Filed Pursuant to Rule
424(b)(2)
Registration No. 333-272447
The information
in this preliminary pricing supplement is not complete and may be changed. This preliminary pricing supplement and the accompanying underlying
supplement, prospectus supplement and prospectus are not an offer to sell these securities and we are not soliciting an offer to buy
these securities in any jurisdiction where the offer or sale is not permitted.
|
Subject to Completion, Dated May 13, 2024 |
Pricing Supplement dated
, 2024 |
(To Equity Index Underlying Supplement dated September 5, 2023, |
Prospectus Supplement dated September 5, 2023 and Prospectus dated September
5, 2023) |
Canadian
Imperial Bank of Commerce
STRUCTURED
INVESTMENTS Opportunities in U.S. Equities
Trigger Jump Securities
Based on the Performance of the S&P 500® Index due June 5, 2030
Principal at Risk Securities
The Trigger Jump
Securities (the “securities”) are unsecured debt obligations of Canadian Imperial Bank of Commerce (“CIBC” or
the “Bank”). The securities will pay no interest, do not guarantee the return of any principal at maturity and have the terms
described in the accompanying underlying supplement, prospectus supplement and prospectus, as supplemented or modified by this document.
At maturity, if the Underlying Index has not changed or has appreciated in value by no more than at least 41.20% (to be determined
on the Pricing Date) over the term of the securities, you will receive for each security that you hold at maturity the Stated Principal
Amount of $1,000 plus at least $412.00 (to be determined on the Pricing Date). If the Underlying Index has appreciated
by more than at least 41.20% (to be determined on the Pricing Date), you will receive for each security that you hold at maturity the
Stated Principal Amount plus an amount based on the percentage increase of the Underlying Index. If the Final Index Value is less than
the Initial Index Value but greater than or equal to the Downside Threshold Level of 80.00% of the Initial Index Value, meaning that
the Underlying Index has depreciated in value but by no more than 20.00%, you will receive the Stated Principal Amount. However,
if the Final Index Value is less than the Downside Threshold Level, meaning that the Underlying Index has depreciated by more than 20.00%
from its Initial Index Value, the payment due at maturity will be significantly less than the Stated Principal Amount of the securities
by an amount that is proportionate to the full percentage decrease in the Final Index Value from the Initial Index Value. Under these
circumstances, the Payment at Maturity per security will be less than $800 and could be zero. The securities are for investors who seek
an equity index-based return and who are willing to risk their principal and forgo current income in exchange for the Upside Payment
feature that applies to a limited range of performance of the Underlying Index. Investors may lose their entire initial investment
in the securities.
Any payment is
subject to our credit risk. If we default on our obligations, you could lose some or all of your investment. These securities are not
secured obligations and you will not have any security interest in, or otherwise have any access to, the Underlying Index or any securities
included in the Underlying Index. The securities will not constitute deposits insured by the Canada Deposit Insurance Corporation, the
U.S. Federal Deposit Insurance Corporation, or any other government agency or instrumentality of Canada, the United States or any other
jurisdiction. The securities are not bail-inable debt securities (as defined on page 6 of the prospectus).
SUMMARY
TERMS |
|
Issuer: |
Canadian
Imperial Bank of Commerce |
Underlying
Index: |
The
S&P 500® Index (Bloomberg symbol: SPX) |
Aggregate
Principal Amount: |
$ |
Stated
Principal Amount: |
$1,000
per security |
Pricing
Date: |
May
31, 2024 |
Original
Issue Date: |
June
5, 2024 (3 Business Days after the Pricing Date) |
Valuation
Date: |
May
31, 2030, subject to postponement for non-Trading Days and certain Market Disruption Events as described under “Certain Terms
of the Notes—Valuation Dates—For Notes Where the Reference Asset Is a Single Index” in the underlying supplement |
Maturity
Date: |
June
5, 2030, subject to postponement as described under “Certain Terms of the Notes—Interest Payment Dates, Coupon Payment
Dates, Call Payment Dates and Maturity Date” in the underlying supplement. |
Payment
at Maturity per Security: |
·
If the Final Index Value is greater than or equal to the Initial Index Value:
$1,000 + the greater of (i)
$1,000 × Index Percent Change and (ii) Upside Payment
·
If the Final Index Value is less than the Initial Index Value but is greater than or equal to the Downside Threshold Level, meaning
the value of the Underlying Index has declined by no more than 20.00% from its Initial Index Value:
$1,000
·
If the Final Index Value is less than the Downside Threshold Level, meaning the value of the Underlying Index has declined by more
than 20.00% from its Initial Index Value:
$1,000 × Index Performance Factor
Under these circumstances, the
Payment at Maturity will be significantly less than the Stated Principal Amount of $1,000, and will represent a loss of more than
20.00%, and possibly all, of your investment. |
Upside
Payment: |
At
least $412.00 per security (or at least 41.20% of the Stated Principal Amount), to be determined on the Pricing Date |
Index
Percent Change: |
(Final
Index Value – Initial Index Value) / Initial Index Value |
Index
Performance Factor: |
Final
Index Value / Initial Index Value |
Downside
Threshold Level: |
80.00%
of the Initial Index Value |
Initial
Index Value: |
The
Closing Level of the Underlying Index on the Pricing Date |
Final
Index Value: |
The
Closing Level of the Underlying Index on the Valuation Date |
Interest: |
None |
CUSIP
/ ISIN: |
13607XS40
/ US13607XS407 |
Listing: |
The
securities will not be listed on any securities exchange. |
Commissions
and Issue Price: |
Price
to Public |
Agent’s
Commissions |
Proceeds
to Issuer |
Per
Security |
$1,000.00 |
$30.00(1) |
|
|
|
$5.00(2) |
$965.00 |
Total |
$ |
$ |
$ |
(1)
CIBC World Markets Corp. (“CIBCWM”), acting as agent for the Bank, will receive a
fee of $35.00 per security and will pay Morgan Stanley Smith Barney LLC (“Morgan Stanley Wealth Management”) a fixed sales
commission of $30.00 for each security they sell. See “Additional Information About the securities — Supplemental Plan of
Distribution (Conflicts of Interest)” below.
(2) Of the $35.00
per security received by CIBCWM, CIBCWM will pay Morgan Stanley Wealth Management a structuring fee of $5.00 for each security.
The initial estimated
value of the securities on the Pricing Date as determined by CIBC is expected to be between $918.40 and $938.40 per security, which is
expected to be less than the price to public. See “Risk Factors—General Risks” beginning on page 6 of this pricing
supplement and “Additional Information About the Securities—The Bank’s Estimated Value of the Securities” on
page 13 of this pricing supplement for additional information.
Neither the U.S.
Securities and Exchange Commission (the “SEC”) nor any state or provincial securities commission has approved or disapproved
the securities or determined if this pricing supplement or the accompanying underlying supplement, prospectus supplement or prospectus
is truthful or complete. Any representation to the contrary is a criminal offense.
Investing in the securities involves
risks not associated with an investment in ordinary debt securities. See “Risk Factors” beginning on page 5 of this pricing
supplement, and “Risk Factors” beginning on page S-1 of the accompanying underlying supplement, page S-1 of the prospectus
supplement and page 1 of the prospectus.
Equity
Index Underlying supplement dated September 5, 2023 |
Prospectus
supplement dated September 5, 2023 |
Prospectus
dated September 5, 2023 |
Trigger
Jump Securities Based on the Performance of the S&P
500® Index due June 5, 2030
Principal at Risk Securities
|
Investment Summary
Trigger Jump Securities
Principal at Risk Securities
The Trigger Jump Securities Based on the Performance of the S&P
500® Index due June 5, 2030 (the “securities”) can be used:
| § | As
an alternative to direct exposure to the Underlying Index that provides a positive return
of at least 41.20% (to be determined on the Pricing Date) if the Underlying Index has appreciated
or has not changed at all over the term of the securities and offers an uncapped 1-to-1 participation
in the appreciation of the Underlying Index if such appreciation is greater than at least
41.20% (to be determined on the Pricing Date). |
| § | To
enhance returns and potentially outperform the Underlying Index in a moderately bullish scenario. |
| § | To
obtain limited protection against the loss of principal in the event of a decline of the
Underlying Index over the term of the securities, but only if the Final Index Value is
greater than or equal to the Downside Threshold Level. |
If the Final Index Value is less than the Downside Threshold Level,
the securities are exposed on a 1:1 basis to the percentage decline of the Final Index Value from the Initial Index Value. Accordingly,
investors may lose their entire initial investment in the securities.
|
Maturity: |
6 years |
|
|
|
|
Upside Payment: |
At least $412.00 per security
(or at least 41.20% of the Stated Principal Amount), to be determined on the Pricing Date |
|
|
|
|
Maximum Payment at Maturity: |
None |
|
|
|
|
Minimum Payment at Maturity: |
None |
|
|
|
|
Downside Threshold Level: |
80% of the Initial Index
Value |
|
|
|
|
Interest: |
None. You could lose your
entire initial investment in the securities. |
Key Investment Rationale
The securities do not pay interest but offer a
positive return of at least 41.20% (to be determined on the Pricing Date) if the Underlying Index appreciates or does not change at all
over the term of the securities, an uncapped 1-to-1 participation in any Underlying Index appreciation of greater than at least 41.20%
(to be determined on the Pricing Date), and limited protection against a decline in the Underlying Index of up to 20.00%. However, if,
as of the Valuation Date, the value of the Underlying Index has declined by more than 20.00% from the Initial Index Value, the Payment
at Maturity per security will be less than $800, and could be zero. Investors may lose their entire initial investment in the securities.
Any payment on the securities is subject to our credit risk.
Upside Scenario
|
If
the Final Index Value is greater than or equal to the Initial Index Value, the Payment at Maturity for each security will
be equal to $1,000 plus the greater of (i) $1,000 multiplied by the Index Percent Change and (ii) the
Upside Payment of at least $412.00 (to be determined on the Pricing Date). There is no maximum Payment at Maturity. |
Par
Scenario |
If
the Final Index Value is less than the Initial Index Value but greater than or equal to the Downside Threshold Level,
which means that the Underlying Index has depreciated by no more than 20% from its Initial Index Value, the Payment
at Maturity will be $1,000 per security. |
Downside Scenario
|
If
the Final Index Value is less than the Downside Threshold Level, which means that the Underlying Index has depreciated
by more than 20.00% from its Initial Index Value, you will lose 1.00% of principal for every 1.00% decline in the value of the
Underlying Index from the Initial Index Value (e.g., a 50% depreciation in the Underlying Index will result in a Payment at
Maturity of $500 per security). There is no minimum
Payment at Maturity, and you could lose your entire initial investment in the securities. |
Trigger
Jump Securities Based on the Performance of the S&P
500® Index due June 5, 2030
Principal at Risk Securities
|
How the Securities Work
Payoff Diagram
The payoff diagram below illustrates the Payment
at Maturity on the securities based on the following terms:
|
Stated Principal
Amount: |
$1,000 per security |
|
|
|
|
Hypothetical Upside Payment: |
$412.00 per security (or 41.20% of the Stated Principal
Amount) |
|
|
|
|
Downside Threshold Level: |
80.00% of the Initial Index Value |
|
|
|
|
Maximum Payment at Maturity: |
None |
|
|
|
|
Minimum Payment at Maturity: |
None |
Trigger Jump
Securities Payoff Diagram |
| |
Trigger
Jump Securities Based on the Performance of the S&P
500® Index due June 5, 2030
Principal at Risk Securities
|
How it works
| · | Upside
Scenario. If the Final
Index Value is greater than or equal to the Initial Index Value, for each security, the investor
would receive $1,000 plus the greater of (i) $1,000 multiplied by the
Index Percent Change and (ii) the Upside Payment of $412.00. Under the terms of the
securities, an investor would receive a Payment at Maturity of $1,412.00 per security if
the Final Index Value has not changed or has increased by no more than 41.20% from the Initial
Index Value, and would receive $1,000 plus an amount that represents a 1-to-1 participation
in the appreciation of the Underlying Index if the Final Index Value has increased from the
Initial Index Value by more than 41.20%. |
| · | Par
Scenario. If the Final
Index Value is less than the Initial Index Value but is greater than or equal to the Downside
Threshold Level, the investor would receive the $1,000 Stated Principal Amount per security. |
| · | Downside
Scenario. If the Final
Index Value is less than the Downside Threshold Level, the Payment at Maturity per security
would be less than the Stated Principal Amount of $1,000 by an amount that is proportionate
to the full percentage decrease of the Underlying Index. |
| o | For example, if the Final Index Value declines by 50.00% from the
Initial Index Value, the Payment at Maturity would be $500 per security (50.00% of the Stated
Principal Amount). |
Trigger
Jump Securities Based on the Performance of the S&P
500® Index due June 5, 2030
Principal at Risk Securities
|
Risk Factors
An investment in
the securities involves significant risks. This section describes the material risks relating to the securities. For further discussion
of these and other risks, you should read the section entitled “Risk Factors” beginning on page S-1 of the accompanying
underlying supplement, page S-1 of the prospectus supplement and page 1 of the prospectus. We also urge you to consult with
your investment, legal, tax, accounting and other advisers in connection with your investment in the securities.
Risks Relating to the Structure
of the Securities
§ | The
securities do not pay interest or guarantee return of any principal. The terms of the
securities differ from those of ordinary debt securities in that the securities do not pay
interest or guarantee the payment of any principal amount at maturity. If the Final Index
Value is less than the Downside Threshold Level (which is 80.00% of the Initial Index Value),
the payout at maturity will be an amount in cash that is at least 20.00% less than the $1,000
Stated Principal Amount of each security, and this decrease will be by an amount proportionate
to the full amount of the decline in the value of the Underlying Index over the term of the
securities, without any buffer. There is no minimum Payment at Maturity on the securities,
and, accordingly, you could lose your entire initial investment in the securities. |
§ | The
amount payable on the securities is not linked to the Closing Level of the Underlying Index
at any time other than the Valuation Date. The Final Index Value will be the Closing
Level of the Underlying Index on the Valuation Date, subject to postponement for non-Trading
Days and certain Market Disruption Events. Even if the value of the Underlying Index increases
prior to the Valuation Date but then decreases on the Valuation Date, the Payment at Maturity
may be less, and may be significantly less, than it would have been had the Payment at Maturity
been linked to the value of the Underlying Index prior to such decrease. Although the actual
value of the Underlying Index on the Maturity Date or at other times during the term of the
securities may be higher than the Closing Level of the Underlying Index on the Valuation
Date, the Payment at Maturity will be based solely on the Closing Level of the Underlying
Index on the Valuation Date. |
| |
§ | The securities are riskier than securities
with a shorter term. The securities are relatively long-dated. Therefore, many of the
risks of the securities are heightened as compared to securities with a shorter term, as
you will be subject to those risks for a longer period of time. In addition, the value of
a longer-dated security is typically less than the value of an otherwise comparable security
with a shorter term. |
Risks Relating to the Underlying
Index
§ | Governmental
regulatory actions, such as sanctions, could adversely affect your investment in the securities.
Governmental regulatory actions, including, without limitation, sanctions-related actions
by the U.S. or a foreign government, could prohibit or otherwise restrict persons from holding
the securities or any securities included in the Underlying Index, or engaging in transactions
therein, and any such action could adversely affect the value of the Underlying Index or
the securities. These regulatory actions could result in restrictions on the securities and
could result in the loss of a significant portion or all of your initial investment in the
securities, including if you are forced to divest the securities due to the government mandates,
especially if such divestment must be made at a time when the value of the securities has
declined. |
§ | Adjustments
to the Underlying Index could adversely affect the value of the securities. The publisher
of the Underlying Index can add, delete or substitute the stocks constituting the Underlying
Index, and can make other methodological changes required by certain events relating to the
underlying stocks, such as stock dividends, stock splits, spin-offs, rights offerings and
extraordinary dividends, that could change the value of the Underlying Index. Any of these
actions could adversely affect the value of the securities. The publisher of the Underlying
Index may discontinue or suspend calculation or publication of the Underlying Index at any
time. In these circumstances, we, as the calculation agent, will have the sole discretion
to substitute a successor index that is comparable to the discontinued index. We could have
an economic interest that is different than that of investors in the securities insofar as,
for example, we are permitted to consider indices that are calculated and published by us
or any of our affiliates. If we determine that there is no appropriate successor index, the
payout at maturity on the securities will be an amount based on the closing prices on each
date that the value of the Underlying Index is to be calculated of the stocks underlying
the discontinued index at the time of such discontinuance, without rebalancing or substitution,
computed by us in accordance with the formula for and method of calculating the Underlying
Index last in effect prior to the discontinuance of the Underlying Index. |
Conflicts of Interest
§ | Certain
business, trading and hedging activities of us and our affiliates may create conflicts with
your interests and could potentially adversely affect the value of the securities. We
and our affiliates may engage in trading and other business activities related to the Underlying
Index or any securities included in the Underlying Index that are not for your account or
on your behalf. We and our affiliates also may issue or underwrite other financial instruments
with |
Trigger
Jump Securities Based on the Performance of the S&P
500® Index due June 5, 2030
Principal at Risk Securities
|
returns based upon
the Underlying Index. These activities may present a conflict of interest between your interest in the securities and the interests
that we and our affiliates may have in our or their proprietary accounts, in facilitating transactions, including block trades, for our
or their other customers, and in accounts under our or their management. In addition, we and our affiliates may publish research, express
opinions or provide recommendations that are inconsistent with investing in or holding the securities, and which may be revised at any
time without notice to you. Any such research, opinions or recommendations could adversely affect the value of the Underlying Index,
and therefore, the market value of the securities. These trading and other business activities, if they adversely affect the value of
the Underlying Index or secondary trading in your securities, could be adverse to your interests as a beneficial owner of the securities.
Moreover,
we and our affiliates play a variety of roles in connection with the issuance of the securities, including hedging our obligations under
the securities and making the assumptions and inputs used to determine the pricing of the securities and the initial estimated value
of the securities when the terms of the securities are set. We expect to hedge our obligations under the securities through CIBCWM, one
of our other affiliates, and/or another unaffiliated counterparty, which may include any dealer from which you purchase the securities.
Any of these hedging activities may adversely affect the value of the Underlying Index and therefore the market value of the securities
and the amount you will receive, if any, on the securities. In connection with such activities, the economic interests of us and our
affiliates may be adverse to your interests as an investor in the securities. Any of these activities may adversely affect the value
of the securities. In addition, because hedging our obligations entails risk and may be influenced by market forces beyond our control,
this hedging activity may result in a profit that is more or less than expected, or it may result in a loss. We, one or more of our affiliates
or any unaffiliated counterparty will retain any profits realized in hedging our obligations under the securities even if investors do
not receive a favorable investment return under the terms of the securities or in any secondary market transaction. Any profit in connection
with such hedging activities will be in addition to any other compensation that we, our affiliates or any unaffiliated counterparty receive
for the sale of the securities, which creates an additional incentive to sell the securities to you. We, our affiliates or any unaffiliated
counterparty will have no obligation to take, refrain from taking or cease taking any action with respect to these transactions based
on the potential effect on an investor in the securities.
§ | There
are potential conflicts of interest between you and the calculation agent. The calculation
agent will determine, among other things, the amount of payments on the securities. The calculation
agent will exercise its judgment when performing its functions. For example, the calculation
agent will determine whether a Market Disruption Event has occurred on the scheduled Valuation
Date. This determination may, in turn, depend on the calculation agent’s judgment as
to whether the event has materially interfered with our ability or the ability of one of
our affiliates to unwind our hedge positions. The calculation agent will be required to carry
out its duties in good faith and use its reasonable judgment. However, because we will be
the calculation agent, potential conflicts of interest could arise. None of us, CIBCWM or
any of our other affiliates will have any obligation to consider your interests as a holder
of the securities in taking any action that might affect the value of your securities. |
General Risks
§ | Payments
on the securities are subject to our credit risk, and actual or perceived changes in our
creditworthiness are expected to affect the value of the securities. The securities are
our senior unsecured debt obligations and are not, either directly or indirectly, an obligation
of any third party. As further described in the accompanying prospectus and prospectus supplement,
the securities will rank on par with all of our other unsecured and unsubordinated debt obligations,
except such obligations as may be preferred by operation of law. Any payments to be made
on the securities depend on our ability to satisfy our obligations as they come due. As a
result, the actual and perceived creditworthiness of us may affect the market value of the
securities and, in the event we were to default on our obligations, you may not receive the
amounts owed to you under the terms of the securities. If we default on our obligations under
the securities, your investment would be at risk and you could lose some or all of your investment.
See “Description of Senior Debt Securities—Events of Default” in the accompanying
prospectus. |
§ | The
Bank’s initial estimated value of the securities will be lower than the initial issue
price (price to public) of the securities. The initial issue price of the securities
will exceed the Bank’s initial estimated value because costs associated with selling
and structuring the securities, as well as hedging the securities, are included in the initial
issue price of the securities. See “Additional Information About the securities —The
Bank’s Estimated Value of the Securities” on page 13 of this pricing supplement. |
Trigger
Jump Securities Based on the Performance of the S&P
500® Index due June 5, 2030
Principal at Risk Securities
|
§ | The
Bank’s initial estimated value does not represent future values of the securities and
may differ from others’ estimates. The Bank’s initial estimated value of
the securities is only an estimate, which will be determined by reference to the Bank’s
internal pricing models when the terms of the securities are set. This estimated value will
be based on market conditions and other relevant factors existing at that time,
the Bank’s internal funding rate on the Pricing Date and the Bank’s 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
securities that are greater or less than the Bank’s 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 securities could change
significantly based on, among other things, changes in market conditions, including the value
of the Underlying Index, the Bank’s creditworthiness, interest rate movements and other
relevant factors, which may impact the price at which CIBCWM or any other party would be
willing to buy the securities from you in any secondary market transactions. The Bank’s
initial estimated value does not represent a minimum price at which CIBCWM or any other party
would be willing to buy the securities in any secondary market (if any exists) at any time.
See “Additional Information About the securities —The Bank’s Estimated
Value of the Securities” on page 13 of this pricing supplement. |
§ | The
Bank’s initial estimated value of the securities will not be determined by reference
to credit spreads for our conventional fixed-rate debt. The internal funding rate to
be used in the determination of the Bank’s initial estimated value of the securities
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 securities
as well as the higher issuance, operational and ongoing liability management costs of the
securities in comparison to those costs for our conventional fixed-rate debt. If the Bank
were to use the interest rate implied by our conventional fixed-rate debt, we would expect
the economic terms of the securities to be more favorable to you. Consequently, our use of
an internal funding rate for market-linked securities would have an adverse effect on the
economic terms of the securities, the initial estimated value of the securities on the Pricing
Date, and any secondary market prices of the securities. See “Additional Information
About the securities —The Bank’s Estimated Value of the Securities” on
page 13 of this pricing supplement. |
§ | If
CIBCWM were to repurchase your securities after the Original Issue Date, the price may be
higher than the then-current estimated value of the securities for a limited time period.
While CIBCWM may make markets in the securities, it is under no obligation to do so and may
discontinue any market-making activities at any time without notice. The price that it makes
available from time to time after the Original Issue Date at which it would be willing to
repurchase the securities will generally reflect its estimate of their value. That estimated
value will be based upon a variety of factors, including then prevailing market conditions,
our creditworthiness and transaction costs. However, for a period of approximately 24 months
after the Pricing Date, the price at which CIBCWM may repurchase the securities is expected
to be higher than their estimated value at that time. This is because, at the beginning of
this period, that price will not include certain costs that were included in the initial
issue price, particularly our hedging costs and profits. As the period continues, these costs
are expected to be gradually included in the price that CIBCWM would be willing to pay, and
the difference between that price and CIBCWM’s estimate of the value of the securities
will decrease over time until the end of this period. After this period, if CIBCWM continues
to make a market in the securities, the prices that it would pay for them are expected to
reflect its estimated value, as well as customary bid-ask spreads for similar trades. In
addition, the value of the securities shown on your account statement may not be identical
to the price at which CIBCWM would be willing to purchase the securities at that time, and
could be lower than CIBCWM’s price. |
§ | Economic
and market factors may adversely affect the terms and market price of the securities prior
to maturity. Because structured notes, including the securities, can be thought of as
having a debt and derivative component, factors that influence the values of debt instruments
and options and other derivatives will also affect the terms and features of the securities
at issuance and the market price of the securities prior to maturity. These factors include
the value of the Underlying Index; the volatility of the Underlying Index; the dividend rates
paid on the securities included in the Underlying Index; the time remaining to the maturity
of the securities; interest rates in the markets in general; geopolitical conditions and
economic, financial, political, regulatory, judicial or other events; and the creditworthiness
of CIBC. These and other factors are unpredictable and interrelated and may offset or magnify
each other. |
§ | The
securities will not be listed on any securities exchange and we do not expect a trading market
for the securities to develop. The securities will not be listed on any securities exchange.
Although CIBCWM and/or its affiliates may purchase the securities from holders, they are
not obligated to do so and are not required to make a market for the securities. There can
be no assurance that a secondary market will develop for the securities. Because we do not
expect that any market makers will participate in a secondary market for the securities,
the price at which you |
Trigger
Jump Securities Based on the Performance of the S&P
500® Index due June 5, 2030
Principal at Risk Securities
|
may be able to sell your securities
is likely to depend on the price, if any, at which CIBCWM and/or its affiliates are willing to buy your securities.
If a secondary market does exist, it
may be limited. Accordingly, there may be a limited number of buyers if you decide to sell your securities prior to maturity. This may
affect the price you receive upon such sale. Consequently, you should be willing to hold the securities to maturity.
Tax
Risks
§ | The
tax treatment of the securities is uncertain. Significant aspects of the tax treatment
of the securities are uncertain. You should consult your tax advisor about your own tax situation.
See “Additional Information About the securities — United States Federal Income
Tax Considerations” and “— Certain Canadian Federal Income Tax Considerations”
in this pricing supplement, “Material U.S. Federal Income Tax Consequences” in
the underlying supplement and “Material Income Tax Consequences—Canadian Taxation”
in the prospectus. |
Trigger
Jump Securities Based on the Performance of the S&P
500® Index due June 5, 2030
Principal at Risk Securities
|
Information About the Underlying
Index
The information below is a brief description of
the Underlying Index. We have derived the following information from publicly available documents. We have not independently verified
the accuracy or completeness of the following information.
The S&P 500® Index (Bloomberg
ticker: “SPX <Index>“) is calculated, maintained and published by S&P Dow Jones Indices LLC. The SPX Index consists
of stocks of 500 companies selected to provide a performance benchmark for the U.S. equity markets. See “Index Descriptions—The
S&P U.S. Indices” beginning on page S-43 of the accompanying underlying supplement for additional information about the
Underlying Index.
In addition, information about the Underlying
Index may be obtained from other sources, including, but not limited to, the index sponsor's website (including information regarding
the Underlying Index’s sector weightings). We are not incorporating by reference into this pricing supplement the website or any
material it includes. Neither we nor any of our affiliates makes any representation that such publicly available information regarding
the Underlying Index is accurate or complete.
Information as of market close on May 10,
2024:
Bloomberg
Ticker Symbol: |
SPX |
52
Weeks Ago: 4,137.64 |
|
|
|
Current
Index Value: 5,222.68 |
|
52
Week High (on March 28, 2024): 5,254.35 |
|
|
|
|
|
52
Week Low (on May 16, 2023): 4,109.90 |
Historical Performance of the
Underlying Index
The following graph sets forth the daily Closing
Levels of the Underlying Index in the period from January 1, 2019 through May 10, 2024. The table below sets forth the published
high and low Closing Levels, as well as end-of-quarter Closing Levels, of the Underlying Index for each quarter in the same period. We
obtained the information in the graph and the table below from Bloomberg L.P. (“Bloomberg”) without independent verification.
The Underlying Index has at times experienced periods of high volatility. The historical performance of the Underlying Index should not
be taken as an indication of its future performance, and no assurance can be given as to the value of the Underlying Index at any time
during the term of the securities, including the Valuation Date. We cannot give you assurance that the performance of the Underlying
Index will result in the return of any of your investment.
S&P
500® Index Daily Closing Levels
January 1, 2019 to May 10, 2024 |
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|
S&P
500® Index |
High |
Low |
Period
End |
2019 |
|
|
|
First
Quarter |
2,854.88 |
2,447.89 |
2,834.40 |
Second
Quarter |
2,954.18 |
2,744.45 |
2,941.76 |
Third
Quarter |
3,025.86 |
2,840.60 |
2,976.74 |
Fourth
Quarter |
3,240.02 |
2,887.61 |
3,230.78 |
2020 |
|
|
|
First
Quarter |
3,386.15 |
2,237.40 |
2,584.59 |
Second
Quarter |
3,232.39 |
2,470.50 |
3,100.29 |
Third
Quarter |
3,580.84 |
3,115.86 |
3,363.00 |
Fourth
Quarter |
3,756.07 |
3,269.96 |
3,756.07 |
2021 |
|
|
|
First
Quarter |
3,974.54 |
3,700.65 |
3,972.89 |
Second
Quarter |
4,297.50 |
4,019.87 |
4,297.50 |
Third
Quarter |
4,536.95 |
4,258.49 |
4,307.54 |
Fourth
Quarter |
4,793.06 |
4,300.46 |
4,766.18 |
2022 |
|
|
|
First
Quarter |
4,796.56 |
4,170.70 |
4,530.41 |
Second
Quarter |
4,582.64 |
3,666.77 |
3,785.38 |
Third
Quarter |
4,305.20 |
3,585.62 |
3,585.62 |
Fourth
Quarter |
4,080.11 |
3,577.03 |
3,839.50 |
2023 |
|
|
|
First
Quarter |
4,179.76 |
3,808.10 |
4,109.31 |
Second
Quarter |
4,450.38 |
4,055.99 |
4,450.38 |
Third
Quarter |
4,588.96 |
4,273.53 |
4,288.05 |
Fourth
Quarter |
4,783.35 |
4,117.37 |
4,769.83 |
2024 |
|
|
|
First
Quarter |
5,254.35 |
4,688.68 |
5,254.35 |
Second
Quarter (through May 10, 2024) |
5,243.77 |
4,967.23 |
5,222.68 |
|
|
|
|
|
|
|
|
|
|
|
|
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Additional
Information About the Securities
Calculation
Agent: |
CIBC |
Minimum
Ticketing Size: |
$1,000
/ 1 security |
United
States Federal Income Tax Considerations: |
The following discussion is a brief
summary of the material U.S. federal income tax considerations relating to an investment in the securities. The following summary
is not complete and is both qualified and supplemented by (although to the extent inconsistent supersedes) the discussion entitled
“Material U.S. Federal Income Tax Consequences” in the underlying supplement, which you should carefully review prior
to investing in the securities. It applies only to those U.S. Holders who are not excluded from the discussion of United States Taxation
in the accompanying prospectus.
The U.S. federal income tax considerations
of your investment in the securities are uncertain. No statutory, judicial or administrative authority directly discusses how the
securities should be treated for U.S. federal income tax purposes. In the opinion of our tax counsel, Mayer Brown LLP, it would generally
be reasonable to treat the securities as prepaid derivative contracts. Pursuant to the terms of the securities, you agree to treat
the securities in this manner for all U.S. federal income tax purposes. If this treatment is respected, you should generally recognize
capital gain or loss upon the sale, exchange, cash redemption or payment upon maturity in an amount equal to the difference between
the amount you receive in such transaction and the amount that you paid for your securities. Such gain or loss should generally be
treated as long-term capital gain or loss if you have held your securities for more than one year.
The expected characterization of
the securities is not binding on the U.S. Internal Revenue Service (the “IRS”) or the courts. It is possible that the
IRS would seek to characterize the securities in a manner that results in tax consequences to you that are different from those described
above or in the accompanying underlying supplement. For a more detailed discussion of certain alternative characterizations with
respect to the securities and certain other considerations with respect to an investment in the securities, you should consider the
discussion set forth in “Material U.S. Federal Income Tax Consequences” of the underlying supplement. We are not responsible
for any adverse consequences that you may experience as a result of any alternative characterization of the securities for U.S. federal
income tax or other tax purposes.
Based on our determination that
the securities are not “delta-one” instruments, Non-U.S. Holders should not be subject to withholding on dividend equivalent
payments, if any, under the securities. For a more detailed discussion of withholding responsibilities on dividend equivalent payments,
Non-U.S. Holders should consult the section entitled “Material U.S. Federal Income Tax Consequences—Non-U.S. Holders”
in the underlying supplement and consult with their own tax advisors.
You should consult your tax
advisor as to the tax consequences of such characterization and any possible alternative characterizations of the securities for
U.S. federal income tax purposes. You should also consult your tax advisor concerning the U.S. federal income tax and other tax consequences
of your investment in the securities in your particular circumstances, including the application of state, local or other tax laws
and the possible effects of changes in federal or other tax laws. |
Certain
Canadian Federal Income Tax Considerations: |
In the opinion of Blake, Cassels &
Graydon LLP, our Canadian tax counsel, the following summary describes the principal Canadian federal income tax considerations under
the Income Tax Act (Canada) and the regulations thereto (the “Canadian Tax Act”) generally applicable at the date hereof
to a purchaser who acquires beneficial ownership of a security pursuant to this pricing supplement and who for the purposes of the
Canadian Tax Act and at all relevant times: (a) is neither resident nor deemed to be resident in Canada; (b) deals at arm’s
length with CIBC and any transferee resident (or deemed to be resident) in Canada to whom the purchaser disposes of the securities;
(c) does not use or hold and is not deemed to use or hold the securities in, or in the course of, carrying on a business in
Canada; (d) is entitled to receive all payments (including any interest and principal) made on the securities; (e) is not
a, and deals at arm’s length with any, “specified shareholder” of CIBC for purposes of the thin capitalization
rules in the Canadian Tax Act; and (f) is not an entity in respect of which CIBC or any transferee resident (or deemed
to be resident) in Canada to whom the purchaser disposes of, loans or otherwise transfers the securities is a “specified entity”,
and is not a “specified entity” in respect of such a transferee, in each |
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case,
for purposes of the Hybrid Mismatch Proposals, as defined below (a “Non-Resident Holder”).
Special rules which apply to non-resident insurers carrying on business in Canada and
elsewhere are not discussed in this summary.
This summary assumes that no amount paid or payable
to a holder described herein will be the deduction component of a “hybrid mismatch arrangement” under which the payment arises
within the meaning of proposed paragraph 18.4(3)(b) of the Canadian Tax Act contained in the revised proposals with respect to “hybrid
mismatch arrangements” included in the proposals to amend the Canadian Tax Act released by the Minister of Finance (Canada) on
November 28, 2023 (the “Hybrid Mismatch Proposals”). Investors should note that the Hybrid Mismatch Proposals are in
draft form, are highly complex, and there remains significant uncertainty as to their interpretation and application. There can be no
assurance that the Hybrid Mismatch Proposals will be enacted in their current form, or at all.
This summary is supplemental to and should
be read together with the description of material Canadian federal income tax considerations relevant to a Non-Resident Holder owning
securities under “Material Income Tax Consequences—Canadian Taxation” in the accompanying prospectus and a Non-Resident
Holder should carefully read that description as well.
This summary is of a general nature only and is
not intended to be, nor should it be construed to be, legal or tax advice to any particular Non-Resident Holder. Non-Resident Holders
are advised to consult with their own tax advisors with respect to their particular circumstances.
Based on Canadian tax counsel’s understanding
of the Canada Revenue Agency’s administrative policies and having regard to the terms of the securities, interest payable on the
securities should not be considered to be “participating debt interest” as defined in the Canadian Tax Act and accordingly,
a Non-Resident Holder should not be subject to Canadian non-resident withholding tax in respect of amounts paid or credited or deemed
to have been paid or credited by CIBC on a security as, on account of or in lieu of payment of, or in satisfaction of, interest.
Non-Resident Holders should consult their own advisors regarding the
consequences to them of a disposition of the securities to a person with whom they are not dealing at arm’s length for purposes
of the Canadian Tax Act. |
Supplemental
Plan of Distribution (Conflicts of Interest): |
Pursuant to
the terms of a distribution agreement, CIBCWM will purchase the securities from CIBC for distribution to Morgan Stanley Wealth Management.
Morgan Stanley Wealth Management and its financial advisors will collectively receive from CIBCWM a fixed sales commission of $30.00
for each security they sell. In addition, Morgan Stanley Wealth Management will receive a structuring fee of $5.00 for each security.
The costs included in the original issue price of the securities will also include a fee paid by CIBCWM to LFT Securities, LLC, an
entity in which an affiliate of Morgan Stanley Wealth Management has an ownership interest for providing certain electronic platform
services with respect to this offering.
CIBCWM is our
affiliate, and is deemed to have a conflict of interest under FINRA Rule 5121. In accordance with FINRA Rule 5121, CIBCWM
may not make sales in this offering to any of its discretionary accounts without the prior written approval of the customer.
We expect to
deliver the securities against payment therefor in New York, New York on a date that is more than one business day following the
Pricing Date. Under Rule 15c6-1 of the Securities Exchange Act of 1934, trades in the secondary market generally are required
to settle in two business days, unless the parties to any such trade expressly agree otherwise. Effective May 28, 2024, the
standard settlement cycle under this rule will be shortened from two business days to one business day. Accordingly, purchasers
who wish to trade the securities on any date prior to one business day before delivery will be required to specify alternative settlement
arrangements to prevent a failed settlement.
The Bank may
use this pricing supplement in the initial sale of the securities. In addition, CIBCWM or another of the Bank’s affiliates
may use this pricing supplement in market-making transactions in any securities after their initial sale. Unless CIBCWM or we inform
you otherwise in the confirmation of sale, this pricing supplement is being used by CIBCWM in a market-making transaction.
While CIBCWM
may make markets in the securities, it is under no obligation to do so and may discontinue any market-making activities at any time
without notice. See the section titled “Supplemental Plan of Distribution (Conflicts of Interest)” in the accompanying
prospectus supplement.
The price at which you purchase the securities
includes costs that the Bank or its affiliates expect to incur and profits that the Bank or its affiliates expect to realize in connection
with hedging activities related to the securities. These costs and profits will likely reduce the secondary market price, if any
secondary market develops, for the securities. As a result, you may experience an immediate and substantial decline in the |
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market value of your securities on the Original
Issue Date. |
The
Bank’s Estimated Value of the Securities: |
The Bank’s initial estimated value of
the securities set forth on the cover of this pricing supplement is equal to the sum of the values of the following hypothetical
components: (1) a fixed-income debt component with the same maturity as the securities, valued using our internal funding rate
for structured debt described below, and (2) the derivative or derivatives underlying the economic terms of the securities.
The Bank’s initial estimated value does not represent a minimum price at which CIBCWM or any other person would be willing
to buy your securities in any secondary market (if any exists) at any time. The internal funding rate used in the determination of
the Bank’s initial estimated value 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 securities as well as the higher issuance,
operational and ongoing liability management costs of the securities in comparison to those costs for our conventional fixed-rate
debt. For additional information, see “Risk Factors—The Bank’s initial estimated value of the securities will not
be determined by reference to credit spreads for our conventional fixed-rate debt” in this pricing supplement. The value of
the derivative or derivatives underlying the economic terms of the securities is derived from the Bank’s or a third party hedge
provider’s internal pricing models. These models are dependent on inputs such as the traded market prices of comparable derivative
instruments and on various other inputs, some of which are market-observable, and which can include volatility, dividend rates, interest
rates and other factors, as well as assumptions about future market events and/or environments. Accordingly, the Bank’s initial
estimated value of the securities will be determined when the terms of the securities are set based on market conditions and other
relevant factors and assumptions existing at that time. See “Risk Factors—The Bank’s initial estimated value does
not represent future values of the securities and may differ from others’ estimates” in this pricing supplement.
The Bank’s initial estimated value of
the securities will be lower than the initial issue price of the securities because costs associated with selling, structuring and
hedging the securities are included in the initial issue price of the securities. These costs include the selling commissions paid
to CIBCWM and other affiliated or unaffiliated dealers, the projected profits that our hedge counterparties, which may include our
affiliates, expect to realize for assuming risks inherent in hedging our obligations under the securities and the estimated cost
of hedging our obligations under the securities. Because hedging our obligations entails risk and may be influenced by market forces
beyond our control, this hedging may result in a profit that is more or less than expected, or it may result in a loss. We or one
or more of our affiliates will retain any profits realized in hedging our obligations under the securities. See “Risk Factors—The
Bank’s initial estimated value of the securities will be lower than the initial issue price (price to public) of the securities”
in this pricing supplement. |
Where
You Can Find More Information: |
You should
read this pricing supplement together with the prospectus dated September 5, 2023 (the “prospectus”), the prospectus
supplement dated September 5, 2023 (the “prospectus supplement”) and the Equity Index Underlying Supplement dated
September 5, 2023 (the “underlying supplement”). Information in this pricing supplement supersedes information in
the underlying supplement, the prospectus supplement and the prospectus to the extent it is different from that information. Certain
terms used but not defined herein will have the meanings set forth in the underlying supplement, the prospectus supplement or the
prospectus.
References
to “CIBC,” “the Issuer,” “the Bank,” “we,” “us” and “our”
in this document are references to Canadian Imperial Bank of Commerce and not to any of our subsidiaries, unless we state otherwise
or the context otherwise requires. References to “Index” or “Reference Asset” in the underlying supplement
will be references to “Underlying Index” herein, and references to “Final Valuation Date” in the underlying
supplement will be references to “Valuation Date” herein.
You may
access the underlying supplement, the prospectus supplement and the prospectus on the SEC website www.sec.gov as follows:
• Underlying
supplement dated September 5, 2023:
https://www.sec.gov/Archives/edgar/data/1045520/000110465923098170/tm2322483d89_424b5.htm
• Prospectus
supplement dated September 5, 2023:
https://www.sec.gov/Archives/edgar/data/1045520/000110465923098166/tm2322483d94_424b5.htm
• Prospectus
dated September 5, 2023:
https://www.sec.gov/Archives/edgar/data/1045520/000110465923098163/tm2325339d10_424b3.htm |
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