Obligation Canadian Imperial Commerce Bank 0% ( XS2143782568 ) en GBP

Société émettrice Canadian Imperial Commerce Bank
Prix sur le marché 100 %  ⇌ 
Pays  Canada
Code ISIN  XS2143782568 ( en GBP )
Coupon 0%
Echéance 04/05/2020 - Obligation échue



Prospectus brochure de l'obligation CANADIAN IMPERIAL BANK OF COMMERCE XS2143782568 en GBP 0%, échue


Montant Minimal /
Montant de l'émission /
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 XS2143782568, paye un coupon de 0% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 04/05/2020







Final Terms dated March 20, 2020
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 125,000,000 Floating Rate Series CBL24 Tranche 2 Covered Bonds due October 2022 (the "Covered
Bonds") (to be consolidated and form a single series with the GBP 500,000,000 Floating Rate Series CBL24
Tranche 1 Covered Bonds due October 2022, issued on October 28, 2019 (the "CBL 24 Tranche 1 Covered
Bonds")) under the
CAD 30,000,000,000
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)
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 the United Kingdom (each
a "Relevant State") will be made pursuant to an exemption under Regulation (EU) 2017/1129 (the "Prospectus
Regulation") 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 Relevant State 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 supplement a prospectus pursuant to Article 23 of the Prospectus
Regulation, 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 AND 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 European Economic Area (the "EEA")
or in the United Kingdom (the "UK"). 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 or 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 EEA or
in the UK may be unlawful under the PRIIPs Regulation.
MIFID II 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 eligible
counterparties and professional clients only, each as defined in MiFID II; and (ii) all channels for distribution of the
Covered Bonds to eligible counterparties and professional clients are appropriate. Any person subsequently offering,
MT DOCS 20203862


selling or recommending the Covered Bonds (a "distributor") should take into consideration the manufacturers' target
market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own 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 following the issuance of the Covered Bonds pursuant to the Trust Deed,
as amended by the first amending agreement dated August 23, 2019 and the second amending agreement dated
March 9, 2020, 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 under the U.S. Investment Company Act of 1940, as amended, and
under the Volcker Rule and its related regulations 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 June 18, 2019.
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 June 18, 2019 and the First Prospectus Supplement dated August 23, 2019, which form
part of the Prospectus dated June 18, 2019 as supplemented by the First Prospectus Supplement dated August 23,
2019, the Second Prospectus Supplement dated December 6, 2019 and the Third Prospectus Supplement dated
March 9, 2020, which together constitute a base prospectus (the "Prospectus") for the purposes of Directive
2003/71/EC, as amended or superseded, and includes any relevant implementing measures in a Relevant State (the
"Prospectus Directive"). This document constitutes the Final Terms of the Covered Bonds described herein for the
purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with such Prospectus. Full
information on the Issuer and the offer of the Covered Bonds is only available on the basis of the combination of these
Final Terms and the Prospectus. 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:
CBL24
(ii)
Tranche Number:
2
(iii) Date on which the Covered Bonds
On or after the date (the "Exchange Date") which is 40 days
become fungible:
after the Issue Date, the Covered Bonds shall be consolidated
and form a single series with the CBL24 Tranche 1 Covered
Bonds. See Part B item 4 in respect of selling restrictions.
MT DOCS 20203862


2.
Specified Currency or Currencies:
Sterling ("GBP")
(Condition 1.10)
3.
Aggregate Principal Amount:
(i)
Series:
GBP 625,000,000
(ii)
Tranche:
GBP 125,000,000
4.
Issue Price:
99.129% of the Aggregate Principal Amount plus GBP
218,035.62 equal to accrued interest (in the aggregate) for
the period from (and including) the Interest Commencement
Date specified in paragraph 6(ii) below to (but excluding)
the Issue Date (56 days).
5.
(i)
Specified Denominations:
Minimum denomination of GBP 100,000 and integral
multiples of GBP 1,000 in excess thereof.
(Condition 1.08 or 1.09)
(ii)
Calculation Amount:
GBP 1,000
6.
(i)
Issue Date:
March 24, 2020
(ii)
Interest Commencement Date:
January 28, 2020
7.
(i)
Final Maturity Date:
The Interest Payment Date falling on or nearest to October
28, 2022
(ii)
Extended Due for Payment Date of
The Interest Payment Date falling on or nearest to October
Guaranteed Amounts corresponding
28, 2023
to the Final Redemption Amount
under the Covered Bond Guarantee:
8.
Interest Basis:
Compounded Daily SONIA + 0.48 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 + 0.48 per cent. Floating Rate
from and including the Final Maturity Date to but excluding
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
MT DOCS 20203862


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 Interest Commencement Date specified in
paragraph 6(ii) above to (but excluding) the first Specified
Interest Payment Date set out in paragraph 14(iv) below. 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 Specified Interest Payment Dates shall be January 28,
April 28, July 28 and October 28 of each year, up to and
including the Final Maturity Date, with the first Specified
Interest Payment Date being April 28, 2020 (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 28th day of each
month from (but excluding) the Final Maturity Date up 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:
(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
MT DOCS 20203862


­ 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
­ Observation Look-Back Period:
5 London Banking Days
(x)
ISDA Determination:
Not Applicable
(xi) Margin(s):
+0.48 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
(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)
MT DOCS 20203862


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
No
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
Not Applicable
[The remainder of this page is intentionally left blank.]
MT DOCS 20203862


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 CBL24-2 (GBP) ­ Final Terms]
MT DOCS 20203862


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 March 24, 2020.
The Covered Bonds will be consolidated and form a single
series with the CBL24 Tranche 1 Covered Bonds which were
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 October 28,
2019.
(ii)
Estimate of total expenses related to EUR 600
admission to trading:
2.
RATINGS
The Covered Bonds to be issued are expected to be rated:
Ratings: Moody's: Aaa
Fitch: AAA
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 and their affiliates have engaged,
and may in future engage, in investment banking and/or commercial banking transactions with, and may
perform 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 and UK Applicable
Retail Investors:
5.
OPERATIONAL INFORMATION
(i)
ISIN Code:
XS2071492255 (from (and including) the Exchange Date)
XS2143782568 (prior to the Exchange Date)
(ii)
Common Code:
207149225 (from (and including) the Exchange Date)
214378256 (prior to the Exchange Date)
MT DOCS 20203862


(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 20221028, 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.
UNITED STATES TAX CONSIDERATIONS
Not applicable.
MT DOCS 20203862