CIBC Floating Market Rate GICs (USD)

Transcription

1 CIBC Floating Market Rate GICs (USD) Information Statement - Available until August 31, 2017 Overview of the CIBC Floating Market Rate GICs (USD) The CIBC Floating Market Rate GICs (USD) (the GICs ) are U.S. dollar denominated investments issued by Canadian Imperial Bank of Commerce. The GICs entitle you to i) quarterly interest payments during the term of the GICs (the Coupon Amounts ) equal to the prevailing Benchmark Rate, subject to a specified minimum and maximum rate; and ii) repayment of your Principal Amount at maturity. The list of available GICs and key information is summarized below: FundSERV Code Current GICs Benchmark Rate Term Minimum Coupon Rate (per annum) Maximum Coupon Rate (per annum) CBL 1287 CIBC Floating Market Rate GICs (USD) 3-month USD LIBOR 3 Years 1.30% 3.00% CBL 1623 CIBC Floating Market Rate GICs (USD) 3-month USD LIBOR 5 Years 1.80% 4.00% Issue Date September 7, 2017 September 7, 2017 Maturity Date September 8, 2020 September 7, 2022 Coupon Amounts will be paid each quarter during the term of the GICs, and will be equal to the following: Principal Amount x Coupon Rate x (Number of Days in the Coupon Period/360). Interest Calculation Maximum Amount of Interest Minimum Amount of Interest Early Redemptions Transfers Minimum Investment Fees Eligibility CDIC Eligibility The Coupon Rate will be equal to the 3-month LIBOR Rate on the first day of each quarterly period (the Coupon Reset Date ), subject to the specified Minimum Coupon Rate and Maximum Coupon Rate. The Coupon Rate will be set in advance on the Coupon Reset Date for each quarterly period, with the first Coupon Reset Date occurring on the Issue Date. The Coupon Amount will be payable on the last day of each quarterly period, with the first Coupon Amount being paid on December 7, Regardless of the Coupon Amounts paid during the term of the GICs, you will always receive your Principal Amount at maturity. For the 3-year GICs, the maximum total amount of interest you can be paid is 9.00% of your Principal Amount (i.e., the maximum Coupon Rate equal to 3.00% per annum paid on each Coupon Payment Date). For the 5-year GICs, the maximum total amount of interest you can be paid is 20.00% of your Principal Amount (i.e., the maximum Coupon Rate equal to 4.00% per annum paid on each Coupon Payment Date). For the 3-year GICs, the minimum total amount of interest you can be paid is 3.90% of your Principal Amount (i.e., the minimum Coupon Rate of 1.30% per annum paid on each Coupon Payment Date). For the 5-year GICs, the minimum total amount of interest you can be paid is 9.00% of your Principal Amount (i.e., the minimum Coupon Rate of 1.80% per annum paid on each Coupon Payment Date). The GICs cannot be redeemed or retracted prior to the Maturity Date except in the event of your death or personal hardship, as determined by CIBC in its sole discretion, or as otherwise provided by law. The GICs may be transferable to another Dealer if you decide to move your investment account to such other Dealer. You should consult your advisor as to your ability to transfer the GICs. US$500 for each of the GICs. No fees or expenses will be charged during the term of the GICs that will impact the potential Coupon Amounts payable at maturity. The GICs are qualified investments for RRSPs, RRIFs, RESPs, RDSPs, certain DPSPs, and TFSAs, subject to annual contribution limits. The GICs are not eligible for CDIC coverage. 1 CIBC Floating Market Rate GICs (USD) Information Statement

2 Hypothetical Examples The following examples demonstrate how Coupon Amounts will be calculated for a hypothetical Coupon Period and are included for illustration purposes only. The examples are not indicative of future performance. Each example assumes a notional investment of US$10, in the GICs. A 3-year GIC with a Minimum Coupon Rate of 1.30% and a Maximum Coupon Rate of 3.00% is being used for example purposes. Example #1: Benchmark Rate less than the Minimum Coupon Rate 3-month USD LIBOR Rate: % Minimum Coupon Rate: 1.30% per annum Less than Minimum Coupon Rate: Yes Maximum Coupon Rate: 3.00% per annum Greater than Maximum Coupon Rate: No Coupon Rate: 1.30% per annum # of days in Coupon Period: 90 Coupon: US$10, x 1.30% x 90 / 360 = US$ Y1Q1 Y1Q2 Y1Q3 Y1Q4 Y2Q1 Y2Q2 Y2Q3 Y2Q4 Y3Q1 Y3Q2 Y3Q3 Y3Q4 Coupon 3mLIBOR Max Coupon Min. Coupon In this hypothetical example, the Coupon Rate would have been equal to the Minimum Coupon Rate, resulting in a Coupon Amount of US$32.50 being paid on the quarterly Coupon Payment Date. You would have received a Coupon Rate of 1.30% per annum as the 3-month USD LIBOR Rate on the Coupon Reset Date would have been less than the Minimum Coupon Rate. Example #2: Benchmark Rate greater than Minimum Coupon Rate and less than Maximum Coupon Rate 3-month USD LIBOR Rate: % Minimum Coupon Rate: 1.30% per annum Less than Minimum Coupon Rate: No Maximum Coupon Rate: 3.00% per annum Greater than Maximum Coupon Rate: No Coupon Rate: 2.00% per annum # of days in Coupon Period: 90 Coupon: US$10, x 2.00% x 90 / 360 = US$50.00 In this hypothetical example, the Coupon Rate would have been equal to the 3-month USD LIBOR Rate, resulting in a Coupon Amount of US$50.00 being paid on the quarterly Coupon Payment Date. You would have received a Coupon Rate of 2.00% per annum as the 3-month USD LIBOR Rate on the Coupon Reset Date would have been greater than the Minimum Coupon Rate and less than the Maximum Coupon Rate. Example #3: Benchmark Rate greater than the Maximum Coupon Rate 3-month USD LIBOR Rate: % 4.5 Minimum Coupon Rate: 1.30% per annum Less than Minimum Coupon Rate: No 3.0 Maximum Coupon Rate: 3.00% per annum 2.5 Greater than Maximum Coupon Rate: Yes Coupon Rate: 3.00% per annum 1.0 # of days in Coupon Period: 90 Coupon: US$10, x 3.00% x 90 / 360 = US$75.00 In this hypothetical example, the Coupon Rate would have been equal to the Maximum Coupon Rate, resulting in a Coupon Amount of US$75.00 being paid on the quarterly Coupon Payment Date. You would have received a Coupon Rate of 3.00% per annum as the 3-month USD LIBOR Rate on the Coupon Reset Date would have been greater than the Maximum Coupon Rate Y1Q1 Y1Q2 Y1Q3 Y1Q4 Y2Q1 Y2Q2 Y2Q3 Y2Q4 Y3Q1 Y3Q2 Y3Q3 Y3Q4 Coupon 3mLIBOR Y1Q1 Y1Q2 Y1Q3 Y1Q4 Y2Q1 Y2Q2 Y2Q3 Y2Q4 Y3Q1 Y3Q2 Y3Q3 Y3Q4 Coupon 3mLIBOR Max Coupon Min. Coupon Max Coupon Min. Coupon 2 CIBC Floating Market Rate GICs (USD) Information Statement

3 Overview of the Benchmark Rate Historical performance of the Benchmark Rate will not predict future performance of the Benchmark Rate or the Coupon Amounts that may be payable during the term of the GICs. The following chart show the performance of the Benchmark Rate based on rates from July 20, 2007 to July 21, Source: Bloomberg 3-month USD LIBOR Rate Starting Highest % % The 3-month USD LIBOR Rate is the average interest rate at which a selection of banks in London are prepared to lend to Lowest % one another in American dollars with a maturity of 3 months. For Ending % more information on the Benchmark Rate, please see 7.0% 6.0% 5.0% 4.0% 3.0% 2.0% 1.0% 0.0% CIBC Floating Market Rate GICs (USD) Information Statement

4 How is the Return on the GICs Calculated? The Coupon Amount payable on each Coupon Payment Date will be an amount determined as follows: Coupon Amount = Principal Amount Coupon Rate x (Number of Days in Coupon Period/360) Defined Terms: Banking Day Benchmark Rate Banking Day means a day (other than a Saturday or a Sunday) on which commercial banks are open for business (including for foreign exchange transaction in U.S. dollars) in Toronto, Ontario and New York, New York. Benchmark Rate means the 3-month USD LIBOR Rate which is rate for three-month USD LIBOR that appears on the Reuters Screen LIBOR page as of 11:00 a.m., London time on the applicable Coupon Reset Date. Calculation Agent Coupon Payment Date Coupon Period Coupon Rate Coupon Reset Date Maximum Coupon Rate Calculation Agent means CIBC World Markets Inc. Coupons will be paid by CIBC on the 7 th day of each June, September, December and March during the term of the GICs, with the first Coupon being paid on December 7, 2017 and the final Coupon being paid on the Maturity Date. If the Coupon Payment Date is not a Banking Day, the Coupon Payment Date will be the next Banking Day. Coupon Period means each period from and including a Coupon Payment Date (or the Issue Date for the first quarterly Coupon Period), to but excluding the next Coupon Payment Date. The Coupon Rate will be equal to Benchmark Rate on the applicable Coupon Reset Date, subject to the Minimum Coupon Rate and Maximum Coupon Rate specified on page 1 of this Information Statement. The Coupon Reset Date will be the first day of each Coupon Period, with the initial Coupon Reset Date occurring on the Issue Date. Maximum Coupon Rate means the maximum interest rate specified on page 1 of this Information Statement. Minimum Coupon Rate Minimum Coupon Rate means the minimum interest rate specified on page 1 of this Information Statement. Issue Date Issue Date means the date on which the GICs are issued, as specified on page 1 of this Information Statement. Maturity Date Principal Amount Maturity Date means the date on which the GICs mature, as specified on page 1 of this Information Statement. Principal Amount means the amount in U.S. dollars you have deposited with CIBC, subject to the minimum investment amount specified on page 1 of this Information Statement. 4 CIBC Floating Market Rate GICs (USD) Information Statement

5 What Are Some of the Risks of Investing in the GICs? You May Only Be Entitled to the Minimum Coupon Rate Each Quarter The Minimum Coupon Rate per annum for the GICs is specified on page 1 of this Information Statement. If the Benchmark Rate is less than or equal to the Minimum Coupon Rate on any Coupon Reset Date, you will only be entitled to the Minimum Coupon Rate for the applicable quarterly Coupon Period. Minimum Interest Payable The minimum Coupon Rate and the minimum total amount of interest payable over the term of the GICs are each specified on page 1 of this Information Statement. You will receive the minimum total amount of interest over the term of the GICs if the Coupon Rate is less than or equal to the Minimum Coupon Rate on each Coupon Reset Date during the term of the GICs. The Maximum Coupon Rate May Be Less Than the Benchmark Rate Where the Benchmark Rate is greater than or equal to the Maximum Coupon Rate on any Coupon Reset Date, you will only be entitled to the Maximum Coupon Rate, regardless of the actual Benchmark Rate. Accordingly, the Maximum Coupon Rate, and your return on the GICs, may be limited and may not reflect the full Benchmark Rate. Maximum Interest Payable The maximum Coupon Rate and the maximum total amount of interest payable over the term of the GICs are each specified on page 1 of this Information Statement. You will only receive the maximum total amount of interest over the term of the GICs if the Benchmark Rate is greater than the Maximum Coupon Rate on each Coupon Reset Date during the term of the GICs. Non-Conventional Debt Instrument The GICs have certain investment characteristics that differ from conventional fixed rate debt instruments. The GICs do not provide you with a return or income stream that is calculated or determined by reference to a fixed rate of interest. Your return on the GICs is reflected in the quarterly Coupon Amounts payable, which in turn will depend on the Benchmark Rate throughout the term of the GICs, and which, aside from the specified Minimum Coupon Rate, cannot be determined prior to each quarterly Coupon Reset Date. Suitability of the GICs for Investment CIBC makes no recommendation as to whether the GICs are a suitable investment for you. You should reach a decision to invest in the GICs after carefully considering with your advisor the suitability of the GICs in light of your investment objectives and the information set out in this Information Statement. An investment in the GICs is suitable for you only if you are seeking a U.S. dollar denominated investment and (i) are prepared to assume risks with respect to a return linked to the prevailing Benchmark Rate, subject to the applicable Maximum and Minimum Coupon Rates ; (ii) are prepared to hold the GICs to maturity; (iii) do not require a return in excess of the Minimum Coupon Rate each year; and (iv) understand the terms of the GICs and the risks involved in holding the GICs. Independent Investigation Required CIBC assumes no responsibility for the adequacy of the information concerning the Benchmark Rate contained in this Information Statement or publicly available. You should undertake an independent investigation of the Benchmark Rate as you consider necessary in order to make an informed decision as to the merits of an investment in the GICs. Historical Performance does not Predict Future Performance Historical performance of the Benchmark Rate will not predict future performance of the Benchmark Rate. It is not possible to predict whether the Benchmark Rate will increase or decrease during the term of the GICs. 5 CIBC Floating Market Rate GICs (USD) Information Statement

6 Risks Relating to the Benchmark Rate The Benchmark Rate will be influenced by numerous factors. Changes in economic conditions, including, for example, interest rates, inflation rates, exchange rates, industry conditions, supply and demand, competition, technological developments, political and diplomatic events and trends, war, tax laws and innumerable other factors, can adversely affect the Benchmark Rate. None of these conditions are within the control of CIBC. Credit Risk The obligation to make payments under the GICs is an obligation of CIBC and thus the likelihood that you will receive the payments owing to you under the GICs will depend upon the financial health and creditworthiness of CIBC. The GICs are not eligible for Canada Deposit Insurance Corporation (CDIC) coverage. Visit or call CDIC (2342) for details. Currency Risk The GICs are denominated in U.S. dollars and the Canadian dollar equivalent of any payments on the GICs will be subject to potential fluctuations in the $/US$ exchange rate. You may, as a consequence, realize income, capital gains or capital losses by virtue of changes in the value of the U.S. dollar relative to the Canadian dollar. Please see Income Tax Considerations for more information. No Secondary Market The GICs will not be listed on any stock exchange and no secondary market will be provided. You must be prepared to hold the GICs to maturity. Early Redemptions The GICs cannot be redeemed or retracted prior to the Maturity Date except in the following circumstances: (i) in the event of your death for non-registered plans holding the GICs; (ii) in the event of your death for a registered plan holding GICs if you are the annuitant of the RRSP or RRIF, the beneficiary of the RDSP, the subscriber or last of the subscribers in the case of joint subscribers of the RESP or the holder of the TFSA, as the case may be; (iii) if you are suffering from personal hardship, as determined by CIBC in its sole discretion, for non-registered plans; (iv) if you are suffering from personal hardship, as determined by CIBC in its sole discretion, for a registered plan holding the GICs, if you are the annuitant of the RRSP or RRIF, the beneficiary of the RDSP, the subscriber of the RESP or the holder of the TFSA, as the case may be; and (v) if otherwise required by applicable law. On redemption prior to maturity, your Principal Amount will be repaid, but no interest will be paid. Transfers The GICs may be transferable to another Dealer if you decide to move your investment account to such other Dealer. You should consult your advisor as to your ability to transfer the GICs. Potential Conflicts of Interest for CIBC CIBC and its affiliates perform a number of roles in relation to the GICs which could result in decisions being made or actions being taken by CIBC or its affiliates which could be adverse to your interests, including: (i) (ii) CIBC is the issuer of the GICs and has an obligation to pay the Coupon Amounts on the Coupon Payment Dates and to repay your Principal Amount on the Maturity Date; CIBC World Markets Inc. is the Calculation Agent for the GICs and will be solely responsible for calculating Coupon Amounts, determining whether a Special Circumstance has occurred, and determining whether certain actions which could have a material impact on you should be taken (see Special Circumstances described below). The Calculation Agent is required to act in good faith and in a commercially reasonable manner. No independent calculation agent will be retained to confirm or audit these calculations and determinations. The Calculation Agent s calculations and determinations will, absent manifest error, be final and binding; (iii) Dealers and other firms will sell the GICs. These dealers and other firms will include CIBC s related entities such as CIBC Imperial Service (the CIBC Imperial Investor Service division of CIBC Investor Services Inc.) and the CIBC Wood Gundy division of CIBC World Markets Inc. CIBC World Markets Inc. and CIBC Investor Services Inc. are wholly-owned subsidiaries of CIBC, and CIBC is a related issuer of CIBC World Markets Inc. and CIBC Investor Services Inc. 6 CIBC Floating Market Rate GICs (USD) Information Statement

7 Additional Information You Should Know About the GICs Principal Amount Repayment On the Maturity Date, your Principal Amount will be repaid, regardless of the performance of the Benchmark Rate, provided that the GICs have not been redeemed prior to the Maturity Date in the limited situations described under Early Redemptions. Fees and Expenses No fees or expenses will be charged during the term of the GICs that will impact the Coupon Amounts payable on each Coupon Payment Date. Information about the GICs You may obtain a copy of this Information Statement and certain ongoing information regarding the GICs at including: (i) the current Benchmark Rate; and (ii) the formula for determining Coupon Amounts. You may also contact your advisor to request this information. CDIC Insurance The GICs are not eligible for CDIC coverage. Visit or call CDIC (2342) for details. Status The GICs will constitute direct, unsubordinated and unsecured obligations of CIBC ranking pari passu among themselves with all other direct, unsubordinated and unsecured indebtedness of CIBC from time to time outstanding. Rating The GICs have not been and will not be specifically rated by any rating agency. However, the deposit liabilities of CIBC with a term to maturity of one year or more (which would include CIBC's obligations under the GICs) are rated AA (negative outlook) by DBRS, A1 (negative outlook) by Moody's Investors Service, AA- (stable outlook) by Fitch Ratings and A+ (stable outlook) by Standard & Poor's Rating Service as of July 21, A rating is not a recommendation to buy, sell or hold investments, and may be subject to revision or withdrawal at any time by the relevant rating agency. Amendments The terms of the GICs may be amended without notice to you if, in the reasonable opinion of the Calculation Agent, the amendment would not have an impact on the Coupon Amounts payable. In all other cases, CIBC will provide notice to you of the amendment prior to making the amendment or without delay after the amendment is made. Notification CIBC will provide notice to you of certain events relating to the GICs as required by applicable regulations. All such notices will be communicated to you electronically, by mail, or by any other commercially acceptable means. Income Tax Considerations The full amount of each Coupon Amount generally will be included in your income in the taxation year that includes the applicable Coupon Payment Date, unless the payment of all remaining Coupon Amounts is accelerated as described under Special Circumstances, in which case the full amount of any alternate return will be included in your income in the taxation year in which it becomes calculable. The U.S. dollar amounts relating to the acquisition, holding or disposition of the GICs must generally be translated into Canadian dollars for purposes of the Income Tax Act (Canada) (the Act ) using the exchange rate reported by the Bank of Canada on the relevant date or such other exchange rate as is acceptable to the Canada Revenue Agency. The full amount of each Coupon Amount will generally be translated into Canadian dollars on the date on which such Coupon Amount becomes payable. An investor s adjusted cost base or proceeds of disposition of the 7 CIBC Floating Market Rate GICs (USD) Information Statement

8 GICs will also generally be translated into Canadian dollars on the date of purchase or disposition, as the case may be. As a result, an investor who holds the GICs as capital property may realize a capital gain (or capital loss) on the repayment or redemption of the GICs to the extent that the value of the U.S. dollar increases (or decreases) relative to the Canadian dollar between the date the GICs are acquired and the date of repayment or redemption. You should consider the income tax considerations of an investment in the GICs with your tax advisor before investing in the GICs. In addition, while the GICs are generally not transferable prior to maturity, if you are considering transferring the GICs prior to maturity you should consult your own tax advisor. This summary is not intended to constitute, nor should it be relied upon as, tax advice. Any interest paid to non-residents of Canada may be subject to Canadian non-resident withholding taxes. If you are a nonresident of Canada, you should consult your tax advisor regarding the tax consequences of an investment in the GICs. Eligibility for Investment The GICs, if issued on the date of this Information Statement, would be qualified investments under the Act for trusts governed by registered retirement saving plans ( RRSP ), registered retirement income funds ( RRIFs ), registered education savings plans ( RESPs ), registered disability savings plan ( RDSP ), deferred profit sharing plans ( DPSPs ) (other than a trust governed by a DPSP to which contributions are made by CIBC or by an employer with which CIBC does not deal at arm s length within the meaning of the Act) and tax-free savings accounts ( TFSAs ). The GICs will not be a prohibited investment for trusts governed by a TFSA, RRSP or RRIF unless the holder of such a TFSA or the annuitant of such RRSP or RRIF (as applicable), (i) does not deal at arm s length with CIBC for purpose of the Act, or (ii) has a significant interest (as defined in the Act) in CIBC. Pursuant to proposed amendments to the Act released on March 22, 2017, the rules in respect of prohibited investments are also proposed to apply to (i) RDSPs and the holders thereof and (ii) RESPs and the subscribers thereof. Holders of a TFSA or RDSP, annuitants of an RRSP or RRIF and subscribers of an RESP should consult their own tax advisors with respect to whether the GICs would be prohibited investments in their particular circumstances. FundSERV Network GICs may only be purchased through registered investment dealers or mutual fund dealers in Canada (each a Dealer ) that purchase and sell GICs using the FundSERV network. Funds used to purchase GICs using the FundSERV may be consolidated or commingled for net settlement purposes. Nature of Holding GICs If you are a trustee (or the GICs are held in a registered plan for you), the Dealer holds the GICs for you (or the registered plan trustee, if applicable) as nominee/agent. If you are not a trustee (or where the GICs are not being held in a registered plan for you), the Dealer holds the GICs for you as nominee/trustee. This section does not apply if the GICs are held directly in your own name. Subscriptions for GICs Subscriptions for GICs purchased using the FundSERV network will be received subject to rejection or allotment in whole or in part and the right is reserved to close the subscription books at any time without notice. You will receive credit from CIBC for simple interest accruing on funds deposited with CIBC prior to the Issue Date at a rate of 0.25% per annum. For funds deposited on or prior to the Thursday of a given week, the investment period will commence and interest will accrue from and including the first Banking Day of such week up to but excluding the Issue Date. For funds deposited after the Thursday of a given week, the investment period will commence and interest will accrue from and including the first Banking Day of the next following week up to but excluding the Issue Date. Interest will be calculated and paid for such investment period in cash on the Issue Date. Investors resident in Canada will be required to include the full amount of such interest in income for the taxation year that includes the Issue Date for purposes of the Act. Notwithstanding the above, if you purchased the GICs by electronic means or by telephone and request the cancellation of the GICs as provided for below, all funds deposited with CIBC will be returned to your Dealer and no interest will be paid. If you deposited funds with CIBC and CIBC determines, in its sole discretion, not to proceed with an offering of the GICs, all funds deposited will be returned to your 8 CIBC Floating Market Rate GICs (USD) Information Statement

9 Dealer, in addition to any interest that would have been earned up to but excluding the day on which you were notified of CIBC s decision not to proceed with the GICs. Agreement to Purchase GICs and Deemed Receipt of This Information Statement The agreement to purchase GICs using the FundSERV network will be entered into (i) if the order to purchase is received by electronic means or by telephone, on the day on which the order to purchase is received, and (ii) if the order to purchase is received in person, on the later of the second day following (a) the day of deemed receipt of this Information Statement and (b) the day on which the order to purchase is received. You will be deemed to have received the Information Statement (i) five business days after the postmark date, if provided by mail, and (ii) when it is received, in any other case. Cancellation of GICs Purchased by Electronic Means or by Telephone Through a Dealer You may cancel an order to purchase the GICs made by electronic means or by telephone (or cancel the purchase of the GICs made by electronic means or by telephone if the GICs have already been issued) by providing instructions to CIBC through your Dealer any time up to 48 hours after the later of (i) the day on which the agreement to purchase the GICs is entered into and (ii) deemed receipt of this Information Statement. Upon cancellation, you are entitled to a refund of your Principal Amount and any fees relating to the purchase that have been paid. Settlement of GICs For GICs held in your Dealer s name, CIBC will pay your Dealer all amounts owing to you during the term of the GICs. The payment of such amounts from your Dealer to you will be the responsibility of your Dealer and governed by standing instructions and customary practices. For GICs held in client-name accounts, CIBC will pay all amounts owing during the term of the GICs to you directly. Special Circumstances The occurrence of certain unusual events beyond the control of CIBC (each a Special Circumstance ) may result in changes to the calculation of Coupon Amounts, or the date on which payment of Coupon Amounts or the Principal Amount is made. Such events could include, but are not limited to, the discontinuation of the Benchmark Rate or the occurrence of an event that has a material adverse effect on CIBC s ability to place, maintain or modify any hedge with respect to the Benchmark Rate. In certain circumstances, the Calculation Agent may adjust any one or more component or variable relevant to the determination of Coupon Amounts to account for those circumstances, including replacing the Benchmark Rate with another comparable rate. If the Calculation Agent determines that it is unable to make such adjustments, it may decide to accelerate the payment of all remaining Coupon Amounts, in which case an alternate return will be calculated and paid to you immediately in lieu of paying Coupon Amounts on the Coupon Payment Dates. However, in no event will your Principal Amount be repaid prior to the Maturity Date as a result of the occurrence of a Special Circumstance. Certificate A certificate representing your investment in the GICs will not be available. Upon receipt of your subscription proceeds, CIBC will provide, or cause to be provided, a confirmation of receipt and a copy of this Information Statement by prepaid mail or other means of delivery. Governing Law The GICs, and the terms thereof, will be governed by and construed in accordance with the laws applicable in the Province of Ontario. 9 CIBC Floating Market Rate GICs (USD) Information Statement