
key personnel, making them more vulnerable to loss of personnel. Small-capitalization or mid-capitalization companies are often subject
to less analyst coverage and may be in early, and less predictable, periods of their corporate existences. Such companies tend to have
smaller revenues, less diverse product lines, smaller shares of their product or service markets, fewer financial resources and less
competitive strengths than large-capitalization companies and are more susceptible to adverse developments related to their products.
These factors could adversely affect the price of the Underlying Fund during the term of the notes, which may adversely affect the value
of your notes.

Accelerated Return Notes
®
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Accelerated Return Notes

®
Linked to the VanEck Vectors Gold Miners
®
ETF, due June 25, 2021
There is no direct correlation between the value of the notes or the price of the Underlying Fund, on the one hand, and gold
and silver prices, on the other hand.
Although the price of gold or silver is one factor that may influence the performance of the securities held by the Underlying Fund, the
notes are not linked to the gold or silver spot prices or to gold or silver futures. There is no direct linkage between the price of the
Underlying Fund and the prices of gold and silver. While gold and silver prices may be one factor that could affect the prices of the
securities included in the Underlying Index and, consequently, the price of the Underlying Fund and the amount payable on the notes
are not directly linked to the movement of gold and silver prices and may be affected by factors unrelated to those movements. Investing
in the notes is not the same as investing in gold or silver, and you should not invest in the notes if you wish to invest in a product that is
linked directly to the price of gold or silver.
NYSE Arca, Inc. ("NYSE Arca"), the sponsor and compiler of the Underlying Index, retains significant control and discretionary
decision-making over the Underlying Index and is responsible for decisions regarding the interpretation of and amendments
to the Underlying Index rules, which may have an adverse effect on the price of the Underlying Fund, the market value of the
notes and the amount payable on the notes.
NYSE Arca is the compiler of the Underlying Index and, as such, is responsible for the day-to-day management of the Underlying Index
and for decisions regarding the interpretation of the rules governing the Underlying Index. NYSE Arca has the discretion to make
operational adjustments to the Underlying Index and to the Underlying Index components, including discretion to exclude companies
that otherwise meet the minimum criteria for inclusion in the Underlying Index. In addition, NYSE Arca retains the power to supplement,
amend in whole or in part, revise or withdraw the Underlying Index rules at any time, any of which may lead to changes in the way the
Underlying Index is compiled or calculated or adversely affect the Underlying Index in another way. Any of these adjustments to the
Underlying Index or the Underlying Index rules may adversely affect the composition of the Underlying Index, the price of the Underlying
Fund, the market value of the notes and the amount payable on the notes. The Underlying Index sponsor has no obligation to take the
needs of any buyer, seller or holder of the notes into consideration at any time.
The performance of the Underlying Fund may be influenced by gold and silver prices.
To the extent the price of gold or silver has a limited effect, if any, on the prices of the securities held by the Underlying Fund, gold prices
and silver prices are subject to volatile price movements over short periods of time, represent trading in commodities markets, which are
substantially different from equities markets, and are affected by numerous factors. These include economic factors, including the
structure of and confidence in the global monetary system, expectations of the future rate of inflation, the relative strength of, and
confidence in, the U.S. dollar (the currency in which the prices of gold and silver are generally quoted), interest rates and gold and silver
borrowing and lending rates, and global or regional economic, financial, political, regulatory, judicial, or other events.
Gold prices and silver prices may also be affected by industry factors such as industrial and jewelry demand, lending, sales and
purchases of gold and silver by the official sector, including central banks and other governmental agencies and multilateral institutions
which hold gold and silver, levels of gold and silver production and production costs, and short-term changes in supply and demand
because of trading activities in the gold and silver markets. It is not possible to predict the aggregate effects of all or any combination of
these factors. Any negative developments with respect to these factors may have an adverse effect on gold and silver prices and, as a
result, on the prices of the securities held by the Underlying Fund and the price of the Underlying Fund.

Accelerated Return Notes
®
TS-8

https://www.sec.gov/Archives/edgar/data/1045520/000110465920051677/a20-16501_25424b2.htm
9/17


4/28/2020
https://www.sec.gov/Archives/edgar/data/1045520/000110465920051677/a20-16501_25424b2.htm
Accelerated Return Notes

®
Linked to the VanEck Vectors Gold Miners
®
ETF, due June 25, 2021
The Underlying Fund
All disclosures contained in this term sheet regarding the Underlying Fund and the Underlying Index, including, without limitation, their
make-up, method of calculation, and changes in their components, have been derived from publicly available sources, which we have
not independently verified. The information reflects the policies of, and is subject to change by, Van Eck Associates Corporation ("Van
Eck") The consequences of any discontinuance of the Underlying Fund or the Underlying Index are discussed in the section entitled
"Description of ARNs--Anti-Dilution and Discontinuance Adjustments Relating to Underlying Funds--Discontinuance of or Material
Change to an Underlying Fund" beginning on page PS-29 of product supplement EQUITY ARN-1. None of us, the calculation agent,
MLPF&S or BofAS accepts any responsibility for the calculation, maintenance or publication of the Underlying Fund, the Underlying
Index, or any successor fund or index.
General
The Underlying Fund is an investment portfolio maintained and managed by VanEck VectorsTM ETF Trust (the "VanEck Vectors Trust").
Van Eck Associates Corporation ("Van Eck") is the investment adviser to the Underlying Fund. The Underlying Fund is an exchange-
traded fund that trades on the NYSE Arca under the ticker symbol "GDX."
Information provided to or filed with the SEC by the VanEck Vectors Trust pursuant to the Securities Act and the Investment Company
Act can be located by reference to SEC file numbers 333-123257 and 811-10325, respectively, through the SEC's website at
http://www.sec.gov.
Investment Objective and Strategy
The Underlying Fund seeks to provide investment results that correspond generally to the price and yield performance, before fees and
expenses, of the NYSE Arca Gold Miners Index (the "GDM"). The GDM, calculated by NYSE Arca, is a modified market capitalization-
weighted index consisting of common stocks and ADRs of publicly traded companies involved primarily in mining for gold and silver.
The Underlying Fund normally invests at least 80% of its total assets in common stocks and ADRs of companies involved in the gold
and silver mining industry. The Underlying Fund's 80% investment policy is non-fundamental and requires 60 days' prior written notice
to shareholders before it can be changed. The Underlying Fund, using a "passive" or indexing investment approach, attempts to
approximate the investment performance of the GDM by investing in a portfolio of securities that generally replicates the GDM. The
returns of the Underlying Fund may be affected by certain management fees and other expenses, which are detailed in its prospectus.
Van Eck expects that, over time, the correlation between the Underlying Fund's performance and that of the GDM before fees and
expenses will be 95% or better. A figure of 100% would indicate perfect correlation.
The Underlying Fund may choose to concentrate its investments in a particular industry or group of industries to the extent that the GDM
concentrates in an industry or group of industries.
Correlation
The GDM is a theoretical financial calculation, while the Underlying Fund is an actual investment portfolio. The performance of the
Underlying Fund and the GDM will vary somewhat due to transaction costs, market impact, corporate actions (such as mergers and
spin-offs) and timing variances. A figure of 100% would indicate perfect correlation. Any correlation of less than 100% is called
"tracking error." The Underlying Fund, using a "passive" or indexing investment approach, can be expected to have a greater tracking
error than a Fund using a replication indexing strategy.
Description of the NYSE Arca Gold Miners Index
The NYSE Arca Gold Miners Index was developed by the NYSE Amex (formerly the American Stock Exchange) and is calculated,
maintained and published by the NYSE Arca. The GDM is reported by Bloomberg under the ticker symbol "GDM." The index
benchmark was 500.00 at the close of trading on December 20, 2002.
Objectives and Guiding Principles Underlying the GDM
The GDM is a modified market capitalization weighted index comprised of publicly traded companies involved primarily in the mining of
gold or silver. The GDM includes common stocks, ADRs or GDRs of selected companies that are involved in mining for gold and silver
and that are listed for trading and electronically quoted on a major stock market that is accessible by foreign investors. Generally, this
includes exchanges in most developed markets and major emerging markets, and includes companies that are cross-listed, i.e., both
U.S. and Canadian listings. NYSE Arca will use its discretion to avoid exchanges and markets that are considered "frontier" in nature or
have major restrictions to foreign ownership. The index includes companies that derive at least 50% of their revenues from gold mining
and related activities (40% for companies that are already included in the index). Also, the index will maintain an exposure to
companies with a significant revenue exposure to silver mining in addition to gold mining, which will not exceed 20% of the index weight
at each rebalance. Only companies with market capitalization greater than $750 million that have a daily average trading volume of at
least 50,000 shares and an average daily value traded of at least $1 million over the past three months are eligible for inclusion in the
GDM. Starting in December 2013, for companies already included in the index, the market capitalization requirement at each rebalance
will be $450 million, the average daily volume requirement will be at least 30,000 shares over the past three months and the average
daily value traded requirement will be at least $600,000 over the past three months. NYSE Arca has the discretion to not include all
companies that meet the minimum criteria for inclusion.

Accelerated Return Notes
®
TS-9
https://www.sec.gov/Archives/edgar/data/1045520/000110465920051677/a20-16501_25424b2.htm
10/17